Caledonia Investments PLC

Annual Report • Jun 12, 2025

Annual Report 2025

Year ended 31 March 2025

Introduction

• 1 Performance
• 2 At a glance

13 Strategic report

• 14 Chair's statement
• 16 Chief Executive Officer'sreport
• 20 Howwe create value
• 22 Key performance indicators
• 24 Investmentreview
• 28 Public Companies
• 32 Private Capital
• 36 Funds
• 40 Financialreview
• 44 Sustainability
• 63 Risk management
• 68 Going concern and viability
• 71 Corporate governance
• 72 Board of directors
• 74 Governance framework
• 76 Corporate governance report
• 80 Section 172 statement
• 86 Nomination Committee report
• 88 Audit and Risk Committee report
• 94 Governance Committee report
• 96 Directors'remuneration report
• 115 Directors'report
• 119 Responsibility statements

121 Financial statements

• 122 Independent auditor'sreport
• 130 Financial statements
• 134 Material accounting policies
• 139 Notesto the financialstatements

158 Other information

• 158 Company performance record and investmentssummary
• 159 Glossary of terms and alternative performance measures
• 161 Valuation methodology
• 163 Information forinvestors
• 164 Directors and advisers

The images displayed throughout the annual report are a selection of the following:

Charities supported by The Caledonia Investments Charitable Foundation

The Caledonia office and artefacts on display from the Cayzer Family archive

Employees of Caledonia, either in the central London office or on an offsite strategy day

Images relating to Caledonia portfolio companies

Welcome to Caledonia

Caledonia is a FTSE 250 self-managed investment trust company with a long track record of delivering consistent returns and progressive annual dividend payments to shareholders.

Our aim is to generate long-term compounding real returns that outperform inflation by 3%-6% over the medium to long term, and the FTSE All-Share index over 10 years.

Sources: Caledonia Investments plc ('Caledonia') © Caledonia 2025 and FTSE International Limited ('FTSE') © FTSE 2025. Caledonia Investments, Time Well Invested and the sealion guardant are registered trademarks. 'FTSE®' is a trademark of the London Stock Exchange Group companies and is used by FTSE International Limited under licence. All rights in the FTSE indices and/or FTSE ratings vest in FTSE and/or its licensors. Neither FTSE nor its licensors accept any liability for any errors or omissions in the FTSE indices and/or FTSE ratings or underlying data. No further distribution of FTSE Data is permitted without FTSE's express written consent.

Performance

"Caledonia has delivered another year of positive performance, with our long-term, disciplined investment approach continuing to prove its strength within a macroeconomic and geopolitical backdrop that remains highly volatile. All three of our investment pools contributed to growth, demonstrating the resilience and quality of our diversified portfolio.

The performance has further extended our track record of delivering consistent real returns for shareholders, alongside 58 years of consecutive dividend growth. The uncertain operating environment currently shows little sign of easing, but our focus remains on allocating capital prudently, investing in high-quality companies and fund managers with track records of success, and continuing to position Caledonia to compound value for our shareholders over the long term."

Mat Masters Chief Executive Officer

Highlights

£2.9bn

Net asset value (NAV)

(31 March 2024: £3.0bn)

73.6p Dividend per share (31 March 2024: 70.4p)

3,540p Share price

(31 March 2024: 3,280p)

Strong consistent long-term NAV growth

1. Alternative Performance Measure – see page 159 for details. APM

2005 2010 2015 2020 2025

3.3%

NAV per share total return1

(31 March 2024: 7.4%)

4.5% Dividend growth (31 March 2024: 4.5%)

10.2% Total shareholder return1 (31 March 2024: -1.2%) 800

58 consecutive years of dividend increases

2005 2010 2015 2020 2025

At a glance

Time well invested

We are investors, not traders, driven by fundamentals, not trends. We think in decades, not quarters and invest time to make confident, well-balanced compounding investments and build rewarding partnerships.

Caledonia traces its history back to the Cayzer family's shipping business, founded in the late 1800s. Towards the end of the boom in shipping, Caledonia was converted into a broader investment holding company, and later to an investment trust. The Cayzer family remain supportive shareholders and the family's long-term investment approach underpins how Caledonia is run today.

To today – a long track record of delivering consistent returns and progressive annual dividend payments

With net assets of £2.9bn, Caledonia holds investments in both listed and private markets across three pools: Public Companies, Private Capital and Funds. Each has a strategic allocation of capital, investment strategy and target return. The result is a well-balanced diversified portfolio of investments with a global reach.

1. Includes AIR-serv Europe, DTM and Cooke Optics

Materials 6% Consumerstaples 6% Communication services 2% Othersectors 3%

At a glance (continued)

What differentiates us

Our expert team

Ourteam has deep knowledge of the companies and sectors inwhichwe invest. Our culture is centred around a collection of valuesthat shape our approach to every aspect of investing: insightful,supportive, responsible, considered and long-term.

We are long-term investors

Our evergreen balance sheet underpins our investment philosophy. We buy to hold, investing in high-quality companies with strong market positions and fundamentals, alongside investmentsin fundswith track records ofsuccess.

Our investment process

We build rewarding relationships and a deep understanding of our investmentsthat aligns with ourrisk appetite,with ESG factors embedded.

Wholly aligned with shareholders

As a self-managed vehicle, we invest from the balance sheet, ensuring ourinterests arewholly alignedwith our shareholders.

With an investment approach and purpose grounded in Time Well Invested

Our history,structure and culture underpins ourlong-term approach to investment and is captured in our manifesto,which underpins ourfocus on generating long-term compounding real returnsthat outperform inflation by 3%-6% overthe medium to long-term, and the FTSE All-Share over 10 years.

Annualised performance

^1. Target return is CPIH plus 3% to 6%. CPIH over the last 10 years was 3%. CPIH is Consumer PricesIndex including owner occupiers' housing costs

Our manifesto

We believe in the power of time. While others fight against it, Trying to conquer every passing minute, We work with it. We invest it patiently and judiciously, Harnessing its power year after year. Never afraid to wait, but always ready to act. Time is key to our knowledge, the trust we're given, And the relationships we build It is the source of our enduring partnerships, Carefully tended over decades. Never fleeting, always meaningful We dedicate time to our people: Giving it generously to nurture their growth, Both personal and professional. We invest time now to plan for success in the future, To sow seeds that will flourish for generations to come. Time cannot be tamed or altered, But its power can be harnessed, Invested in the things that matter most, To create something that lasts.

At a glance (continued)

Strategic allocation

30%-40%

Public Companies

Investing in high quality quoted businesses where long term ownership will be rewarded.

Our Public Companies team believe, over the long term, performance of the portfolio is primarily driven by the operational performance of the underlying companies. Underpinned by Caledonia's evergreen balance sheet, the team targets companies that are built on solid foundations that will continue to provide of net assets of net assets 30companies

The global portfolio is managed by one investment team across two strategies, with the same quality criteria, research methodology and operational discipline. Each portfolio generally holds between 15 and 20 companies, with a small number of companies held in both portfolios.

The companies in our Public Companies pool typically have similar characteristics, including:

Actual

33%

Annualised performance – total return

compounding returns for shareholders over time.

Profitable with good and sustainable returns on capital

£965mof NAV

Capital portfolio

10% p.a. Total return target

Unconstrained investmentsinwellmanaged companies, held forthe long term. We look to select publicly quoted businesseswith a number of quality characteristicsincluding pricing power, strong returns on capital and a long reinvestment and growth runway. Our objective isto deliver a 10% annualreturn.

Capable management closely aligned with long-term investors

Income portfolio

7% p.a. Total return target We investselectively in mature,well managed, long-term businesseswith resilient business models, and the capacity and management culture to pay sustainable dividends. Our objective isto deliver a 7% annualreturn,with an initial yield of 3.5% based on the cost of investment.

Case study

A leading North American distributor of wide-ranging industrial and construction products, partnering with organisations to simplify and secure supply chains for a vast range of industrial products.

£22m

Weighted average cost

23% p.a. Total return since initial investment (£)

2020

Date of initial investment

\$44bn Market capitalisation

Distribution

£43m

Valuation at 31 March 25

Sector

Original investment thesis

Well-run supply chain distribution business with a strong long term track record

• Outsourced supply chain management
• De-centralised business
• Cost and customer focused culture
• Strong balance sheet

The Public Companiesteam identified Fastenal as a potential investment in 2017 and then followed the company until March 2020when the team took advantage of market conditionsrelating to the Covid-19 pandemic to make an investment. Since this investment, the business has grown revenuesfrom \$5.3bn to \$7.5bn1 , a CAGR of 7.2%, reporting an EBIT growth of 7.4% overthe same period and a margin of 20.0% in 2024. Overthe same period, the share price has more than doubled,reporting an annualised totalreturn of 23%, including dividends.

1. FY 2019 to FY 2024

Share price US\$

At a glance (continued)

Private Capital

Direct investments in a small number of high quality companies, predominantly in the UK mid-market.

Our Private Capital team has a "buy-to-own" investment philosophy. Unlike typical private equity investors, the team, as balance sheet investors, are under no pressure to invest or divest. This freedom allows them to be highly selective and only focus on the best opportunities. They work closely with companies, providing operational and strategic support along with long-term capital to drive growth. The team exits the company when the time is right to maximise value for shareholders.

The companies in our Private Capital pool typically have similar characteristics, including:

advantage

Strong and experienced management teams

14% p.a. Total return target

17%¹ IRR on realised investments

Profitable and cash generative with multiple levers for growth

Annualised performance – total return

We target a totalreturn of 14% p.a.with a 2.5% yield on cost, across a portfolio of up to 10 predominantly UK headquartered mid-market private companies. We typically invest in companiesthat have an enterprise value of £75 million to £250 million.

£1.1bn of proceeds generated on investments made since 2012, at a 1.8x multiple of cost.

1. From investments made since 2012

Case study

The UK's leading independent tyre management provider of outsourced tyre management services to fleet operators, with a differentiated, customer centric, service proposition.

£55m

Cost

£55m Valuation at 31 March 2025 (at cost)

2024

Date of initial investment

Industrials

Sector

Why we like DTM

• Strong market presence national service provider network
• Market leading proposition low churn in existing customer base
• Impressive long term track record c.15% CAGR in revenues over the last 15 years
• Technology enabled solutions scalable proprietary digital platform
• Multiple levers for growth organic wins, performance efficiencies, adjacent services/geographies
• High calibre management team experienced industry operators who are excited to grow the business
• Technology led, environmentally considerate tyre management 100% of used tyres fitted by DTM recycled or reused – no waste to landfill

Headquartered in Blackpool, DTM has over 100 employees and serves c.250 fleet customerswith c.285,000 vehicles and c.1.3m tyres under management. Enabled by a proprietary technology platform,which allows customersto maximise theirfleet efficiency, compliance and output, DTM connectsthe vehiclesit managesto a national network of over 3,500 service providerlocations.

Caledonia acquired a majority stake in the business, investing alongside management, in August 2024,with Caledonia's differentiated offering playing a key part in securing the transaction. Since the acquisition, the Caledonia team hasworkedwith the management team to support DTM's value creation plan and supported the appointment of a new non-executive Chairman, Chief Revenue Officer and Director of Network Services. The business continuesto perform wellwith some notable recentsaleswins.

Watch the video www.caledonia.com

At a glance (continued)

Strategic allocation

25%-35%

Funds

of net assets

Investing in funds managed by leading managers in North America and Asia.

Our Funds team seek to partner with some of the world's most talented managers in long and profitable relationships. The team focus on regions that are the engines of well-proven global growth, namely North America and Asia, providing a counterbalance to our quoted equity and UK-centric Private Capital investments. The team build relationships that typically span multiple fund vintages and often take advisory board positions for deeper insight.

The qualities that the Funds team focus on are:

12.5% p.a.

Total return target

Actual

31% of net assets

We seek diversified fund holdingsin private companiesthat provide longterm and consistentreturnsin North America and Asia.

North America fund investments

£897mof NAV 80 funds

45 managers 600+companies

• buyout, lower mid-market. Focus on small to medium sized, often owner-managed, established businesses.
• usually first institutional investment and will support their professionalisation and growth, both organically and through M&A activity.

Asia fund investments

• focus on venture, growth and buyout investments in non-cyclical, new economy sectors such as healthcare and technology, which are well placed to benefit from wider demographic trends.
• investing into businesses in the early years of significant growth, having successfully developed their business model. Whilst focused on local markets, a small number, particularly those with a healthcare focus, also invest into the US.

10% 5% 15% 20% 6% 17% 13%

Over 1 year Over 3 years Over 5 years Over 10 years

Annualised performance – total return

0%

2%

Case study

Founded in 2012, De Cheng Capital is a leading investor in the life science and healthcare sectors, with deep commercial and scientific expertise within the two largest healthcare markets in the world; US and China. De Cheng focuses on providing capital and strategic support to early-stage life science companies with revolutionary technologies and growth stage healthcare companies with strong market presence. It is a preferred partner for entrepreneurs, world-class scientists and strategic partners, and its extensive market knowledge allows it to capitalise on the rapid growth of the Chinese healthcare industry, as well as breakthroughs in life science research, typically found in the US.

Target company criteria

Data driven Strong management teams with proven track records

Clear value proposition to potential acquirers

Portfolio company snapshot

Alpine Immune Sciences – seeking to create first or best-in-class multifunctional immunotherapies via unique protein engineering technologiesto improve patients' lives. De Cheng led, co-led and participated in three PIPE investmentsin the business between 2019 to 2022. Alpine Immune Scienceswas acquired by Vertex in 2024 for \$4.9bn, generating an 8.2x gross money multiple on cost.

Caledonia's commitment

De Cheng manages \$2.1bn of capital acrossfive funds. Caledonia first identified De Cheng soon afteritslaunch in 2012, and made itsfirst commitment to De Cheng II in 2016. Caledonia hassince invested in all of De Cheng'ssubsequent funds.

Fund name	De Cheng II	De Cheng III	De Cheng IV	De Cheng V
Vintage year	2016	2018	2021	2024
Fund size	\$303m	\$470m	\$673m	\$700m1
Caledonia's commitment	\$12.0m	\$18.0m	\$15.0m	\$20.0m

1. Target Fund Size

Through our extensive network of contacts, we identify and select companies with strong fundamentals and great potential. We maintain effective and constructive relationships with the people, companies and funds in which we invest.

Insightful & supportive

The Outward Bound Trust

The Caledonia Investments Charitable Foundation supported The Outward Bound Trust whose mission is to inspire young people to believe they can achieve more than they ever thought possible through their wild adventures. Their funding helps break down barriers and unlock opportunities for those who need it most.

Strategic report

Chair's statement

David Stewart Chair

All three of our investment pools contributed to growth in the year.

Results

I am pleased to report another year of positive performance at Caledonia,with NAVTR of 3.3%. This has further extended ourtrack record of generating long-term realreturns, outperforming inflation by 5.8% p.a. overthe last decade, at the top end of our medium to long term goal. Our portfolio delivered a 3.5% return against an increasingly uncertain macroeconomic and geopolitical backdrop. All three of ourinvestment pools contributed to growth in the year.

Income and dividend

Investment and other income1 decreased from £62.7m to £53.6m2 and total net revenue was £30.9m³ . As reported in previous years, we expect a gradual reduction in investment income as we maintain our focus on total returns and, over time, we anticipate that net distributionsfrom our fund investments will play a more material role in dividend cover. The Funds pool generated a net cash inflow of £43.8m which, together with net revenue, wassufficient to cover our proposed annual dividend.

The board isrecommending a final dividend of 53.91p pershare for the year ended 31 March 2025 which, if approved by shareholders, will be payable on 7 August 2025 to ordinary shareholders on the register on 27 June 2025. Thisrepresents a full-year dividend of 73.6p per share, an increase of 4.5% when compared to the previous year, and 58 consecutive years of increased annual dividends.

We remain committed to our progressive dividend policy which aimsto increase annual dividends by at least the rate of inflation overthe long term. The board intendsto increase future interim dividendsto 50% of the prior year's total annual dividend, commencing laterthis year. Thiswill ensure a more balanced dividend profile than has been paid historically and provide a more predictable income stream to ourshareholders.

Share split

The board isrecommending a 10:1 share splitwhich, if approved by shareholders at the forthcoming annual general meeting, is planned forimplementation on or after 17 July 2025. Thiswillreduce the nominal value of ordinary sharesfrom 5p to 0.5p and is expected to improve accessibility for awiderrange ofshareholders.

• 1. Including the benefit of £9m of revenue from non-consolidated subsidiaries.
• 1. Alternative Performance Measure.

^1. Revenue account.

Share buybacks and general meeting

The Cayzerfamily concert party (the 'Concert Party') is a long-term shareholder and the source of Caledonia's strong culture and long-term outlook. Share buybacks increase the percentage of voting rights held by the Concert Party. Previously, in circumstanceswhere the Concert Party owned more than 30% but lessthan 50% of the shares, any increase in the percentage ofsharesit owned could have triggered an obligation on the Concert Party to make a mandatory offerforthe company under Rule 9 of The City Code on Takeovers and Mergers(the 'Code'). Independentshareholderswere therefore asked each yearto renewawaiver of these mandatory offer provisionssuch that theywould not be triggered provided that the Concert Party's percentage holding in the company did not exceed 49.9%.

This cap on the Concert Party's holdingwas constraining the company's ability to buy back any furthershares. During the yearthe board carefully considered the possibility of taking stepsto remove the 49.9% cap and to seek approval forfurther buybackswhich could result in the Concert Party'sinterest in the company's voting rightsincreasing beyond 50%. Iwas pleased to take part in meetingswith independentshareholdersto discussthis.

Two resolutionswere proposed at a general meeting held on 18 December 2024. The firstresolution refreshed the authority to make market purchases of ordinary shares. The second resolution sought approval of an uncapped waiver of any requirement on the Concert Party to make an offerforthe company underthe Code's mandatory offer provisions due to share buybacks. The board is pleased that both resolutionswere duly passed, giving the company flexibility to buy back itssharesin the future. In consideringwhetherto do this, the boardwill continue to take into account the liquidity of the company'sshares, its ongoing investmentstrategy and the level of any discount atwhich the shares are trading in the market relative to NAV pershare.

Since the general meeting, the Concert Party's percentage holding in the company hasincreased to over 50%. As at 19 May 2025, the Concert Party holdingwas 50.4%.

Chairing the board

The board has asked that I extend my tenure for one final year, until no longerthan the annual general meeting in 2026. Thisissubject to my re-election being approved by shareholdersin July.

Annual general meeting

Each yearI, togetherwith my board colleagues, very much welcome the opportunity to meetwith shareholdersin person at our annual general meetingwhich once again takes place in London on 16 July 2025.

Outlook

As Mat outlinesin hisreport, the unstable macroeconomic and geopolitical backdrop islikely to continue, causing a degree of uncertainty acrossthe portfolio. However, Caledonia'sinvestmentstrategy takes a long-term view. We have a diversified portfolio of high quality,well managed and profitable companies alongside investments in fundswith track records ofsuccess. We continue to focus on the quality and resilience of each investment. While Caledonia is a long-term investor, an active approach to portfolio management enables usto take advantage of opportunities asthey arise.

David Stewart

Chair 19 May 2025

Chief Executive Officer's report

Mat Masters Chief Executive Officer

Our performance has been delivered against a background of increasing macroeconomic and geopolitical uncertainty, underlining the strength of our investment strategy.

3.3% NAV total return

Caledonia'slong term investment approach of 'Time Well Invested', making thoughtful compounding investments, has underpinned another year of positive performance, with NAVTR of 3.3%. This performance continuesto build on ourtrack record of delivering long term realreturns, outperforming both inflation and the FTSE All-Share total return overthe past decade. Alongside this,we have increased dividends paid to shareholdersfor 58 consecutive years.

We have delivered this performance against an increasingly uncertain macroeconomic and geopolitical backdrop, demonstrating the strength and resilience of our diversified, global portfolio of quality companies and funds,with all investment pools contributing to growth in the year.

In particular, in the latter part of ourfinancial year, changes in US trade policy introduced significant uncertainty into the global economic outlook. Market volatility rose significantly in March asinvestors assessed the potential implications of highertariffs and escalating US-China trade tensions on global growth, productivity and inflation. This volatility, alongwith recent elevated levels of inflation, has reduced short-term realreturns. We believe ourfocus on investing in high quality,well managed companies, aswell asfund managerswith track records ofsuccess, positions uswell to navigate the current uncertainty.

Annualised performance

Performance highlights

We invest across private and public markets. Overall the portfolio generated a return of 3.5% in the year. This included adverse foreign exchange movementswhich negatively impacted returns by 1.4%.

Annualised investment pool returns

Our Public Companies pool isinvested in high-quality, well-managed businesseswith strong market positions and pricing power. The global portfolio issplit between capital and income investments,with the latter providing an important contribution to cover our cost base and dividend. Performancewas affected by the market volatility nearing the end of the year. Despite this, the pool delivered a 4.7% return in the year.

Within Private Capital,we acquired Direct Tyre Management ('DTM'), adding another excellent business to our portfolio of directly held private assets. DTM isthe UK'sleading provider of outsourced tyre management services- a fantastic technology led solution enabling its customersto maximise fleet efficiency. Both Stonehage Fleming and AIR-serv Europe continued to report a strong performance,resulting in an increase in their valuations. This has been partially offset by a decline in the valuation of Cooke Optics. As previously reported, following the Hollywood strikesin 2023, demand for Cooke's products hastaken longerthanwe anticipated to recover. As a result we have reflected a more conservative outcome in our valuation of the business. Overall, Private Capitalreported a return of 3.7%.

Our Funds pool delivered a net positive cashflowof £44m following a subdued priorfinancial year. Our North America portfolio delivered an 8.4% return in local currency,with gains being driven by strong underlying operating performance and realisation activity. Our Asia portfolio returnwas-1.6% in local currency,which reflects the more challenging market conditionsin the region. Taken together and including the negative impact of foreign exchange movements, our Funds pool produced a return of 2.2% in the year.

Liquidity and balance sheet

A strong financial position is core to Caledonia'sstrategy. We ended the yearwith net cash of £151m which, alongside our £325m revolving credit facility, provides significant liquidity to invest in attractive opportunities asthey arise.

Shareholder returns

Broader market volatility and sentiment towards investment companies continue toweigh on ratings across the sector, and in particularthose investment companies that invest in private assets, many ofwhich continue to trade atsignificant discountsto net asset value.

Caledonia'sshare price increased by 10.2% on a total return basis overthe year,with the discount narrowing from 39% to 35%. Despite thisreduction in discount, we believe the share price continuesto fundamentally undervalue the quality of our portfolio and ourlong-term track record.

Alongside continuing to deliverlong-term compounding returns, addressing the discountremains a priority for the board and management team; it isimportant for shareholdersto capture more fully the long-term increase in net asset value pershare. There is no single solution to narrowing the discount. During the yearwe have focused much of our efforts on improving ourinvestorrelations and communications activitiesincluding launching a series of events profiling each of ourinvestment pools and our differentiated approach. The first of these, the Private Capital Spotlight,was held in January andwewill host a similarspotlight for our Public Companies pool in June 2025.

As covered in the Chair'sstatement, alongside improving communication,we also increased our ability to repurchase shares,which is highly accretive to NAV per share. We are announcing today two furtherinitiatives: a 10:1 share splitwhichwe hopewill make ourshares more accessible to awiderrange of investors and a change to our dividend payment profile. A reliable source of income isimportant to ourshareholders and our progressive dividend policy aimsto increase annual dividends by at least the rate of inflation overthe long term.

Chief Executive Officer's report (continued)

People

Our employeesremain our greatest asset andwe are committed to fostering an environment that enables us to attract,retain and nurture exceptional people. This year, we have continued to strengthen the team across a number of functions, promoting internal talent and bringing in newexpertise. Iwould like to thank my colleaguesfortheir unwavering enthusiasm and dedication,which drivesthe success of our business.

Caledonia'slong-term ethos and culture focused on 'Time Well Invested' is central to ourworking environment. During the year,we completed oursecond anonymised employee engagementsurvey and are delighted to have received a 92% response ratewith 96% ofresponders recommending Caledonia as a 'great place towork'. We benchmark our analysis against businesses within the UK's financialservicessector and are pleased that Caledonia is represented in the top quartile for both participation rates and engagementscores.

Further information on our people and culture can be found in our Sustainability section Turn to pages 57-62

Our approach to responsible investment

Aswe highlight in the Sustainability section,we have further developed our approach to responsible investment. During the year, through ourworking group, we have strengthened ourinvestment processes and continue to considerthe issues associatedwith climate change and its potential impact on our business and portfolio. This year, forthe first time,we are disclosing emissionsfor our Private Capital pool. Ourthird Taskforce on Climate-related Financial Disclosuresreportwill be published alongside this annualreport.

Further details on our activities in this area are provided within the Sustainability section
Turn to pages 52-56

Looking forward

We believe our diversified, global portfolio iswell positioned toweatherthe uncertainties of the current market. We invest in businesseswith strong market positions and fundamentals. We have a diversified portfolio of high quality,well managed and profitable companies. Thisstrategy has delivered compounding real returns. Central to oursuccessis a long term perspective underpinned by ourrobust evergreen balance sheet. These strengths enable usto look through shorterterm volatility and take advantage of the long term opportunities arising from market disruptions.

Mat Masters

Chief Executive Officer 19 May 2025

The Strategic report includesthe Section 172 statement,which sets out further detail of our stakeholders, on pages 80 to 85

How we create value

We invest in proven, well-managed businesses that combine long-term growth characteristics with an ability to deliver increasing levels of income. We are a selfmanaged investment trust, and capitalise on our resources and relationships to identify opportunities, to deliver long-term capital growth and dividends for our shareholders.

Expert team

Ourteam has deep knowledge of the companies and sectorsinwhich we invest. Our culture is centred around a collection of valuesthat shape our approach to every aspect of investing: insightful,supportive, responsible, considered and long-term.

Long term

We buy to hold, investing in high-quality companies with strong market positions and fundamentals alongside investmentsin fundswith track records ofsuccess.

Evergreen balance sheet

Ourlong term approach is underpinned by our evergreen balance sheet,which provides uswith flexibility to invest in both private equity and quoted opportunities overlongertimeframes(+10 year), and significantly reduces ourinvestment cycle risk. We investsolely from the balance sheet and have no permanent corporate debt. We aim to maintain sufficient cash, liquid assets and committed facilities to cover ourliabilities and commitments asthey fall due.

Our people

Suppliers

relationships

Our employees are our most important asset and we invest time to foster their professional development and wellbeing

We build and value long-term

Our investment process is tailored to the nature and risk of each investment pool. All investments are approved by the central Investment Committee with board approval required for investments and disposals over a defined threshold.

Investment pools

Public Companies

Target return 10.0% p.a. Capital portfolio 7.0% p.a. Income portfolio

Further information Turn to page 28

Private Capital

Target return 14.0% p.a.

Further information Turn to page 32

Funds

Target return 12.5% p.a.

Further information Turn to page 36

Who benefits

Our shareholders

Our shareholders provide Caledonia's permanent capital and it is for their benefit that the directors are required to promote the company's success

Our portfolio companies and funds

We build rewarding relationships and a deep understanding of our investments

Community Through our foundation, we have an ongoing commitment to the wider community

Further information Turn to page 80

Investment process

Source opportunities

Opportunities are identified through our business network and our own research,with opportunities initially screened for characteristicswhich meet ourstrategic risk/return appetite.

Analyse and invest

Extensive and ongoing business and financial due diligence is conducted by the team, oftenwith input from independent advisers, before a final investment decision is made.

Collaboration

We build long-term rewarding relationshipswhile continuously monitoring performance and risk.

Reinvest or return

Proceedsfrom realisations are reinvested in newinvestment opportunities orreturned to shareholdersthrough dividends or share buybacks.

Careful portfolio construction and risk management

To achieve ourtargetreturns, we primarily invest in equities, on a global basis. We manage the risk of permanent loss of capital by diversifying our interests and avoiding excessively risky investments. Effective risk management is a key component of ourinvestment approach and we consider a number of key risk areas which assist in ensuring that the investment pools operate within strategic risk parameters.

Reputation and network

Ourreputation as a supportive and constructively involved long-term investor enables usto develop our network of business contacts. This network enables us to identify opportunities and carry out due diligence, aswell as being invaluable to the management of our investee companies.

Key performance indicators

We measure our performance against four strategic objectives using key performance indicators.

KPI	Rationale	Progress in the year
Net asset value total return ('NAVTR')	NAVTR is a measure of how the net asset value ('NAV') pershare has performed over a period, taking into	• the company hasfurther extended its performance track record, reporting NAVTR of 3.3% in the year
	account both capital returns and dividends paid to shareholders APM Alternative performance measure - see page 159 for details	• over five and 10 yearsthe company hasreported a NAVTR of 13.5% p.a. and 9.0% p.a. respectively, outperforming inflation by 8.9% and 5.8% over the same periods
		• over 10 yearsthe company's NAVTR has outperformed the FTSE All-Share TR Index by 2.8% p.a.
Total shareholder	TSR measuresthe return to our	• the company's TSR for the year was 10.2% p.a.
return ('TSR')	shareholdersthrough the movement in the share price and dividends paid during the measurement period APM Alternative performance measure - see page 159 for details	• over five and 10 years, the company's TSR was 11.0% p.a. and 7.5% p.a. respectively
		• over five yearsthe company's TSR has underperformed against the FTSE All-Share index by 1.0% p.a. and outperformed inflation by 6.4% p.a.
		• over 10 yearsthe company's TSR has outperformed the FTSE All-Share index by 1.3% p.a. and inflation by 4.3% p.a.
Dividend growth over time	A reliable source of income is important for ourshareholders. Caledonia has a progressive dividend policy Annual dividend isthe pershare amount payable to shareholders out of profitsfor the year, excluding any special dividends	• the company paid an interim dividend of 19.69p and has proposed a final dividend of 53.91p, taking total dividendsto 73.6p pershare, a 4.5% increase year on year, extending our record of growing annual dividendsfor 58 consecutive years
		• over the last five and 10 years, our dividend has grown by 3.8% p.a. and 3.8% p.a.
		• over the same period, inflation hasincreased by 4.6% p.a. and 3.2% p.a.
NAV per share	The measure of the company assets, calculated by dividing net assets by the fully diluted number ofsharesin issue	• at 31 March 2025, the company had net assets of £2,932m (5475p pershare), reporting a 2.0% NAV pershare return over the year
	Please see note 17 of the financial statements	• over five and 10 yearsthe company hasreported a NAV pershare growth of 11.1% p.a. and 6.5% p.a. respectively

Our strategic objectives

Net asset value total return ('NAVTR')

Total shareholder return ('TSR')

Dividend growth

over time

NAVTR is a measure of how the net asset value ('NAV') pershare has performed over a period, taking into account both capital returns and dividends paid to shareholders

• the company hasfurther extended its

• over 10 yearsthe company's NAVTR has outperformed the FTSE All-Share TR Index by

• over 10 yearsthe company's TSR has outperformed the FTSE All-Share index by 1.3% p.a. and inflation by 4.3% p.a.

grown by 3.8% p.a. and 3.8% p.a.

pershare return over the year

4.6% p.a. and 3.2% p.a.

• the company paid an interim dividend of 19.69p and has proposed a final dividend of 53.91p, taking total dividendsto 73.6p pershare, a 4.5% increase year on year, extending our record of growing annual dividendsfor 58 consecutive years • over the last five and 10 years, our dividend has

• over the same period, inflation hasincreased by

• at 31 March 2025, the company had net assets of £2,932m (5475p pershare), reporting a 2.0% NAV

• over five and 10 yearsthe company hasreported a NAV pershare growth of 11.1% p.a. and 6.5% p.a.

• the company's TSR for the year was 10.2% p.a. • over five and 10 years, the company's TSR was 11.0% p.a. and 7.5% p.a. respectively • over five yearsthe company's TSR has underperformed against the FTSE All-Share index by 1.0% p.a. and outperformed inflation

3.3% in the year

same periods

2.8% p.a.

by 6.4% p.a.

performance track record, reporting NAVTR of

• over five and 10 yearsthe company hasreported a NAVTR of 13.5% p.a. and 9.0% p.a. respectively, outperforming inflation by 8.9% and 5.8% over the

Alternative performance measure

• see page 159 for details

TSR measuresthe return to our shareholdersthrough the movement in the share price and dividends paid during the measurement period

Alternative performance measure

• see page 159 for details

A reliable source of income is important for ourshareholders. Caledonia has a progressive dividend

Annual dividend isthe pershare amount payable to shareholders out of profitsfor the year, excluding any

calculated by dividing net assets by the fully diluted number ofsharesin issue Please see note 17 of the financial

APM

APM

policy

NAV per share The measure of the company assets,

statements

special dividends

Generate total returns that outperform inflation by 3%-6% over the medium to long term

Generate total returns that outperform the FTSE All-Share index over 10 years

Pay annual dividends increasing by inflation or more over the long term

Manage investment risk effectively for long-term wealth creation

NAV/share over 10 years (p) 6,000 5,000 5,000

0

6,000

6,000

2016 2017 2018 2019 2020 2021 2022 2023 2024 2025

respectively Risks:

Strategic Liquidity Market ESG

Investment Operational

Investment review

Caledonia is a long term investor in both listed and private markets via three pools: Public Companies, Private Capital and Funds. Each investment pool is managed by a specialist team investing in wellmanaged businesses that combine long-term growth characteristics with, in many cases, an ability to deliver increasing levels of income.

To ensure that we maintain a balanced portfolio, each of our investment pools has a strategic allocation range. At 31 March 2025, all of our investment pools were within their strategic allocation ranges.

Overall performance

At 31 March 2025, the investment portfoliowas valued at £2,732.7m, generating a return of 3.5% during the year. All investment pools contributed to growth,with performance delivered against a continuing backdrop of uncertainty and economic headwinds, underscoring the value of our diversified global portfolio of high-quality well-managed businesseswith strong market fundamentals, alongside fundswith strong track records ofsuccess.

Investment activity

During the year,we invested a total of £320.3m into the portfolio, againstwhich £336.4m of proceedswere received,resulting in net inflowof £16.1m.

Geographic diversification

The following chartshowsthe distribution of the portfolio at 31 March 2025 between regions. The basis of this analysisisthe country of listing for quoted securities, country of headquarterfor unlisted investments and underlying regional analysisforfunds.

Geography by region (headquartered)

Currency

The following chart analyses net assets at 31 March 2025 by currency exposure, based on the currenciesinwhich investments, cash or other assets are denominated or traded. During the year, Sterling strengthened by 2.2% against the US dollar, adversely impacting ourtotalreturn.

Currency exposure

Sector

The following chartshowsthe distribution of the portfolio at 31 March 2025 by sector, demonstrating a highly diverse sector exposure across ourinvestments.

Sector	Industrials1	27%
	Consumer discretionary	14%
	Financials	13%
	Information technology	12%
	Funds of funds	9%
	Healthcare
	Materials	6%
	Consumerstaples	6%
	Communication services	2%
	Othersectors	3%

1. Includes AIR-serv Europe, DTM and Cooke Optics

Investment movements in the year

	31 March 2024 £m	Investments £m	Realisations3 £m	Accrued income £m	Gains/ (losses) £m	31 March 2025 £m	Income £m	Return4 %
Public Companies	949.8	106.8	(114.2)	-	22.3	964.7	21.8	4.7
Private Capital	820.3	83.7	(48.6)	2.2	13.1	870.7	17.5	3.7
Funds	926.3	129.8	(173.6)	-	14.8	897.3	4.4	2.2
Total pools	2,696.4	320.3	(336.4)	2.2	50.2	2,732.7	43.7	3.5
Other investments1	18.0	-	(0.8)	-	(6.3)	10.9	9.0
Total investments2	2,714.4	320.3	(337.2)	2.2	43.9	2,743.6	52.7
Net cash	227.4					151.3
Other net assets	23.5					36.7
Net assets	2,965.3					2,931.6

1. Other investments comprise legacy investments, cash, receivables and deferred tax liability in subsidiary investment entities.

2. Total investment portfolio at 31 March 2024 included £19.0m relating to one investment that was classified as assets held forsale in the Group's Statement of financial position and wasrealised during the year to 31 March 2025.

3. Private Capital realisation of £48.6m relatesto the repayment of a bridge loan relating to the acquisition of DTM and the realisation of Bloom.

4. Returnsfor investments are calculated using the Modified Dietz methodology.

Investment review (continued)

Top 10 investments

At 31 March 2025, our top 10 investments were valued at £1,234.2m and represent 42.2% of net assets.

1		Sector Financials	Investment pool Private Capital
Value £221.4m % of NAV 7.6%	Largest independent multi-family office in EMEA, providing family office, fiduciary, investment management, corporate services, treasury and custody services. Investment thesis • attractive long-term growth dynamics of the ultra high net worth market • geographic and product based acquisition strategy • significant investment in technology platform and people.
2 Value £197.7m % of NAV 6.7%	station forecourt operators across Western Europe. Investment thesis air growth in existing and new European geographies • drive performance efficiencies and cash generation.	Sector Industrials Leading designer and manufacturer of air, vacuum and jet wash machines, providing turnkey solutionsto fuel • expand the installed machine estate, focusing on jet wash and incremental air opportunitiesin the UK and • create a standalone business, investing in people, operations and governance	Investment pool Private Capital
3 Value £192.7m % of NAV 6.6%	Europe and North America. Investment thesis • geographic diversification and source of potential co-investments.	Sector Financials Belgian-based independent investment company with net assets of €5.1bn, investing in private businessesin • first invested with Cobepa in 2004 and the investment hassince delivered strong, compounding returns • long-term partner, with similar investment philosophy to Caledonia Private Capital	Investment pool Private Capital
4 Value £136.5m % of NAV 4.7%	Investment thesis reinvested in expanding the UK operations acquisition of additional pubs • marketshare gains and synergiesfrom acquisitions.	Sector Consumer Discretionary Inns and drinks business with a pub estate stretching from south-west London to Bristol and the Channel Islands. • defensive, asset backed business generating robust cash flow from its Channel Islands operations which is being • capital growth generated through targeted capex within the UK estate, both enhancing current assets and the	Investment pool Private Capital
5 Value £99.9m	Investment thesis • provides diversified exposure to US private equity • committed to five funds of funds.	Sector Diversified sector exposure Private equity funds of fundsinvesting in the US lower mid-market managed by HighVista Strategies.	Investment pool Funds
% of NAV 3.4%

Investments summary Turn to page 158

6 Value £90.1m % of NAV 3.1%	Investment thesis pricing power medium term.	Sector Consumer discretionary Leading international tobacco company, actively delivering a smoke-free future by transitioning its portfolio from predominantly combustible tobacco to smoke-free nicotine products. • market-leading position in smoke-free products, with IQOS and Zyn demonstrating strong growth and premium • attractive economics and resilient cashflows with optionality to grow revenuesfurther in the US over the	Investment pool Public Companies
7 Value £76.6m % of NAV 2.6%	Investment thesis	Sector Industrials Largest distributor of air conditioning, heating and refrigeration equipment in North America. • sustained investment in digitalisation of the businessshould support marketshare growth, margin improvement and enhance the attractiveness of Watsco as an owner of othersmaller distributors • continued positive industry dynamicsshould lead to strong compounding of earnings.	Investment pool Public Companies
8 Value £73.6m % of NAV 2.5%	Investment thesis Azure and Microsoft Office 365.	Sector Information technology Leading developer of computersoftware systems, applications and cloud services. • focuses on Microsoft'sstrength as a top tier cloud platform and a leader in enterprise software. In addition they are an important player in AI and are quickly integrating AI technology acrosstheir product range • long duration of growth due to long term enterprise cloud transition with Microsoft's economics driven by	Investment pool Public Companies
9 Value £73.4m % of NAV 2.5%	across 10 funds. Investment thesis • committed to five funds of funds.	Sector Diversified sector exposure A leading private equity investment firm focused on the Asia Pacific region with total commitments of over \$8bn • accessto top-tier mid-market private equity funds diversified across buyout, growth and venture capital • primarily investsin mid-market, country-specific funds with proven track records and strategies	Investment pool Funds
10	for enterprise information management. Investment thesis	Sector Information technology One of the largest global providers of products and services, including enterprise applications and infrastructure,	Investment pool Public Companies

• revenue growth should accelerate due to increasing demand for Oracle cloud infrastructure services

• long term economics benefit from the continued transition to a cloud and subscription based model.

% of NAV 2.5%

Value £72.3m

Public Companies

We believe, over the long term, performance of the portfolio is primarily driven by the operational performance of the underlying companies. Focused on 'co-owning' companies that are built on solid foundations and generate cash, we target businesses that we understand with underlying growth and pricing power that can deliver good returns on capital.

Annualised returns (%)

Geography by region Sector (headquartered)

North America	66%
UK&Channel Islands	27%
Europe	4%
Asia	3%

Industrials	20%
Consumerstaples	14%
Materials	12%
Healthcare	7%
Financials	6%
Consumer discretionary	6%
Communication services	4%
Utilities	4%
Real estate	3%

Strategy

The Public Companies pool provides Caledoniawith exposure to a concentrated portfolio of high-quality well-managed businesses. The qualitieswe focus on include a strong market position, good and sustainable returns on capital, and experienced management teams, which are closely alignedwith long-term investors. We expect that a combination of these factorswill reward patient long-term ownership. The portfolio is well positioned towithstand short-term market volatility, whichwe believe does not materially impact the long-term value in the businesseswe own.

Caledonia's evergreen balance sheet ensures ourstrategy is not constrained by the need to manage subscriptions orredemptions. This allows usto introduce and realise capital to and from the poolwhen markets provide good opportunities.

The global portfolio comprisestwo strategies, the Capital and the Income portfolios, each generally holding between 15 and 20 companies. The Income portfolio aims to deliver an initial yield on invested cost of 3.5% with the dividend pershare from these holdings growing ahead of inflation overthe longerterm. The Capital portfolio has no dividend target, is unconstrained and, consequently, should produce higherreturns overtime. The portfolios are managed by a single team,with no benchmark, andwith the same research methodology and investment discipline.

Performance

During the year, the Public Companies pool generated a totalreturn of 4.7% (6.6% in local currencies). Overthe last 10 yearsthe Public Companies pool has delivered returns of 8.4% p.a.

Capital portfolio

Alan Murran Co-Head of Public Companies

"We invest in high quality

companies with strong market fundamentals and resilient cashflows. The portfolio is well positioned to withstand short-term market volatility, which we believe does not materially impact the longterm value we see in the businesses we own."

Annualised portfolio returns - Capital

Portfolio movements (£m) - Capital

Significant portfolio investments

Performance

At the year end, the Capital portfoliowas valued at £697.9m and delivered a return of 3.6% in the year. Volatility and uncertainty in equity markets during March 2025 had a particularly sharp impact,with a decline of 7.3% in the month. The portfolio remains concentrated, comprising 18 holdings. Including the impact of foreign exchange, overthe last 10 yearsthe Capital portfolio has delivered annualised returns of 10.2% p.a.

The strongest performersin terms ofshare price returns were Alibaba Group (82.4%), Philip Morris(77.1%) and Charter Communications(24.1%), primarily driven by a combination of underlying company operating results and improved expectationsforfuture growth prospects. Alibaba Group's performance followed growth in its domestic and international e-commerce businesses and an expansion in cloud computing revenues, coupledwith economic stimulus measuresin Chinawhich boosted investor confidence. Phillip Morris'smoke-free products continue to grow stronglywith netrevenues up over 20% from the prior year. Charterremainswell positioned to benefit from robust free cashflowgrowth as capex diminishes, particularly in the wireless market. Gains acrossthe Capital portfoliowere partially offset by negative contributions primarily from Croda International (-39.7%) and Spirax Sarco (-36.8%) due to operational deleveraging amid demand headwindsin their end markets. However,we remain confident in the longer-term prospects of both.

Investment activity

During the year, the portfolio initiated a newposition in Pool Corp, a leading US distributor ofswimming pools and related outdoorliving products and sold its holding in British American Tobacco. Following a period ofstrong share price appreciation, the portfolio crystalised gains on a portion of its holdingsin Fastenal, Oracle and Watsco. Otherthan thistrading activity remained targetedwith refined positionsin a number of existing investments.

Name	Business	Geography	First invested	Value £m	Portfolio %	Return %
Microsoft	Software	US	2014	73.6	10.5	(12.1)
Oracle	Software	US	2014	72.3	10.4	15.7
Philip Morris	Tobacco and smoke-free products	US	2016	64.8	9.3	77.1
Watsco	Ventilation products	US	2017	58.4	8.4	19.1
TexasInstruments	Semiconductors	US	2018	46.5	6.7	3.6
Charter Communications	Cable communications	US	2017	40.4	5.8	24.1
Thermo Fisher Scientific	Pharma and life sciencesservices	US	2015	38.7	5.5	(15.9)
Moody's Corporation	Financialservices	US	2022	38.3	5.5	16.8
Hill & Smith	Infrastructure	UK	2011	35.6	5.1	(5.9)
Pool Corp	Poolservices	US	2024	31.9	4.6	(6.6)
Spirax Sarco	Steam engineering	UK	2011	31.0	4.4	(36.8)
Alibaba Group	E-commerce	Asia	2021	28.5	4.1	82.4
Fastenal	Industrial Supplies	US	2020	27.8	4.0	2.4
Other				110.1	15.7
				697.9	100.0	3.6

Public Companies (continued)

Income portfolio

"This strategy offers a resilient and growing income stream. The quality focus and defensive bias delivered a strong result for the year and in an increasingly uncertain environment these companies continue to provide robust cashflows."

Ben Archer Co-Head of Public Companies

Annualised portfolio returns - Income

Portfolio movements (£m) - Income

Performance

The Income portfoliowas valued at £266.9m and generated a return of 8.0% in the year. The higher weighting to more defensive companies partially shielded its performance from the volatility in equity markets during March 2025. Like the Capital portfolio, it is concentrated, comprising 17 holdings. Including the impact of foreign exchange, overthe last 10 years the Income portfolio has delivered annualised returns of 4.6% p.a.

The strongest performerswere Philip Morris(77.1%), British American Tobacco ('BAT') (43.2%), Unilever(21.0%) and Sage (20.1%). While BAT'ssmoke-free businessis not aswell developed asthat of Philip Morris, it continuesto make progresswhile paying an attractive dividend. Both Unilever and Sage continued to executewell against their stated strategies.

Gainswere partially offset byweakershare price performancesfrom Croda International (-38.8%) and Diageo (-28.6%). Both companies have suffered from an extended period of post pandemic normalisation in their end markets characterised by destocking and softer demand conditions. However,we remain positive on their longer-term prospects.

Investment activity

During the year, the portfolio initiated three newpositions: Sage, a leading accounting, HR and payrollsoftware providerto SMEs; Howdens, the UK'sleading trade kitchen supplier; and Croda International, the speciality chemicals company,which is also held in the Capital portfolio. The portfolio exited positionsin DS Smith, following the announcement of the agreed offerfrom International Paper, togetherwith Pennon Group and Reckitt Benckiser.

Fastenal case study Turn to page 7

		Significant portfolio investments
--	--	-----------------------------------

Name	Business	Geography	First invested	Value £m	Portfolio %	Return %
Philip Morris	Tobacco & smoke-free products	US	2021	25.3	9.5	77.1
National Grid	Electricity	UK	2015	20.9	7.8	9.5
Unilever	Consumer goods	UK	2019	18.9	7.1	21.0
Fortis	Utilities	US	2020	18.5	6.9	16.2
Watsco	Ventilation products	US	2020	18.2	6.8	19.9
Relx	Research & consulting	UK	2023	18.2	6.8	15.1
TexasInstruments	Semiconductors	US	2020	17.7	6.6	3.6
SGS	Testing & certification	Europe	2020	16.8	6.3	2.6
Sage Group	Software	UK	2024	16.6	6.2	20.1
Fastenal	Industrialsupplies	US	2020	15.4	5.8	0.1
Diageo	Alcoholic drinks	UK	2020	13.9	5.2	(28.6)
Other Investments				66.5	25.0
				266.9	100.0	8.0

Case study

Leading global provider of credit ratings and risk management solutions.

Original investment thesis

• Strong pricing power underpinned by compelling customer value proposition
• Attractive re-investment opportunities acrossthe analytics business
• Lowcapitalrequirements and conservatively managed

Caledonia built a position in the Capital portfolio over March to October 2022, following a c.40% share price decline due to market concernsregarding debt issuance amid a sharp Federal Reserve tightening cycle and Russia'sinvasion of Ukraine.

Since that time Moody's hasincreased revenuesfrom \$5.4bn to \$7.3bn (CAGR 15.5%), reported an EBIT CAGR of 28.2% and substantial EBIT margin expansion of 788 bpsto 42.4%. Overthe same period, the share price has nearly doubled,reporting an annualised total return of 17%, including dividends of £0.7m.

Share price (US\$)

Private Capital

Concentrating on mid-market companies, we focus on delivering enduring value in the shape of capital growth and a current yield throughout the business cycle.

Capital Annualised pool returns - Private Capital

30%

Portfolio movements (£m) - Private Capital

Geography by revenue generation Sector

Europe	30%
North America	4%
Other countries	3%
Asia	3%

1. Includes AIR-serv Europe, DTM and Cooke Optics

Tom Leader Head of Private

"We seek to invest in high-quality, well-established UK centric businesses, with a mid-market focus. We provide a whole ecosystem of support to our portfolio companies, be that through M&A, establishing governance structures or supporting their data and digital strategies. This, along with our buy-to-own, rather than buy-to-sell, philosophy differentiates us from other private equity managers."

Strategy

The Private Capital pool comprises a small number of direct investment holdingsin private companies, predominantly in the UK mid-market. We buy-to-own, focusing on cash generative businesseswith strong growth potential and favourable market dynamics. We typically invest £50m to £150m in each company using lowlevels of leverage, providing long-term capital alongwith operational and strategic support to portfolio company management teams. Unlike many private equity firms, as a balance sheet investor,we are not constrained by the finite life of a private equity fund. This allows usto create fundamental value overthe medium to long term allowing usto exit onlywhen the time isright to maximise value for shareholders. From investments made since 2012, the strategy hasreturned £1.1bn ofrealised proceeds at an IRR of 17% and a multiple of 1.8x cost.

Performance

At 31 March 2025, the Private Capital portfolio consisted of eight companies,with five investmentsrepresenting over 90% of value.

The portfoliowas valued at £870.7m and generated a return of 3.7%, driven by good operational performance from Stonehage Fleming and AIR-serv Europe. Thiswas partially offset by a reduction in the value of our investment in Cooke Optics. Including the impact of foreign exchange, overthe last 10 yearsthe Private Capital pool has delivered an annualised return of 12.4% p.a.

The majority of the portfolio is valued on an earnings multiple basis,with these multiplesin the range of 10 to 14.5 timeslast 12 months' earnings before interest, tax, depreciation and amortisation ('LTM EBITDA'). Gearing levels are low,with net debt typically in the range of 2 to 2.5 times LTM EBITDA.

Investment activity

We invested a total of £68.7m during the period, primarily our £55.0m acquisition of DTM in August 2024. We received proceeds of £33.6m from the sale of Bloom Engineering in December 2024, at an uplift of 42.5% to the 31 March 2024 carrying value.

Portfolio summary

Stonehage Fleming, the international multi-family office, continuesto deliverstrong organic growth across each of the Family Office, Investment Management and Financial Services businesses,with revenue increasing by over 10% during the last 12 months. The valuation at 31 March 2025 was £221.4m, a return of 32.1% forthe year.

AIR-serv Europe, is a leading designer and manufacturer of air, vacuum and jetwash machines,which it providesto fuel station forecourt operators acrossthe UK and Western Europe. The business has c.60% marketshare,with c.23,000 machinesinstalled at over 15,000 customerlocations. It has performedwellsince acquisition,reporting good year-onyear growth. AIR-serv Europe continuesto trade ahead of expectations andwe received ourfirst dividend of £6.2m in the year. The valuation at 31 March 2025was £197.7m, a return of 20.0% forthe year.

Cobepa, the Belgian based investment company, owns a diverse portfolio of 18 private global investments. The majority of the businesseswithin the Cobepa portfolio continue to make progress. The valuation at 31 March 2025 was £192.7m, a return of 7.8% (10.0% in local currency) forthe year.

Butcombe Group (formerly Liberation Group), is an inns and drinks businesswith an estate of 69 managed and 50 tenanted pubs,stretching from Southwest London to Bristol and the Channel Islands. Trading performance hasimproved across all three business units,with year-on-year profits increasing. The optimisation of the CirrusInns business, acquired in December 2022, is also delivering good results. Despite thisimproved trading, the UK operationswill be impacted by the Chancellor'sincrease to both National Insurance and National Minimum Wage, accordingly the valuation at 31 March 2025was broadly in linewith 31 March 2024 at £136.5m, a return of 0.9% forthe year.

DTM, the UK'sleading independent provider of outsourced tyre managementservicesto fleet operators,was acquired in August 2024. Headquartered in Blackpool, DTM has over 100 employees and serves c.250 fleet customerswith c.285,000 vehicles and c.1.3 million tyres under management. Enabled by a proprietary technology platform,which allows customersto maximise theirfleet efficiency, compliance and output, DTM connectsthe vehiclesit managesto a national network of over 3,500 service providerlocations. Overthe last 15 years, DTM has consistently delivered year-on-year growthwith a revenue CAGR of c.15%. Since acquisitionwe have appointed a new Chairto support the management team and have recruited a Chief Revenue Officer,who brings extensive industry experience andwill furtherstrengthen the salesfunction. The valuation has been maintained at the equity purchase cost of £55.0m.

Cooke Optics, a leading manufacturer of cinematography lenses, continuesto be heavily impacted by the repercussionsfrom the Hollywood strikesin 2023. These disputeswere resolved laterthat year, howeverrecovery in the cinematography market has been slowand it is clear that itwill take longerthan previously anticipated forthe industry to recoverto pre-strike levels. As previously reported,we have reflected a more conservative outcome of the timing and level of thisrecovery in the valuation at 31 March 2025 of £44.1m, a reduction of 63.2% forthe period. Cooke has no third-party debt. During the year, following a comprehensive executive search, a newCEO joined the businessin January 2025. We have been working closely with the management team as they navigate through this challenging period.

We have assessed the portfolio against the backdrop of possible global tariff increases and,while the situation remains volatile,we do not believe any of the companies will be materially impacted,whether directly orindirectly. None are exposed in awaywhichwould threaten their viability orliquidity position. The mostsignificantrisk isthat tariff increasesresult in a general economic and capital markets downturn.

DTM Case study Turn to page 9

Stonehage Fleming case study Turn to page 34

Significant pool investments

Name	Business	Geography	First invested	Value £m	Pool %	Return %
Stonehage Fleming	Family office services	Channel Islands	2019	221.4	25.4	32.1
AIR-serv Europe	Forecourt vending	UK	2023	197.7	22.7	20.0
Cobepa	Investment company	Europe	2004	192.7	22.1	7.8
Butcombe Group	Pubs, bars & inns	Channel Islands	2016	136.5	15.7	0.9
Direct Tyre Management	Tyre managementservices	UK	2024	55.0	6.3	0.6
Cooke Optics	Cine lens manufacturer	UK	2018	44.1	5.1	(63.2)
Other				23.3	2.7
				870.7	100.0	3.7

34 Caledonia Investments plc Annual Report 2025

Private Capital (continued)

Case study

A leading independent global multi-family office.

£89m

2019

Cost

Date of initial investment

£221m

18% IRR

Financial Services Sector

Valuation at 31 March 25

234

Investment thesis

• Attractive long-term growth dynamics
• Geographic and product-based acquisition strategy
• Significant investment in technology platform and people

Formed in 2015 through the merger of Stonehage Group and Fleming Family&Partners, Stonehage Fleming is a leading independent multi-family office and ultra-high networth wealth manager. In 2018, Stonehage Fleming'sshareholderssought to identify a long term financial investorwith a similar ethos and heritage to the business, and Caledonia invested in the businessin July 2019.

Ourinvestment thesiswas centred on building scale, internationalreach and additional servicesto be able to service the fast-growing ultra-high networth marketwith a comprehensive independentservice offering from a global footprint. Since acquiring our stake in the businessit has delivered strong organic and inorganic growth, including completing three acquisitions,which have added AUM and geographic scale to the business. Since 2019, the business has grown into the largest independent multi-family office in EMEA,with 20 officesin 14 countries and it isinvolved in the management, fiduciary oversight and administration of assets of US\$170 billion.

Returns track record

• Invested cost
• Capital gain
• Cumulative dividends

"With the long-term backing of the Cayzer family, Caledonia was ideally placed to understand the values and heritage of Stonehage Fleming and the many clients we serve around the world."

Giuseppe Ciucci Executive Chair

Funds

We seek diversified fund holdings in private capital that provide longterm returns in geographic markets that counterbalance our quoted equity and UK-centric private capital investments.

Annualised pool returns - Funds

N. America 63% Asia 37%

Asia venture and growth 20% Asia fund offunds 17%

Jamie Cayzer-Colvin Head of Funds

"Although no portfolio is immune to geopolitical and macroeconomic headwinds, we believe our diversified portfolio is wellpositioned to navigate the ongoing uncertainty around US trade policy and its global implications. Our North America portfolio, focused on the lower mid-market, is composed of resilient businesses with limited exposure to international trade flows. Likewise, our Asia holdings are predominantly focused on domestic markets and supply chains."

Strategy

We invest in funds operating in North America and Asia with a biasto buyouts. The pool provides attractive diversification, investing in 80 funds managed by 45 managers,with an underlying portfolio of over 600 companiesin our directly held funds, across awide range ofsectors and company sizes.

The North America based funds,which represent 63% of the Funds pool (19% of Caledonia's NAV), invest into the lower mid-market,with a focus on small to medium sized, often owner-managed, established businesses. These fundsregularly provide the first institutional investment into these businesses, and supporttheir professionalisation and growth, both organically and through M&A activity. Realisations are typically through trade sales orto other, larger private equity funds. The North America holdings are a combination of directly owned funds(52% of Funds pool), fund of fundsinvestments(9% of Funds pool) and quoted funds(2% of Funds pool).

Our Asia fundsrepresent 37% of the Funds pool (11% of Caledonia's NAV) investing across awide range ofsectors, which are set to benefit from wider demographic trends, such as healthcare and technology. The fundstypically invest in businesseswhich have successfully developed their business model and are in the early years of significant growth. Whilst focused on local markets, a small number, particularly thosewith a healthcare focus, also invest into the US. The pool is a combination of directly owned funds(20% of Funds pool)with the balance (17% of Funds pool) investedwith Asia Alternatives, Axiom and Unicorn, all fund of funds providers.

De Cheng Capital case study Turn to page 11

KLH Capital case study Turn to page 38

Funds

Introduction Strategic report Corporate governance Financial statements Other information 37

Performance

At 31 March 2025,the poolwas valued at £897.3m, comprising £565.7mofNorth America funds, £328.7mof Asia funds and £2.9moflegacy fund investments. The pool generated a totalreturn of 2.2% (4.6% in local currencies) driven by continued positive performance fromourNorth America holdings(8.4% in local currency) partially offset by the decline in the value of our Asia holdings(-1.6% in local currency)reflecting themore challengingmarket conditions in the region. Including the impact offoreign exchange, over the last 10 years,the Funds pool has delivered annualised returns of 13.3% p.a.

Looking atthe performance driversin ourNorth America primary fund programme, alongside improved realisation activity,robust operating performance continued to be a key driver ofreturns. Thatsaid, no portfolio isimmune to geopolitical andmacroeconomic headwinds, butwe believe our diversified portfolio iswell-positioned to navigate the ongoing uncertainty aroundUS trade policy and its global implications.OurNorth America portfolio,focused on the lowermid-market, is composed ofresilient businesseswith limited exposure to internationaltrade flows.Whilstthe underlying companies are fundamentally sound, our managers anticipate amoremoderated distribution profile in the near-termas companies assessthe duration and economic impact ofthe announcedUS trade policy. Likewise, ourmanagers anticipate that newinvestment activitymay also be impacted, and fund drawdownsmay be moderated during the period of uncertainty.

Within our Asia portfolio,we believe underlying portfolios arewell positioned, benefitting fromselective exposure to high-growth sectors.However, valuations have continued to be impacted by theweaknessin local publicmarkets,the operating environment and reduced attractiveness of foreign publicmarketsforIPOs. In Asiawe have seen an increase in the level of distributionsfrom2024, albeitthe pace of distributions has yetto recoverto the peak of 2021. Given the continued uncertainty in themacro environment, alongside the earlierstage focus of our Asia fund holdings,

we expectthe pace of distributionsto take longerto return to normal levels. Similarto ourNorth America portfolio, our Asia holdings are predominantly focused on domestic markets and supply chains.

Investment activity

Overall, the Funds pool generated net cash of £43.8m in the year. Drawdownstotalled £129.8m,with 80% deployed into North America funds and the balance into Asia funds. Distributionstotalled £173.6m with 65% distributed from the North America portfolio. Included within distributions of £173.6m, is £19.0m from a secondary sale of an Asia fund.

Portfolio maturity

Our primary funds portfolio has aweighted average age of approximately 4.3 years(31 March 2024: 4.3 years). Theweighted average age of our North America holdings is 4.0 years(31 March 2024: 4.0 years),within thewindow of a fourto six year holding period typically targeted by our managers. Given the earlierstage focus of our Asia portfolio theweighted average age of these holdingsis 4.9 years(31 March 2024: 5.1 years).

Portfolio maturity (excluding funds of funds)

Uncalled commitments

At 31 March 2025, uncalled commitmentswere £415.9m (2024: £377.0m), 73% to North America and 27% to Asia.

During the year, US\$200m was committed: US\$180m to North America lower mid-market buyout funds and US\$20m to an existing fund managerin the Asia portfolio.

Significant manager exposure

Name	Business	Geography	First invested	Value £m	Pool %	Return %
HighVista Strategies	Funds of funds	US	2013	99.9	11.1	(9.8)
Axiom Asia funds	Funds of funds	Asia	2012	73.4	8.2	(4.6)
De Cheng funds	Private equity funds	Asia	2015	58.5	6.5	(12.6)
Unicorn funds	Funds of funds	Asia	2018	39.9	4.4	(5.0)
Asia Alternativesfunds	Funds of funds	Asia	2012	38.2	4.3	(4.2)
Boyne funds	Private equity funds	US	2017	33.4	3.7	51.3
AE Industrial funds	Private equity funds	US	2018	29.0	3.2	39.0
Stonepeak funds	Private equity funds	US	2015	28.6	3.2	(10.2)
Other investments				496.4	55.4
				897.3	100.0	2.2

Funds (continued)

Case study

Founded in 2005, KLH Capital pursue value-oriented investments in small companies in the specialty services, value-added distribution and niche manufacturing sectors.

Typically KLH will be the first institutional capital into closelyheld or family-owned businesses who roll meaningful equity. They look to invest in businesses with stable earnings, consistent profitability and a sustainable competitive advantage, where they can improve operations post-transaction.

Target company criteria

\$10m-\$60m 8-12 1-3	\$20m-\$125m Enterprise value	\$20m+ Revenue	\$5m+ EBITDA
Total equity investment Platform investments per fund			Investments per annum

Portfolio company snapshots

D&H United Fueling Solutions – Leading supplier of petroleum fuelling and EV charging equipment, installation and service acrossthe United States. Sold in September 2022.

Jackson Infrastructure – Leading utility and infrastructure service providerto the telecom, power, gas and otherinfrastructure markets.

Marek Sawing & Drilling – Leading field services provider ofsawing, drilling, demolition and concrete placement forthe maintenance and retrofit of critical assets and infrastructure.

Caledonia's commitment

Caledonia first committed to KLH Capital in 2019 and made a follow-on commitment to Fund V in 2022.

Caledonia serves on the Limited Partner advisory board for KLH IV and KLH V.

Fund name	KLH IV	KLH V
Vintage year	2019	2023
Fund size	\$209m	\$412m
Caledonia's Commitment	\$27.5m	\$30m

"The lower mid-market is central to our North America strategy, and we've cultivated a successful relationship with KLH Capital over their last two funds."

Eloise Fox Director, Funds

Financial review

Rob Memmott Chief Financial Officer

Our robust balance sheet has no structural leverage. With total liquidity of £476m we are well positioned to take advantage of investment opportunities.

Caledonia ended the yearwith net assets of £2,932m (5,475p pershare) (2024: £2,965m; 5,369p pershare), delivering a return of 3.3% forthe year. The NAV performance reflects generally good operating performance offset by recent equity market volatility and foreign exchange movements. Our portfolio of high-quality companies coupledwith ourlong-term philosophy, positions uswell to navigate uncertainty and deliverlong-term realreturns.

Our annualised NAVTR over 10 yearsis 9.0%,with 5.8% and 2.8% respective outperformance of inflation and the FTSE-All Share index overthe same period.

Change in net assets

Total comprehensive income

The company seeksto generate total profitsfrom both investment income and capital growth. Forthe year ended 31 March 2025, the total comprehensive income was £66.9m (2024: £203.4m), ofwhich £30.9m (2024: £40.5m) derived from revenue and £36.0m (2024: £162.9m) from capital.

Summary balance sheet

£m	31 Mar 2024	Investments	Realisations	Investment income3	Total return	31 Mar 2025
Total investment portfolio	2,696.4	320.3	(336.4)	(41.5)	93.9	2,732.7
Other investments1	18.0	–	(0.8)	(9.0)	2.7	10.9
Total investments2	2,714.4	320.3	(337.2)	(50.5)	96.6	2,743.6
Net cash	227.4	–		–		151.3
Other net (liabilities)/assets	23.5	–		–		36.7
Net assets	2,965.3	–		–		2,931.6

1. Other investments comprise legacy investments, cash, receivables and deferred tax liability in subsidiary investment entities.

2. Total investment portfolio at 31 March 2024 included £19.0m relating to one investment that was classified as assets held forsale in the Group's Statement of financial position and wasrealised during the year to 31 March 2025.

3. Investment income is net of the movement in accrued income of £2.2m.

Income statement

			31 Mar 2025		31 Mar 2024
	£m	Revenue	Capital	Total	Revenue	Capital	Total
Investment income - portfolio1		43.7	-	43.7	47.1	-	47.1
Net gains on fair value investments- portfolio2		-	50.2	50.2	-	185.3	185.3
Total return		43.7	50.2	93.9	47.1	185.3	232.4
Investment income - other investments1		9.0	-	9.0	14.7	-	14.7
Net losses on fair value investments- other investments2		-	(6.3)	(6.3)	-	(10.9)	(10.9)
Net losses on fair value property		-	(1.3)	(1.3)	-	(3.9)	(3.9)
Other income		0.9	0.4	1.3	0.9	0.6	1.5
Total net investment income		53.6	43.0	96.6	62.7	171.1	233.8
- ongoing management		(25.9)	-	(25.9)	(22.9)	-	(22.9)
- performance awards3		-	(5.8)	(5.8)	-	(8.3)	(8.3)
- transaction costs		-	(0.3)	(0.3)	-	(0.1)	(0.1)
- exchange movements and other		(1.3)	-	(1.3)	(0.7)	-	(0.7)
- other expenses(non-recurring)		(2.9)	-	(2.9)	-	-	-
- other transactions with intra-group (non-consolidated) entities4		-	-	-	(0.2)	-	(0.2)
Net finance costs		6.4	-	6.4	(0.2)	-	(0.2)
Taxation and other		1.0	(0.9)	0.1	1.8	0.2	2.0
Total comprehensive income		30.9	36.0	66.9	40.5	162.9	203.4

1. Total investment income from the portfolio and otherinvestments £52.7m (2024: £61.8m).

2. Total net gains/(losses) on fair value investmentsfrom the portfolio and otherinvestments £43.9m (2024: £174.4m).

3. Performance awards of £5.8m includes £0.5m of costsrecharged to an intra-group (non-consolidated) entity.

4. Othertransactionswith intra-group (non-consolidated) entitiesin the yearto 31 March 2024 includes a £7.2m foreign exchange gain on an intra-group loan facility and a £7.2m interest expense on the intra-group loan facilitywhich isreflected in finance costsin the Group statement of comprehensive income. The loan to the non-consolidated subsidiarywasfully repaid at 31 March 2024.

Caledonia allocates expenses between revenue and capital in accordancewith guidance from the Association of Investment Companies and broader market practice. In addition to transaction costs,share-based payment expenses are allocated to capital. Caledonia'sshare-based compensation is directly linked to investment performance and istherefore viewed as an expense against gains on investments.

Revenue performance

Total comprehensive incomewas £30.9m (2024: £40.5m), a decrease of £9.6m, driven by a £5.7m reduction in investment income from non-consolidated intra-group entities, £2.9m of non-recurring other expenseswhich includes professional feesin relation to the Rule 9 Waiver announced in November 2024, offset by higher net finance income.

Investment income in the yeartotalled £43.7m, £3.4m lowerthan the prior year. Income from the Public Companies poolremained stable at £21.8m (2024: £21.8m). Investment income from the Private Capital poolwas £17.5m, £4.2m lowerthan the prior yearwhich included a pre-completion dividend of £5.6m from the sale of 7IM. Investment income from the Funds poolwas £4.4m (2024: £3.6m).

Investment income from otherinvestmentstotalled £9.0m representing a distribution paid by an intra-group non-consolidated entity from trading reserves.

The company'srevenue management expenseswere £3.0m higherthan last year at £25.9m (2024: £22.9m), reflecting higher personnel expenses of £2.5m, largely due to an increase in the average number of employees. Therewas also an increase in other costs, driven by legal, professional and communication expenditure, aswell as an increase in non-recoverable indirect taxes.

Ongoing charges

Our ongoing chargesratio forthe yearwas 0.87% (2024: 0.81%). The ongoing chargesratio is calculated on an industry standard basis, comprising published management expenses overthe monthly average net assets.

Capital performance

Total comprehensive incomewas £36.0m (2024: £162.9m). The movement compared to last yearis predominantly due to the lowerlevels of capital gains achieved from ourinvestments.

Net fair value gainsfrom the portfoliowere £50.2m (2024: £185.3m), and togetherwith portfolio investment income, as described above, of £43.7m (2024: £47.1m) generated a totalreturn of £93.9m (2024: £232.4m), or 3.5%. Foreign exchange detracted from performance,with 53% of our NAV denominated in US dollars, predominantly the 2.2% strengthening of Sterling against the US dollarresulted in a £42.2m loss across ourinvestment pools.

Therewas a reduction of £1.3m on property (2024: £3.9m reduction)reflecting higher yields on commercial properties.

The company's capital management expensesrelating to performance awardswere £5.8m (2024: £8.3m). Transaction costs of £0.3m (2024: £0.1m)were incurred, mainly linked to due diligencework on newprivate equity and fund investments.

Financial review (continued)

Valuation

The company maintains a considered valuation approach to all investments, applying caution in exercising judgement and making the necessary estimates.

All listed investments are valued based on the closing bid price on the relevant exchange as at 31 March 2025. Private Capital investments are valued biannually, principally on a normalised EBITDA/market multiple basis, in linewith the latest IPEV guidelines. Our holding in Cobepa is derived from the valuation it prepares. The Funds pool valuations are based on the mostrecent valuations provided by the fund managers,subject to cash movementsfrom the valuation date. Within our Funds pool,we also reviewed the underlying valuation methodologies adopted by ourfund managers andwere satisfied that the techniques utilisedwere appropriate. The NAV of the Funds pool comprised 1.3% based on valuations dated 31 March 2025, 1.6% dated 28 February 2025, 67.0% dated 31 December 2024, 30.0%, mostly funds of funds holdings, dated 30 September 2024 and 0.1% at 30 June 2024. In addition,we reviewed the valuationsto ensure any trends or company specific issues were appropriately reflected. Thisincluded a thorough reviewof the potential impact of trade tariffs.

The following table summarisesthe source of valuations acrossthe portfolio, illustrating that 75% of the portfolio value issubject to either market prices orindependent external valuation.

Pool assets by valuation method

Dividend

We recognise that a reliable source of growing dividends is an important part ofshareholderreturn over both the short and longerterm and have extended ourrecord of growing annual dividendsto 58 consecutive years. We paid an interim dividend of 19.69p pershare on 9 January 2025 and have proposed a final dividend of 53.91p pershare. The total annual dividend forthe year of 73.6p pershare is an increase of 4.5% on last year.

Including the proposed final dividend, the dividendsto be paid out ofrevenue earningsforthe year ended 31 March 2025 total £39.0m,which is covered by netrevenue forthe year of £30.9m and the net cash inflowof £43.8m from our Funds pool.

As discussed in the Chair's and CEO'sstatements,we will be increasing the interim dividend to 50% of the prior year'stotal annual dividend,whichwill provide shareholderswith a more balanced dividend payment profile and more predictable income stream.

Capital allocation

Prudent and disciplined management of our balance sheet is key to its continued strength and to ensure an efficient allocation of capital. To ensure thatwe maintain a balanced portfolio, each of ourinvestment pools has a strategic allocation range. At 31 March 2025, all of ourinvestment poolswerewithin theirstrategic allocation range.

Alongside allocation to ourinvestmentstrategies,we are committed to our dividend policy and,when appropriate, share buybacks. Following shareholder approval for an uncapped Rule 9 Waiverin December 2024,we increased our capacity for buybacks. Overthe course of the year, we allocated £62.7m to share buybacks, purchasing and cancelling 1,729,061 shares at an average discount of 33.7%,resulting in a 59.2p accretion to NAV pershare.

Cash flows, liquidity and facilities

During the year, we performed enhanced modelling and stresstesting, which not only informed our capital allocation but also supported our credit facility renewal. In September 2024, the company entered into a new revolving credit facility of £325m with three banks on improved terms. The facility comprises £150m over a five-year term expiring in August 2029 and £175m over a three year term expiring in August 2027. The facility increasesthe available resources by £75m and provides the company with enhanced liquidity and flexibility to support long term investment.

Movement in net cash £m

At 31 March 2025, total liquidity of cash and undrawn facilities was £476.3m, comprising of £151.3m of cash and £325m of undrawn facility. Our net investment cashflows were an inflow of £18.5m. Investment into our portfolio totalled £318.9m. Realisationsfrom our portfolio totalled £337.4m.

After investment income, management expenses, dividend paymentsto ourshareholders and share buybacks, net cash outflow was £76.1m. At 31 March 2025 our net cash was £151.3m (31 March 2024: £227.4m).

Uncalled commitments

Our total uncalled commitments were £415.9m or US\$537.3m (2024: £377.0m, US\$475.8m),split 73% in North America and 27% Asia. During the year we committed US\$200m (2024: US\$59m).

Uncalled commitments US\$m

Foreign exchange

62% of our net asset value is non-Sterling denominated. We do not hedge our foreign currency exposure. However, thisrisk isfully recognised by the business and considered carefully within our risk management framework.

Rob Memmott

Chief Financial Officer 19 May 2025

Sustainability

At Caledonia we are committed to building our business for the long term.

In this section, as an investment company, we outline how we approach our investment decisions responsibly, and manage our investment portfolio for today and the future.

A healthy and vibrant culture, built around a set of aligned values is fundamental to success. We also explore in this section how we manage our business operations, for the benefit of our employees and wider stakeholders.

Further information on our stakeholders in the Section 172 statement Turn to page 80

What's in this section

46	Our approach
47	Our investments
52	Environment – our portfolio and business operations
55	TCFD summary
57	Our people and culture
59	The Caledonia Investments Charitable Foundation
61	Equality, diversity and inclusion

"I really appreciate being able to be more long-term and accountable for the investment decisions I make. I want to see the consequences of my actions and stand over them."

Employee

Sustainability (continued) Responsible investment

Our approach

At Caledoniawe believe thatresponsible investment and businesssuccess go hand in hand. We are committed to building businessesforthe long term and considerthe ESG impact of the investmentsthatwe make.

Through proactive and constructive engagementwith our portfolio,we are committed to fostering continuous improvement and driving positive change.

We expect to invest in businesses and fundswhich:

• grow, provide employment and generate economic benefit in an environmentally and socially responsible way, both during and after our ownership
• take a responsible approach towardsthe environment and society, based on good governance practices.

Responsible Investment/Responsible Corporate Working Group

Chaired by our Chief Executive Officer, the Responsible Investment/Responsible Corporate Working Group ('RI/RC Working Group') advises and assistsin the development and implementation of Caledonia's approach to sustainability matters, including climate-related issues. The group has metregularly throughout the year.

A reviewof our approach and progress across each investment pool, alongside our overall business operations forthe year ended 31 March 2025 can be found on pages 47 to 55.

Members

CEO (Chair)	Senior members of –	Other key corporate
Chief Financial Officer	Public Companies	managers
Company Secretary	Private Capital
	Funds

Function

1.	2.	3.	4.
Advises and assistsin	Seeks to ensure	Continues to	Supportsthe
the continued	that ESG matters	develop	development of
development and	are appropriately	understanding of	ourreporting,
implementation of	factored into	climate-related	particularly on
our approach to ESG	decision-making	matters	climate-related
matters across the	processes		matters
business

Our investments – Public Companies

We aim to invest in businesseswhichwe believe are of high quality and have durable business modelsthat enable long-term compounding.

Our extensive due-diligence process ensuresthatselection risk is managed by analysing numerous characteristics for each company and then, through ownership, our monitoring and engagement continuesto ensure sustainability is embedded in our portfolio management process.

Our approach meanswe do not typically invest in capital intensive businesses or companies directly involved in the extraction and production of coal, oil or natural gas.

Further information on Public Companies – climate change metrics and targets Turn to page 54

In linewith ourselective, quality-driven investment approach:

• • we exercise our voting rightsjudiciously, ensuring thatwe cast votes on all our holdings ahead of shareholder meetings
• whilewe generally vote in support of management's recommendations,wewill abstain or vote against proposalsthatwe believe do notserve the best interests of ourshareholders
• wewill use influence through engagement and voting to encourage companiesto proactively plan for and demonstrate the measuresthey have implemented to address climate risks and opportunities.

Sustainability (continued)

Our investments – Private Capital

We look to invest in established businesseswith strong financial metrics operating in marketsthat present attractive opportunitiesfor growth. Ourlong-term approach toworkingwith our portfolio companies aligns with ourresponsible investmentstrategy throughout the investment cycle – from origination, ownership and exit. Working closely to support the management teams of portfolio companies,we look to:

• • elevate corporate governance standardsthrough the appointment ofseasoned, non-executive chairs and by establishing audit and remuneration committees
• embed ourteam in non-executive roles, fostering close partnershipswith management to drive performance whilst managing risk
• hold regularformal and informal meetingswith management that encompass awide range of topics, including ESG policies, and performance metricsthat are reviewed annually
• actively assess and manage theirsocial and environmental impacts, fostering responsible stewardship of their businesses
• encourage investment in technologiesto improve energy efficiency and support a successful transition to a low-carbon future.

Progress during the year

• • Climate risks and opportunitiesidentified for all portfolio company investments
• • Climate risk aggregation model and processes formally established
• • Reporting system tracking company ESG policies and KPIs
• • Reporting Scope 1 and Scope 2 emissionsfor the majority of the Private Capital's pool net asset value

Our investments – Funds

We invest in funds operating in North America and Asia with a biastowardslower mid-market buyouts. The pool provides attractive diversification, investing in 80 funds managed by 45 managerswith an underlying portfolio of over 600 companies, across a range ofsectors.

• We expect ourfund managersto consider all factors including ESG considerations,when seeking to optimise returnswhile effectively managing risk.
• Wewill encourage ourfund managersto consider climate change factorsin theirselection criteria, both in terms of identifying potentialrisks and capitalising on emerging opportunities, and to explore initiativesthat help reduce emissionswithin the underlying portfolio.

Progress during the year

• • Third-party training completedwith a focus on evolving market practice surrounding ESG mattersin fund documentation alongside ESG focused trainingwith the Institutional Limited Partners Association
• • Use of the ESG Data Convergence Initiative ('EDCI') as a benchmarkwith our underlying managers, to identify areasforimprovement towards greater consistency in data reporting
• • ESG related questionnaire embedded into the due diligence processfor newfunds
• • Initial analysis completed on theweighted average carbon intensity forthe Funds pool, using estimation factors derived from public markets proxy data

Working with our portfolio – The Butcombe Group

The Butcombe Group is a high-quality premium pub, brewing and drinks businessthat extends all theway from London through the South West English countryside acrossinto the Channel Islands, employing over 1,900 people.

The business has been in Caledonia's portfolio since 2016. We continue towork closelywith Butcombe's management team to support itslong term ESG strategy. The CEO, Jonathan Lawson, has an ambition to operate and growthe businessin an inclusive and sustainable mannerto deliver a positive impact on regional and local communities and their environment.

Butcombe's ESG strategy 'Our Ambition, Your Future' isfocused on three pillars, as detailed on pages 50 and 51, and has ambition to be carbon neutral by 2030.

Sustainability (continued)

OUR AMBITION, YOUR FUTURE

OUR WHY

We want to deliver the best experience for all our customers with outstanding service and award-winning food and drink. We will raise the spirits and through innovating and setting the bar high , we will stay ahead of the competition and be talk of the town . We are passionate about building great teams who work together, we do everything from the heart.

OUR AMBITION

To operate and grow our business in an inclusive and sustainable manner which has a positive impact on regional and local communities and their environments.

ENABLE COLLEAGUES, DRIVE POSITIVE CHANGE

AND TO BE CARBON NEUTRAL BY 2030

WE LOVE LOCAL

Our ethos is simple; source quality produce and products that are sustainable, traceable and local, wherever possible.

We want to know where every ingredient has come from. We want to treat ingredients with the respect they deserve, and do our bit to reduce food waste through the skill of our chefs and training.

What have we achieved?

Field to Fork approach: Working with high quality and local suppliers that adopt high welfare standards to reduce the number of deliveries and miles travelled

We work with local farmers to recycle the spent grain from our brewing process - the grain is fed to cattle that ultimately produce the cheese we use in our managed pubs

We brew the beer, we sell the beer: Over half of the beer sold in our managed pubs is produced by us in our own breweries, helping us to reduce beer miles

Partnering with Bramley products, an environmentally friendly and sustainable toiletries company

Supporting local initiatives such as used cooking oil collection in

We always recruit locally where possible, through open day initiatives and engagement with local colleges and apprenticeships

What are our plans?

As the estate grows, we will continue to innovate our drinks offering and develop more relationships with local suppliers.

Continue to promote the stories of local food and drink producers, Where possible, develop kitchen garden locations across our estate Continue to support and build new relationships with local charities, sports clubs and groups local to our pubs, to allow us to become a hub for each individual community, culminating in our annual Community Week.

Accreditation and mark of local excellence schemes including 'Genuine Jersey' leading out on promotion and use of Jersey produce and we intend to enhance our locally sourced produce on both Jersey and Guernsey

EMBRACING TECHNOLOGY AND INNOVATION

We are a nimble business that embraces change and utilises technology and innovation to improve our business performance. By increasing our operational efficiency, we will reduce our energy usage and waste to the benefit of the enviroment.

What have we achieved? What are our plans?

Solar panels have been installed at our distribution centre and will generate up to 58% ofthe depot's electricity going forwards

Electric car charging points have been installed at 5 of our managed pubs, helping our customers to reduce their emissions

All LPG forklifts have been replaced in our depot with electric equivalents, reducing emissions and utilising self-generated, clean energy

Our lightweight glass bottles contain 10% less glass and are 70% recycled. The plastic shrink wrap is made from 50% recycled plastic

We shred and bale the cardboard received on-site to recycle as packaging for our online deliveries

We measure, monitor and target waste reduction in our sites and our recycling rates are in excess of 63%

We continue to explore further opportunities for solar panels at our brewery and across our pub estate

to reduce fuel emissions in the future

Afurther 15 managed sites will install electric car charging points by the end of 2025. We also intend to install car

charging points for employees at our depot and breweries We are in dialogue with our glass suppliers to make

We are planning CO2 capture in the future to reduce

ENABLING COLLEAGUES, DRIVE POSITIVE CHANGE

Focusing on our most important asset – our people – is at the centre of our strategy. All our colleagues are as individual as our pubs with no two being the same and we continue to invest in training and development for all colleagues, ranging from wine champions to apprenticeships, and our very own internal learning management system.

What have we achieved?

Weinvest in the Burnt Chef and Employee Assistance Programmes to support the mental and physical well-being of all our colleagues

Our colleagues have the opportunity to grow and develop in our business. Everyone will receive mandatory training applicable to their role and continued investment in our Butcombe Academy management training programme We have established an internal network to offer support, guidance & mentors to

women in the business to increase female representation in senior roles. We are proud that 47% of colleagues are now female

We launched Our Commitment to ensure we have a fully inclusive and supported culture and a zero tolerance for any form of harassment.

We regularly run employee surveys and have been recognised as one of the happiest workplaces

We have introduced enhancements to our maternity leave and a new policy to support returning to the work after a significant life event We have over 100 colleagues as trained trainers throughout the

business

We have trained mental health first aiders across the teams, and built mental health awareness training into all of our management apprenticeships

We prioritise employee wellbeing and offer mental wellbeing support and financial wellbeing advice and guidance

What are our plans?

All our managers will be trained in how to support the well-being of our colleagues and support our EDand I agenda

We will provide development opportunities aiming to develop 80% of our new managers internally through our Butcombe Academy programmes and supported apprenticeships

We will ensure apprenticeship opportunities are at the forefront of our Learning and Development strategy

We are working towards equal representation across management roles. Currently 31% of our pub management colleagues are female

We will engage our pub teams in creating an environment for their communities that helps tackle loneliness and supports their communities well-being where their pub is 'the place to go to feel at home and welcome'

Sustainability (continued) Environment

Our portfolio, the climate and transition to net zero

At Caledonia,we are committed to building a sustainable future that underpinsrobust, long term investment performance for ourshareholders. We recognise that our principal environmental impact arises primarily from the companies and fundswithin our portfolio.

With thisin mind,we have set an expectation forthe businesseswe invest in to target netzero emissions(Scope 1 and Scope 2, market-based) by 2050. We understand that the pace atwhich these targets are metwill vary across our portfolio; asrisks and opportunities arise from evolving regulatory frameworks,shiftsin consumer preferences, orincreasing pressure to curb carbon emissions and addresswider environmental issues.

We actively engagewith our underlying portfolio companies and fund managersto evaluate the robustness and transparency of their carbon emissions data. We continue to enhance our monitoring and reporting systemsto enable usto track progress on thisjourney towards a low-carbon future andwe anticipate that manywill achieve thistarget more swiftly.

Our business, the climate and transition to net zero

Our business operations are consolidatedwithin a single central London office. Whilst our operational footprint is modest in comparison to our broaderinvestment activities,we are committed to operating our business in an efficient manner and to reducing our climate impact where feasible. We are seeking to achieve netzero emissionsfor Scope 1 and Scope 2 (market-based) emissions by 2030.

To reach thistarget,we are pursuing several initiatives, including:

• maintaining our commitment to sourcing all electricity from renewable suppliers
• enhancing energy efficiency acrosslighting, cooling systems and IT equipment
• gradually reducing,with the goal of ultimately eliminating the use of gasfor heating.

In 2021, ourswitch to a renewable energy provider markedly reduced our market-based Scope 2 emissions. We continue to recycle nearly allwaste and ensure that wastewaterissafely returned to the sewersystem. The resulting emissionsfrom water andwaste processes are categorised under'other' Scope 3 emissions and are considered immaterial.

It isworth noting that electricity consumption hasrisen since 2020, mainly due to the return of colleaguesto the office afterthe Covid-19 pandemic and, more recently, our decision to operate 24-hoursecurity for enhanced safety.

In 2023,we engaged an external providerto conduct an Energy Savings Opportunity Scheme audit of our office energy usage. This provided uswith a number of recommendationswhichwe have implemented. Looking ahead, ourtransition strategywill be to explore the implementation of innovative, low-carbon alternatives to replace ourtraditional gas boiler heating system.

Travel

Most of our colleagues commute to our office via public transport. We actively encourage sustainable travel through our cycle-to-work programme,supported by secure bicycle storage alongwith changing and shower facilities. Our meeting rooms are equippedwith modern audiovisual and teleconferencing facilities,reducing the need fortravelwhere appropriate.

Our Scope 3 emissions primarily relate to international businesstravel. Since 2020, the net asset value of our portfolio hasincreased by 64% and the proportion of our overseasinvestments has almost doubled. Our Public Companies and Fundsinvestment teams continue to deepen their due-diligence, monitoring, governance and stewardship activities against a background of continuing macroeconomic and geopolitical uncertainty. We remain committed to managing our businesstravel in an informed and responsible manner andwill continue to explorewaysinwhichwe can reduce these emissions over the medium term.

Climate change metrics and targets including greenhouse gas emissions

The data in the following tables has been prepared in accordancewith the regulations, The Companies(Directors' Report) and Limited Liability Partnerships(Energy and Carbon Report) Regulations 2018,which implemented the Government's policy on Streamlined Energy and Carbon Reporting ('SECR').

Emissions data		Tonnes CO2e
Scope	Source of GHG emissions – year to 31 March	2020	2021	2022	2023	2024	2025
Scope 1	Combustion of fuel & facilities operation	24	19	17	16	14	14
(direct emissions)	including company car use (sold in April 2022)			4	-	-	-
Scope 2	Electricity (location-based)	57	47	45	52	59	61
(indirect emissions)	Electricity (market-based)	57	47	-	-	-	-
Scopes 1 and 2 - location-based		81	66	66	68	72	75
Scopes 1 and 2 - market-based		81	66	21	15	14	14
Scope 3	Businesstravel	371	7	94	243	375	825
(indirect emissions)	Other	-	-	-	1	1	-
Total – location-based		452	73	160	312	448	900
Total – market-based		452	73	115	259	389	839
KPI – location-based	Total emissions per average number of employees	7.5	1.2	2.6	5	6.3	11.8
KPI – market-based	Total emissions per average number of employees	7.5	1.2	1.9	4.2	5.5	11.0
Per average number of employees		60	61	61	62	71	76

Notes:

1. These emissions have been calculated in accordancewith the GHG Protocol Corporate Accounting and Reporting Standard guidelines using UK Government GHG Conversion Factorsfor Company Reporting.

2. Caledonia consumes all itswaterfrom the mainswhichwe understand issourced from high stressed areas,with all itswastewater currently being returned to the sewer. The resultant CO2 emissionsfrom its use ofwater are <1 tonne.

3. Caledonia has a mix ofrecycled and generalwaste; the related Scope 3 GHG emission data isincluded under'Other' in the table above.

4. Location-based method reflectsthe average emissionsintensity of grids onwhich energy consumption occurs(using mostly grid-average emission factor data). The market-based method reflects emissionsfrom 100% renewable sourced electricity thatwe have chosen to purchase.

5. 100% of ourreported emissions are in the UK, involving businesstravel primarily departing from or arriving in the UK. Accordingly, thistable does not include a column indicating the yearly UK proportion of global emissions.

6. The sources of GHG emissionsshown in the table above are from the companiesincluded in the consolidated financialstatements. Underthe SECR regime we are notrequired to report any emissionsfrom companiesthat are not included in our consolidated financialstatements.

7. Caledonia does notrelease any hazardous air pollutants. Caledonia only has material hazardouswaste in the form of batteries and print toner, both ofwhich are responsibly recycled.

Other metrics	Unit		2020	2021	2022	2023	2024	2025
Electricity usage	KWh(k)		224	199	214	270	286	298
Gas usage	KWh(k)		100	93	91	76	67	68
Water consumption	m3		Data not available but will be tracked going forward			798	1,166	1,085
General mixed waste	tonnes					-	-	-
Mixed recycling	tonnes					-	-	-
WEEE waste	tonnes					-	-	-
Confidential waste	tonnes					2	2	3
Waste generation	tonnes					2	2	3
Waste recycled	%					99%	99%	100%

Sustainability (continued)

Our investment portfolio

Public Companies – climate change metrics and targets

We continue to monitor and manage climate change transition riskswithin our public companies portfolio. To this end,we expect that all businesses develop and implementrobuststrategiesto achieve netzero Scope 1 and Scope 2 emissions by 2050, orsoonerif possible.

For our TCFD reporting,we use the MSCI World Index as a benchmark owing to itssimilarsector exposure to the companieswithin our Public Companies pool. The table belowpresentsthe primary metricswe use to quantify the Scope 1 and Scope 2 greenhouse gas(GHG) emissions of this pool,which form part of the aggregate emissions linked to ourinvestment portfolio.

The Public Companies pool demonstrates both a significantly lowertotal carbon footprint and a reduced weighted average carbon intensity ('WACI') compared with the benchmark. Thisis notable evenwithin traditionally high-emitting sectorssuch as materials, utilities and industrials.

The datawe drawon from MSCI issubject to a reporting lag. The figuresfor 2024 primarily coverthe period from 1 June 2023 to 31 May 2024,while the comparative data largely reflectsthe period from 1 June 2022 to 31 May 2023.

Our Public Companiesinvestments have seen a 33% decrease in total carbon emissions overthe past year. Thisis predominantly due to the sale of one holding that was previously one of the highest emittersin the portfolio.

		Portfolio	Benchmark	Variance vs	Portfolio
Latest annual reported data	Scope	(2025)	(2025)	benchmark	(2024)	Units
Total carbon emissions	1 and 2	12,956	42,840	-70%	19,345	Tonnes CO2e
Carbon footprint	1 and 2	13	43	-69%	16	Tonnes CO2e/\$m invested
WACI	1 and 2	51	97	-47%	60	Tonnes CO2e/\$m sales

Carbon emissions data for our public company investmentswas obtained from the MSCI One platform. MSCI collectsthe data from publicly available sources, including annualreports, the Carbon Disclosure Project ('CDP') and government databases. All carbon emissions data collected is classified perthe GHG Protocol methodology to enable aggregation and comparability acrossinvestee companies and sectors. We have notsought to verify this data and assume no responsibility forits accuracy or completeness.

The following table shows other key climate metricswe use to monitor companiesin our Public Companies pool that are managing their climate risk exposure and have a decarbonisation plan.

Other metrics	Portfolio (2025)	Portfolio (2024)
Companiestargeting netzero for
Scopes 1 and 2 by 2050	82%	93%
Companies with top quartile carbon
management score	60%	68%
Green revenue exposure	5%	6%

The majority of the companiesin our Public Companies pool have plansto achieve netzero emissions by 2050 or sooner, giving us comfort that they are aligned to our goal. Those companiesthat have yet to establish netzero targets contribute c.18% of the pool'stotal carbon emissions and, based on our knowledge and engagement of the companies and their commitment to good corporate governance,we believe theywill establish appropriate targets.

The majority (60%) of the companies have a top quartile carbon managementscore, indicating that they have the capability and resourcesto manage their climate risks and opportunities. Wewill continue to monitor progress on these metrics.

Private Capital – climate change metrics and targets

Thisisthe first yearwe are providing emissions data for our Private Capital pool investments. Due to the diverse nature of these investments, emissions may vary significantly based on the types of businesseswe own, as well as any acquisitions or divestmentswithin a given year. These variations are not only driven by changesin our portfolio composition but also by improvementsin data quality. As our portfolio companiesrefine theirreporting processes and collect more comprehensive emissions data,we expect thatreported emissions may increase, reflecting greatertransparency and data availability.

Latest annual		Portfolio
reported data1	Scope	(2025)	Units
Total carbon emissions2	1 and 2	6,742.7	Tonnes CO2e
Carbon footprint	1 and 2	10.0	Tonnes CO2e/£m invested
WACI	1 and 2	10.0	Tonnes CO2e/£m sales

1. Since each of our portfolio companies has a different financial year-end, we have included the mostrecent data available.

2. The majority (78% of net asset value) of our Private Capital pool have provided emissions data,with mostreporting the majority or all of their Scope 1 and Scope 2 emissions.

Task Force on Climate-Related Financial Disclosures ('TCFD')

We continue to recognise the importance of clearly communicating both financial and non-financial ESG performance to ourstakeholders.

Thisisthe third yearwe have produced a separate TCFD report. The following table,which should be read in conjunctionwith our TCFD report,summarises our response to each of the TCFD recommendations, and explains howwe incorporate climate-related risks and opportunitiesinto each of the four TCFD pillars of governance,strategy,risk management and metrics and targets.

Asrequired by Listing Rule 6.6.6R (8),we considerthese climate-related disclosuresto be consistentwith the TCFD recommendations and recommended disclosures, other than the completion ofscenario analysis(strategy pillar disclosure (c)) and the development of metrics and targets for all of ourinvestment assets(metrics and targets pillar disclosures(a), (b) and (c)).

We have fully addressed the assetswithin our Public Companies pool. We have also increased our disclosure for our Private Capital pool. Overtimewewillseek to develop our metrics and methodology further asthe quality of data improves and more information is available for our Funds pool.

TCFD report

Our third standalone TCFD report sets out our progress towards meeting all TCFD recommendations and can be found at www.caledonia.com

Governance

Disclose the organisation's governance around climate-related risks and opportunities. Read more in our TCFD report.

The board is collectively responsible for Caledonia'ssuccess. Itsetsthe company'sstrategy, ensuresthat the necessary financial and human resources are in place to enable the company to meet its objectives, and reviews management performance.

Caledonia has awell-defined governance framework, appropriate for a relatively small business, based on delegated authority. The board has delegated overallresponsibility forthe delivery of the strategy to the CEO. Our governance and reporting frameworks enable the board to have oversight of the climate-related risks and opportunitieswhich could impact our business.

The board conducts deep-dive reviews of the activity and performance of each of Caledonia'sthree investment pools annually. To provide enhanced visibility and monitor progress, an assessment of climate-related risks and opportunities, togetherwith appropriate metrics, isincorporated into reporting.

The remuneration structure for our executive directorsincludestwo variable pay elements:

a.short-term incentive (bonus) to reward performance on an annual basis against key financial and personal objectives.

b. long-term incentive to motivate the delivery of long-term shareholder value.

The structure of the annual bonusincludes an assessment of delivery against personal objectives,which include elements related to responsible investment and being a responsible corporate.

Sustainability (continued)

Strategy

Disclose the actual and potential impacts of climate-related risks and opportunities on the organisation's businesses, strategy and financial planning where such information is material.

Read more in our TCFD report.

Ourstrategic aim isto achieve capital appreciation and dividend growth for ourshareholders overthe long term through disciplined investment and carefulstewardship of the assetsin our portfolio. We recognise our responsibility to support the transition to a lower carbon economy. Thisiswhywe have set an expectation that the businessesinwhichwe investshould target netzero emissions by 2050 (Scope 1 and Scope 2, market-based).

Ourinvestment portfolio iswell-diversified acrossthe pools,with limited direct exposure to carbon-intensive sectorssuch as oil and gas and industrials.

Each yearwe carefully select a small number of newinvestmentsin proven,well-managed and sustainable businesses across awide range of industry sectors and geographies. We seek to avoid investment in businesses that cause material harm to the environment unlessthey have a clearstrategy to reduce theirimpact overtime.

We have considered both physical and transition risks overthree time horizons. The availability ofrobust data and quality information is a prerequisite to effective analysis. We have used the mostrecent data and information for the constituent businessesin the Public Companies pool using MSCI's One platform. This data has been used to support a scenario analysis exercise,which has provided valuable insightsto confirm the resilience of the pool to both physical and transition risks, under various climate scenarios.

The scope of the analysisforthe Private Capital pool covers all eight investee companiesin the portfolio as at 31 March 2025. We have implemented a data collection framework to measure company specific key performance indicators and an annualsurvey has been established to enable year-on-year progression to be measured on carbon emissions and otherrelated metrics. The analysisis qualitative in nature. Unlike the Public Companies pool, there is no distinction between the methodology applied for physical and transition risks. The scenario analysiswas tailored to the characteristics of each company in the portfolio andwas performedwith reference to itssector and geographic footprint.

We anticipate thatsimilarinformationwill be developed forthe constituents of the Funds pool in the coming years, to broaden ourscenario analysisto cover a greater proportion of ourinvestment portfolio.

Our business operations have a modest carbon footprintwhen comparedwith the impact of ourinvestment portfolio,with all our employees operating from a single location in central London. We remain committed to minimising the impact of our own operations on the environment and mitigating the risks posed by climate change. We are seeking to achieve netzero emissions by 2030 (Scope 1 and Scope 2, market-based).

Risk management

Disclose how the organisation identifies, assesses, and manages climate-related risks.

Read more in our TCFD report.

The corporate approach to risk management is covered on pages 63 to 67 of thisreport.

Risks are assessed and managed in accordancewith our corporate risk management frameworkwhich includes ESG and climate change as one of the principalrisks.

Assessments of climate-related risks continue to be incorporated into ourstrategy and, in discharging its responsibilities, the board is ultimately accountable forthe oversight of climate-related risksthat could impact the business. Non-executive director oversight of the risk management framework and associated processesis exercised through the Audit and Risk Committee ('ARC').

The Chief Financial Officer hasresponsibility for ensuring that a risk management framework isin place and each area of the businessisresponsible for using thisto identify, assess and report on theirrisks and controls.

Investment managersidentify climate-related risksin the portfoliosthey manage and line management is supplemented by key support functionssuch as Finance, Tax, Human Resources, Facilities Management and Company Secretarialwith further oversight from the Operational Risk Committee.

Riskswithin the companies and fundsinwhichwe invest are identified through ongoing research using in-house expertise and external data, togetherwith reporting from investee businesses. Our business operations use third party resourcesto ensure a good practice approach istaken to identifying risks and addressing them in a timely manner.

Metrics and targets

Disclose the metrics and targets used to assess and manage relevant climate-related risks and opportunitieswhere such information is material.

We are continuing to improve our analysis and disclose further metrics and targetswherewe considerthese to be material. Forthe first time this year, in addition to emissions data for our Public Companies pool and our own business operations,we are reporting Scope 1 and Scope 2 emissionsforthe majority of the Private Capital pool's net asset value.

Information on specific metrics and targets are provided in the TCFD report. In linewith SECR requirements,we have also listed our GHG data.

Read more in our TCFD report.

Centred around a collection of values that shape our approach to every aspect of investing, our team is key to delivering long-term performance.

Employee engagement

At Caledoniawe are committed to building our business forthe long term. We seek to create a thrivingworkplace culture – built on shared, consistent values and purpose that helps usto attract,retain and develop exceptional people. This yearwe completed oursecond employee engagementsurvey to help us understand howwe can continue to improve ourworking environment.

Wewere delighted to receive a 92% response rate to the anonymised survey and that 96% of thosewho responded recommended Caledonia as a "great place towork". We benchmark our analysis against businesses within the UK's financialservicessector andwere pleased that Caledonia is once again in the top quartile for both participation and engagement.

Feedback from colleagues helps usto shape the future direction of our business. Since ourinaugural engagement survey in 2023we have beenworking on a number of initiativesto help ensure that Caledonia remains a great place towork in the years ahead.

We are committed to creating an inclusive environment where our employees can develop and contribute fully, underpinned by good remuneration packages, favourable leave policies and health andwellbeing support, alongside training and development to support progression. Further information on ourremuneration policy can be found in the Directors'remuneration report on pages 96 to 114.

"We're very lucky with the environment in which we work, the resources that are made available to us and the colleagues we work amongst. Caledonia has a great culture."

Employee, Staff engagement survey March 2025

Sustainability (continued)

Intern programme

At Caledoniawe are committed to investing time to plan forsuccessin the future, to sowthe seedsthatwill flourish for generationsto come.

Every June and Julywewelcome a cohort ofsuccessful applicantswhowe believewill benefit the most from the intern programme.

Led by an independent facilitator butwith involvement from across Caledonia, the interns experience insight into the investment management industry, benefitting from a detailed programme. Thisincludes building softerskillsin a workplace environment, aswell aslearning from our investment teams on howandwhywe construct our long-term investment approach. The programme culminatesin the groupworking in small teamsto present their'Dragons Den'style investmentrecommendations.

Ahead of the programme, each intern is assigned a mentor from the Caledonia team. The role of the mentor plays a key part in helping the intern through the programme. Asinterns embark on their chosen careers, they can continue to maintain a lasting relationshipwith Caledonia, creating an important network of talent forthe future.

"My experience at Caledonia exceeded all expectations. The culture of openness and support created learning opportunities that extended far beyond the designated workshops, and being part of an intern class with such diverse backgrounds made the ongoing collaboration all the more rewarding. It was an invaluable experience, shaping me both personally and professionally."

2024 Intern alumna

"My internship at Caledonia was an incredibly rewarding experience — well-structured, intellectually stimulating and genuinely welcoming. From insightful company visits to the supportive mentorship, every aspect was thoughtfully planned. I've recommended it to all my finance-minded friends and still cherish the connections I made there."

2023 Intern alumna

The Caledonia Investments Charitable Foundation

The company made a grant of £300,000 to The Caledonia Investments Charitable Foundation (the 'Foundation') during the yearthroughwhichwe are proud to support causeslinked to Caledonia's history, values, culture and team.

The Foundation provides essential funding and support to many good causes each year and seeksto create a thriving legacy by supporting the development of a small number of charitiesthrough a multi-year donation programme.

The Foundation's multi-year awardsseek to provide a catalyst forfuture development, enabling the charitiesto make a significant and lasting impact. Since 2021 the Cornwall Community Foundation ('CCF') has benefited from thissupport. CCF providesfinancial and non-financial support for community projects across Cornwall and the Isles of Scilly, investing in people and projectsthatwill make a difference.

This yearthe Foundation has:

• provided funding to support an events officerto lead and develop the CCF'sfundraising and events programmes
• provided financial assistance to support local charities and community projectsthat addressissuesrelating to financial planning, debt management and financial education.

"We are incredibly grateful to the Caledonia Foundation's multi-year donation. We are already benefitting from the recruitment of an events officer, particularly at our recent gala dinner which raised over £150,000. This, combined with providing vital support, education and resources to those who need it most will transform the lives of many individuals and families across the county."

Susie Croft, Philanthropy Director, Cornwall Community Foundation

Sustainability (continued)

Fundraising and volunteering

Alongside oursupport to the Foundation,we encourage ourteam to volunteertheirtime and raise fundsfor charities close to them. We provide our colleagueswith up to two additional days of leave to support those causesthat they feel passionately about.

This year, Henry Morris, a Directorin our Public Companies pool, cycled 980 milesfrom Land's End to John O'Groats, sleeping under canvasin some of the most beautiful parts of the UK. With the support of the Foundation, he raised nearly £10k for The Outward Bound Trust.

The Foundationwas also proud to support members of our Private Capital team to complete the Butcombe Ultra Marathon raising fundsfor Only A Pavement Away, a charity thatsupports people looking to rebuild theirlives through employment opportunitiesin hospitality.

Equality, diversity and inclusion

At Caledonia,we believe that a diverseworkforce creates the optimum environment inwhich our businesswill continue to thrive and grow.

Ourrecruitment and employment policies are compliant with relevant UK legislation. Recruitment, development and promotion are based on suitability forthe role. Wewill not discriminate on the basis of gender,sexual orientation, maritalstatus, pregnancy, gender reassignment, age,race, nationality, ethnicity, disability, or political orreligious beliefs.

We are committed to increasing diversity and inclusion overtime. We are mindful of the need for orderly succession planning and ensuring that an appropriate mix ofskills and experience is maintained throughout our organisation, from the board to every operational level.

As at 31 March 2025, the gender distribution acrossthe variouslevels of our businessis asfollows:

	Male number (%)		Female number (%)
	2025	2024	2025	2024
Board	7 (64%)	7 (64%)	4 (36%)	4 (36%)
Senior managers	14 (50%)	15 (60%)	14 (50%) 10 (40%)
All employees
(including board)	37 (44%)	38 (46%)	47 (56%) 44 (54%)

Caledonia operates a flatter managementstructure than is often found in many other companies and, for information, 60% (2024: 55%) of direct reportsto members of our Investment Committee are female.

Investment employees
Male	69%
Female	31%
Support employees
Male	30%
Female	70%

Investment and support employees 20241

Investment employees
Male	70%
Female	30%
Support employees Male	35%
	65%
Female

1. Excluding non-executive directors

In accordancewith Listing Rule 6.6.6R (9) of the FCA's Listing Rules, the table belowsets out details of the diversity of the individualsserving on the board and executive management as at 31 March 2025. Our executive management consists of members of ourInvestment Committee, being the mostseniorlevel of management. Datawas obtained on a voluntary self-reported basis. The board met the ethnicity diversity targetset out in LR 6.6.6R (9) (a) but not the two gender diversity targets. The targetswere introduced in 2022 and, given the gradual change in board membership, itwill take time to meet them.

			Number of senior positions
	Number of board members	Percentage of the board	on the board (CEO, CFO, SID and Chair)	Number in executive management	Percentage of executive management
Men	7	63.6%	4	6	85.7%
Women	4	36.4%	-	1	14.3%
Notspecified/prefer not to say	-	-	-	-	-

	Number of board members	Percentage of the board	Number of senior positions on the board (CEO, CFO, SID and Chair)	Number in executive management	Percentage of executive management
White British or other White (including minority-white groups)	10	90.9%	4	7	100%
Mixed/Multiple Ethnic Groups	-	-	-	-	-
Asian/Asian British	1	9.1%	-	-	-
Black/African/Caribbean/Black British	-	-	-	-	-
Other ethnic group	-	-	-	-	-
Notspecified/prefer not to say	-	-	-	-	-

Working environment

At Caledonia,we look to establish, nurture and maintain a culture of high standardsin both behaviour and professional integrity. Our comprehensive policies are designed to safeguard employees against unlawful discrimination and to foster aworking environment where fairness, consideration and respect are paramount.

Annual performance appraisals, throughwhich employees may be set objectives and againstwhich their achievements are assessed, are intended to ensure that employees have a clear viewof their performance and to identify additional learning and development needs to help them meet theirfull potential.

Grievance procedure and whistleblowing

Ourstaff handbook clearly sets out Caledonia'sformal grievance procedures, offering all colleagues a structured yet flexible framework to raise concerns,whetherthrough formal channels orin a more informal manner.

In addition, there are established robustwhistleblowing arrangements designed to provide a safe, confidential and impartial channel forreporting any potential misconduct in our business. These mechanisms enable employees to raise issuesindependently of theirimmediate line management, ensuring a culture of transparency and accountability. Responsibility for oversight of our whistleblowing procedure sitswith the board.

Health and safety

At Caledonia,we are committed to continuously enhancing health and safety across ourworkplace, ensuring full compliancewith all applicable legislation. While the nature of our business meansthat occupational risksremain low,we remain dedicated to providing a secureworking environment through the supply ofsafe equipment and comprehensive, ongoing training. This proactive approach is designed to prevent accidents and mitigate any risks ofwork-related ill health.

Our detailed health and safety policies are outlined in our employee handbook, and staff are encouraged to undertake regularworkstation assessmentsto identify and address any requirements.

Forthe year ended 31 March 2025 therewere no incidents reported under RIDDOR ('Reporting of Injuries, Diseases and Dangerous Occurrences Regulations 2013'), and no work-related accidents.

Risk management

Risk management is an integral part of the company's business model and embedded within its business operations. Caledonia's risk management framework seeks to ensure that the different parts of the group operate within strategic risk

appetite parameters and that this is integrated with its governance and decision-making processes.

The board has overall responsibility for setting and monitoring the company's risk appetite.

The risk framework supports and informs business activity and decisions,managing risk through a set of integrated processes.

Risk management (continued)

Risk governance, structure and responsibilities

Risk management and its governance isthe responsibility of the board,with specific components delegated to the Audit and Risk Committee. The Executives are given the task of managing an effective and transparent processto ensure that current and emerging risks are identified, measured, managed, monitored and reported on. The board setsthe risk appetite in linewith the business model and strategy. Thisis communicated through the executive to all thosewith managerialresponsibilities. The illustration belowdepictsthe risk governance structure in place and the responsibilities of each committee.

Board

• The board setsthe risk appetite in linewith the business model and strategy
• Biannual investment poolreviews
• Approves material investments
• Opines on the internal control environment

Audit and Risk Committee Investment Committee Valuation Committee

• Reviews principalrisks and detailed assessments asrequired
• Monitorsthe effectiveness of the risk management framework

• Reviewsthe control assurance programme

• Implementsinvestmentstrategy

• Approvesindividual investments

• Reviews valuationsforthe company's investments

• Scrutiny and reviewproportionate to both the complexity of the portfolio and the degree of judgement involved
• Oversight from external audit

Operational Risk Committee

• Monitors key risksidentified in the operationalrisk universe againstrisk appetite preferences
• Reviews detailed risk and control assessments and associated actions/ remediation

Risk management reporting

We manage, monitor and report on risk acrosstwo core risk types: investment and operationalrisks.

Investment and operationalrisk reports are considered by the Audit and Risk Committee at least biannually,with any majorissues or changes arising from these reviews escalated to the board forfurther discussion.

The investmentrisk report focuses on investment portfolio risks arising from ourinvestmentstrategy. Investment risk exposures are considered against parametersin place for asset allocation, performance, investment volatility, diversification, concentration, liquidity and currency exposure.

Operationalrisk reporting, including more detailed risk and control assessments, isreviewed by the Operational Risk Committee. It coversthe entirety of the operationalrisk

universe, including financial crime, legal and regulatory exposures, business operations, people and business continuity. Related risks, including cybersecurity, are closely monitored by the committee. Summary reporting, including selected detailed assessments, are included in Audit and Risk Committee reporting.

Risk Management Development

Risk framework components and theirsupporting processes evolve under a programme of continuous improvement. A more comprehensive risk and control assessment processwasimplemented during the year. The approach to operationalrisk appetite also evolved. These, and other developments, furtherstrengthensthe control assurance programme in advance of the FRC's updated requirementsforrisk and internal control, effective from April 2026.1

1. The Financial Reporting Council published an updated UK Corporate Governance Code in January 2024. From 1 April 2026, the board will be required to provide a declaration of the effectiveness of the material controls as at the balance sheet date (31 March 2027).

Principal Risks

The principalrisks are those at the highest level in ourrisk universe. They have the potential to impact the delivery of ourstrategic objectives, threaten our business model, solvency orliquidity and damage ourreputation.

The board and Audit and Risk Committee thoroughly assessthese risksthroughout the year and consider any changes or additionsin light of the external environment (market, legal orregulatory changes) orfollowing changes to our own business activitiesthat might expose usto additionalrisks. Whilst external activity has heightened our exposure to some risks, no newcurrent or emerging risks have been identified.

Overall, our key risksremain largely stable butwith a heightened outlook for marketrisk given the continuing geopolitical uncertainty, and market volatility caused by the US approach to trade tariffs.

Operationalrisks are reviewed by the Operational Risk Committee, mostrecently in March 2025. Cyberrisk remains Caledonia's most material operationalrisk exposure but onewhere there is an ongoing cycle of controlreviewand enhancement to provide high levels of protection for oursystems.

We have set out the six principalrisks on pages 66 to 67, highlighting developmentsthroughout the year and our assessment of their currentrating alongside indicators reflecting currentsentiment.

Risk Appetite Statements

Each yearthe Audit and Risk Committee and board reviewourstated appetite fortaking on and managing our key risk exposures.

The statementsreflecting our position at the end of March 2025 are noted below,with no material changesfrom the previous year.

Risk appetite statements
Strategic risk	Liquidity risk	Market risk
The strategy of the businessisto invest in equities, across a variety of asset classes, sectors and geographies. The nature of equity investing leadsto a balance ofrisk and reward, leading to a measured risk appetite.	Having sufficient liquidity to meet both liabilities asthey become due and fund investment opportunitiesis critical to ourstrategy and viability. There is no appetite for circumstances thatwould result in a lack of liquidity.	Asinvestorsin equities, the businessis automatically exposed to a number of market driven risks. Whilst ourstrategy and approach to risk aim to mitigate these risksthey cannot fully remove them. The nature of equity investing leadsto a balance ofrisk and reward, leading to a measured risk appetite in this area.
Investment risk	Operational risk	ESG & climate change
Individual investment decisionsrely on judgementwhich can result in poor or untimely investments and divestments. To manage this the business operates a comprehensive diligence and reviewprocess ensuring investments are made carefully, balancing risk and reward, allowing our expertsthe time to analyse all aspects before committing capital or divesting. We have a very lowappetite for non-compliancewith ourinvestment process.	We do notseek to take on operationalrisk but the key sources of thisrisk type are inherent within our business processes and operations. A material operationalrisk failure could harm our business and reputation, assuch our overall appetite for any to crystallise islow. In certain critical areas, notably protecting oursystems and data from cyberthreats and ensuring compliancewith applicable laws and regulations, we aim to reduce risk exposure to the lowest achievable level.	We continue to evolve the integration of ESG mattersinto ourinvestment activity, this reflects a lowtolerance for ESG risksthat could impact ourstakeholders, undermine our long-term sustainability objectives or damage ourreputation.

Risk management (continued)

Principal risks	Mitigation and management	Key developments	Current risk status and movement in year to March 2025
Strategic Risks in relation to the appropriateness of the business model to deliverlong-term growth in capital and income. Strategic risksinclude the allocation of capital between public and private equity, and in relation to geography,sector, currency, yield and liquidity.	The company's business model and strategy are reviewed periodically, against market conditions and targetreturns. The performance of the company and its key risks are monitored regularly by management and the board.	All pools operatedwithin theirstrategic banding. The capital allocation modelwas further developed to support liquidity management,strengthening ourresilience to financial market volatility. An uncapped Rule 9 waiverwassuccessfully completed allowing the company to buy back shares. Investorrelations activity has been developed introducing spotlightsessionsfor each of the investment pools. The Private Capitalsession in Januarywaswellreceivedwith Public Companies and Fundsto follow.	MEDIUM
Investment Risksin respect ofspecific investment and realisation decisions. Investmentrisks include appropriate research and due diligence for new investments and the timely execution of both investments and realisationsfor optimising value.	Investment opportunities are subject to rigorous appraisal and a multi-stage approval process. Investment managers havewell developed networksthroughwhich they attract proprietary deal flow. Opportunitiesto enter or exit investments are reviewed regularly, being informed by market conditions, pricing and strategic aims.	The Investment Committee met throughout the yearto considerinvestment decisions. The investment teams continue to review capacity and capability to ensure appropriate skills and resources are in place. Aswell as newpositions, the teams promote talent from within,with a number of promotions approved during the year.	MEDIUM
Market Risk of lossesin the value of investments arising from sudden and significant movementsin public market prices, particularly in highly volatile markets. Private asset valuations have an element of judgement and could also be impacted by market fluctuations. Caledonia's principal market risks are therefore equity price volatility, foreign exchange rate movements and interestrate volatility.	Marketrisks and sensitivities are reviewed regularlywith actionstaken,where appropriate,to balance risk and return. A regularreviewofmarket and portfolio volatility is conducted by the board. Reviews also considerinvestment concentration, currency exposure and portfolio liquidity. Portfolio construction, including use of private assets, providessomemitigation.	Market volatility and geopoliticalrisksremain and have heightened overthe pastsix months with impactsfrom the ongoing conflictsin Ukraine and the Middle East. However,recent market volatility islargely driven by US trade tariffs and ongoing uncertainty overtheir coverage and application. The Public Companiesteam maintain a long-term horizon,which benefits usin volatile periods,remaining vigilant for market opportunitiesthat may present themselvesin the short term. Inflation,reduced from last year, is expected to remain above the Bank of England'starget in the short term. Current projectionsindicate a return to the 2% target in the medium term. Exchange rate movements(particularly £ v US\$) impact valuations. Thisis closely monitored although there are no plansto change our unhedged position given the long term nature of ourinvestments.	MEDIUM

engaged,where necessary, to assist in specialised areas orwhen newlaws and

regulations are introduced.

Principal risks	Mitigation and management	Key developments	Current risk status and movement in year to March 2025
Liquidity Risk that liabilities, including private equity fund drawdowns, cannot be met or new investments cannot be made due to a lack of liquidity. Such risk can arise from being unable to sell an investment due to lack of a market, orfrom not holding cash or being able to raise debt.	Detailed cash forecasting forthe year ahead is updated and reviewed quarterly, including the expected drawdown of capital commitments. Aweekly cash update is produced, focused on the short-term cash forecast. Loan facilities are maintained to provide appropriate liquidity headroom. The liquidity of the portfolio isreviewed regularly.	At the end of March 2025 therewas £151m cash, in addition to a £325m undrawn on the revolving credit facility. Thiswasrenewed and increased (£250m to £325m) in the yearwhich, in addition to cash, provides a substantial amount of available capital forinvestment in high quality opportunities. Detailed cash forecasting continuesto be reviewed quarterly.	LOW
ESG & climate change Risks in relation to the successful incorporation of ESG matters and climate change impactsinto ourinvestment approach. Identifying opportunities to drive our approach to ESG matters, deliverstrong returns and manage the risks to meet evolving stakeholder expectations.	Caledonia's ESG knowledge, processes and policies continue to develop as ESG matters are integrated into our investment approach. The poolsreport on ESG and climate change information and developments, to the board annually.	An assessment of the Private Capital portfolio companies' climate change risks and opportunities was conducted forthe second year, updating the approach to ensure alignmentwith the corporate risk framework. Thissupportsthe climate change risk and opportunities disclosureswithin the TCFD report. Disclosure of carbon emissionsforthe Private Capital portfoliowasintroduced forthe first time.	MEDIUM
Operational Risks arising from inadequate orfailed processes, people and systems, orfrom external factors. Operationalrisks arise from failures around the recruitment, development and retention ofstaff,system failures and integrity issues, poor procedures, business disruption and failure to adhere to legal orregulatory requirements. Processfailures can impact finance, IT and investment teams.	Systems and control procedures are developed and reviewed regularly ensuring that defences against cyber threatsremain robust and aligned to industry standards. They are tested to ensure effective operation. Appropriate remuneration and other policies are in place to facilitate the retention of key staff. Business continuity plans are maintained and updated asthe business evolves and in response to emerging threats. This includes a specific focus on cybersecurity. Caledonia hasinternalresourcesto considerregulatory and tax matters asthey arise. Professional advisers are	Cybersecurity remains a materialrisk exposure, with focused activity during the yearto augment and strengthen ourtechnical controls. As part of ongoing controls assurance, a third party expert was engaged to reviewoursystem controls against NIST standards(National Institute of Standards&Technology)with actions being progressed. A system security focused simulation wasfacilitated by a third partywhich stressed the control environment, indicating areas of control improvementwhich are being progressed. Annual cybersecurity trainingwas conducted, alongside targeted phishing simulation campaigns. A newexpensessystem wasintroduced increasing efficiency and systemising controls.	MEDIUM

Going concern and viability

Going concern and viability

The reviewof going concern and viabilitywas considered and approved by the board, following fullscrutiny by the Audit and Risk Committee. Thisreviewconsidered the key risksto the group, their potential financial impact and mitigating actions. A number ofscenarioswere considered to stress-test the robustness of the group's position to adverse events. These scenarioswere applied to a detailed three-yearfinancial plan thatwas approved by the board in March 2025.

Going concern

The board has undertaken an assessment of the appropriateness of preparing itsfinancialstatements on a going concern basis, taking into consideration future cash flows, current cash holdings of £151m, undrawn banking facilities of £325m and readily realisable assets of £965m as part of awider processin connectionwith its viability assessment. It has been concluded that the group hassufficient cash, otherliquid resources and committed bank facilitiesto meet existing and new investment commitments.

The directors have concluded that the group has adequate resourcesto continue in operational existence for a period of at least 12 monthsfrom the date of approval of the financialstatements. Accordingly, they continue to considerit appropriate to adopt the going concern basis in preparing the financialstatements.

Viability statement

The directors have assessed the viability of the group over the period to May 2028 (three yearsfrom the date of signing the financialstatements), having determined that thisis an appropriate period forwhich to provide this statement given the group'slong-term investment objective, the resilience demonstrated by the stress testing and the relatively lowworking capitalrequirements of the group.

The viability assessment takesinto account the group's position, itsinvestmentstrategy and the potential impact of the relevantrisksset out in thisstrategic report. In making thisstatement, the board issatisfied that the group operates an effective risk management process and confirmsthat it has conducted a robust assessment of the principal and emerging risksfacing the group.

Thisincludesthose thatwould threaten itsstrategic objectives, its business model, its ability to operate and its future performance,solvency orliquidity. Based on this assessment, the directors have concluded that the group will be able to continue in operation and meet itsliabilities asthey fall due overthe period to May 2028.

In making this assessment, the directorstook comfort from the results of two stresstests,which extended the three-year viability assessment to a longer period to 31 March 2030. This considered the impact ofsignificant market downturn conditions.

The firststresstest addressed two discrete scenarios: a 5% reduction in the value of Sterling versusthe US dollar compared to the rate on 31 March 2025 and a 12-month delay to Private Capitalrealisations.

The second stresstest modelled a market downturn event over a two-year period reflecting a fall in Public Companies investment income of 20%,reduction of Private Capital investment income by 100%, an inability to realise the Private Capital portfolio and a 50% reduction in distributionsfrom the group'sfunds portfolio. To simulate an extreme downside scenario the impact of a market downturn event and all fund commitmentsfalling duewas also assessed. The directors do not believe the extreme downside scenario islikely but factorsthisinto the viability assessment.

Itwas concluded that even in a simulated market downturn and all fund commitmentsfalling due, the group hassufficient liquidity on the balance sheet to meet its obligations asthey fall due.

Overall, through the stresstesting described above, the directors demonstrated the strength of the group's financial position and, in particular, its ability to settle projected liabilities asthey fall due, even under extremely adverse circumstances.

The Strategic reportwas approved by the board on 19 May 2025 and signed on its behalf by:

Mat Masters Chief Executive Officer 19 May 2025

We invest from the balance sheet, which allows us to be flexible. It also means that our own and our shareholders' interests are absolutely aligned.

Flexible & responsible

Maritime Volunteer Service

The Caledonia Investments Charitable Foundation supported MVS. They educate members in all aspects of maritime and communication skills and knowledge, promote the preservation of life and property within the maritime environment, help local organisations and events with skilled support, stimulate interest in maritime affairs, and excite members to achieve through training and helping their local community.

Corporate governance

Board of directors

David Stewart Chair

Date of appointment: 17 March 2015

Tenure: 10 years 2 months. Appointed to the board of directors on 17 March 2015 and as Chair on 20 July 2017

External appointments:

• Chairman and co-founder of IMM Associates
• Non-executive director of LongviewPartners

Skills and experiences:

• Extensive experience of international business and asset managementin the UK, Asia and emerging markets
• Effective leadership of Caledonia's board
• Provides valuable insight and advice in relation to the company's global portfolio

N R Mat Masters Chief Executive Officer

Date of appointment: 1 April 2022

Tenure: 3 years 1 month. Appointed to the board of directors and as Chief ExecutiveOfficer Designate on 1 April 2022, becoming Chief ExecutiveOfficer on 27 July 2022

Skills and experiences:

• •Qualified accountant
• Specialised in corporate finance before joining Caledonia, helping small and mid-sized companies access private equity finance
• Investment expertise,senior management, international business experience and leadership skillsto enable him to execute the board'sstrategy

Rob Memmott Chief Financial Officer

Date of appointment: 1 September 2023

Tenure: 1 year 8 months

External appointments:

• Treasurer and Pro Chancellor ofthe University of Sheffield
• Skills and experiences:
• •Qualified chartered accountant
• Significantlisted company experience, having previously served as CFOof ArrowGlobal Group,which included itssuccessful IPO, and John Laing Group, before itstake private transaction with KKR
• Extensive commercial and financial experience, with over 20 years' experience in senior financial leadership roles

Jamie Cayzer-Colvin Executive Director

Date of appointment: 4 April 2005

Tenure: 20 years 1 month

External appointments:

• Member ofthe advisory committees of a number of Caledonia'sfund investments
• Chair of The Caledonia Investments
• Charitable Foundation • Director of The Cayzer Trust Company

Skills and experiences:

• Previously served as Chairman of The Henderson Smaller CompaniesInvestment Trust and as a non-executive director of Polar Capital Holdings, Polar Capital Funds, Close Brothers and Rathbones
• Senior management experience and investment expertise
• Specifically contributesto the long-term sustainable success ofthe company through hisleadership of Caledonia'sfundsinvestment strategy

Farah Buckley Independent Non-Executive Director

Date of appointment: 28 March 2023

Tenure: 2 year 1 month

External appointments:

• Non-executive director and Chair ofthe Audit Committee at Aurora Investment Trust
• Non-executive director and Chair ofthe Audit Committee of Leeds Building Society
• Non-Executive director of Apollo Syndicate Management Limited

Skills and experiences:

• •Qualified chartered accountant
• Over 20 yearsworking in financialservices across audit, mergers and acquisitions and private equity
• Worked on numeroustransactionswithin the retail, consumer and leisure sectors at boutique corporate finance house McQueen
• Brings extensive innovation and strategy experience to the board,with a particularfocus on technology and environmental,social and governance matters

The Hon Charles Cayzer Non-independent Non-Executive Director G N R N

Date of appointment: 18 July 1985

Tenure: 39 years 10 months

External appointments:

• Chairman of The Cayzer Trust Company and Bedford Estates

Skills and experiences:

• Experience of merchant banking, commercial banking and corporate and projectfinance with Baring Brothers, CayzerIrvine and Cayzer Ltd
• Responsible for a large number of investment acquisitions and disposals as an executive director of Caledonia
• Extensive knowledge ofthe commercial property sector and broad commercial management experience,which enable him to provide insight and constructive challenge acrossthe breadth of Caledonia'sinvestment activities

Guy Davison Senior Independent Non-Executive Director

Date of appointment: 1 January 2018

Tenure: 7 years 4 months

External appointments:

• Trustee ofthe Sussex Community Foundation
• Skills and experiences:
• •Qualified accountant
• Founding partner of Cinven, centralto the development and expansion ofthe business. During his 29 years, he represented the firm as Chairman or non-executive director atsome 25 of its portfolio companies
• 30 years' knowledge and experience of private equity investing, both in the UK and Europe, which is of particular benefitto the board and Caledonia's Private Capitalteam in evaluating newunquoted investment opportunities and managing its existing unquoted portfolio

Anne Farlow Independent Non-Executive Director

Date of appointment: 28 March 2022

Tenure: 3 years 1 month

Skills and experiences:

• Former director of Electra Partners and Providence Equity Partners and former non-executive chair of Pershing Square Holdings
• Workedwith both established and early-stage companies during her private equity and investment career across a range of different sectors and jurisdictions
• Extensive private equity and investment experience in Europe, North America and Asia, enabling herto provide constructive challenge across a broad range ofthe company's investments

Claire Fitzalan Howard Independent Non-Executive Director G N R

Date of appointment: 22 July 2019 Tenure: 5 years 9 months

External appointments:

• Non-executive director of Schroders
• Involved in a number of charitable trusts and foundations, including as a director ofthe Schroder Charity Trust and as a trustee of the Schroder Foundation

Skills and experiences:

• Former executive director of Gauntlet Insurance Services before becoming non-executive in 2004 until 2019
• Broad experience in both the financialservices and charitable sectors, aswell as a deep experience of public and private businesses with significantfamily shareholdings

Lynn Fordham Independent Non-Executive Director A G N

Date of appointment: 1 January 2022

Tenure: 3 years 4 months

External appointments:

• Chair of RMA-The Royal Marines Charity and NewRiver Reit
• Non-executive director of Domino's Pizza Group, NCC Group and Enfinium

Skills and experiences:

• •Qualified chartered accountant
• Formerly the Managing Partner of Larchpoint Capital, CEOof SVG Capital, non-executive director of Fuller, Smith&Turner
• Previously held seniorfinance,risk and strategy positions at Barratt Developments, BAA, Boots, ED&F Man, BAT and MobilOil
• Wide ranging listed company, private equity and finance experience across a range of sectors,the latter being of particular importance to herrole as Chair ofthe Audit and Risk Committee

Non-independent Non-Executive Director

Date of appointment: 4 April 2005

Tenure: 20 years 1 month

External appointments:

• Non-executive director of Cobehold • Chairman ofthe Rank Foundation and Real Estate Investors
• Director of The Cayzer Trust Company

Skills and experiences:

• Joined the Caledonia group in 1997 from Close Brothers Corporate Finance,working at Sterling Industries before transferring to Caledonia's head office in 1999 as an investment executive
• Appointed a director of Caledonia in 2005, serving as Chief Executive from 2010 until becoming a non-executive directorin 2022
• Held board positions at numerous Caledonia investee companies, both listed and private
• Corporate finance and investment expertise, broad senior management experience and team leadership skills,which benefitthe successful delivery ofthe board'sstrategy

Committee membership key

• A Audit and Risk
• G Governance
• N Nomination
• Remuneration

R

Committee chair

Board diversity

Male	7	64%
Female	4	36%
White	10	91%

Asian/Asian British 1 9%

Governance framework

THE BOARD

The board as a whole is collectively responsible for the success of the company and for supervising its affairs. It sets the company's strategy, ensures that the necessary financial and human resources are in place to enable the company to meet its objectives and reviews management performance. It also defines the company's purpose and culture, and sets the company's values and standards to ensure that its obligations to its shareholders and other stakeholders are understood and met. It aims to provide leadership of the company within a framework of prudent and effective controls, which enables risk to be assessed and appropriately managed.

Chair

The Chair is primarily responsible for the leadership of the board to ensure that it carries out its role effectively and for succession planning.

Chief Executive Officer

The Chief Executive Officer is responsible for the implementation of the board's strategy, policies and the management of the company's activities, other than those matters specifically reserved for the board.

Senior Independent Director

The Senior Independent Director is responsible for providing a sounding board for the Chair and, if necessary, to serve as an intermediary for the other directors and shareholders.

BOARD COMMITTEES

MANAGEMENT COMMITTEES

Valuation Committee Formally reviews valuations of all of the company'sinvestments at each half-year and full-year end. Meetings are observed by representativesfrom the external auditor.

Investment Committee

Considers and formally approves new investments and proposed realisations. Other matters considered include the day to daymanagement ofthe company's business where not delegated elsewhere.

Private Capital Investment Committee Reviewsthe management of investments heldwithin the Private Capital pool and considers potential Private Capital transactions.

Investment Management Committee

Considers matters relating to the company'sinvestment portfolio.

Operational Risk Committee

Considersthe company's overallrisk strategy,reviewsthe internal financial controlsystems, and develops and implementsthe proceduresfor detecting fraud and preventing bribery.

Responsible Investment / Corporate Working Group

Advises and assistsin the development and implementation of Caledonia's approach to sustainability matters, including climate-related issues.

IT/AI Working Group

Crossfunctional working group established to review, advise and assist in the development and implementation of IT and AI policy and new technology.

Corporate governance report

Caledonia recognises the value of good corporate governance to deliver long-term sustainable success.

Membership and attendance

The board held six scheduled meetings during the year, together with two additional meetings convened atshort notice. Attendance of the directorswas asfollows:

Director	Meetings attended	Meetings eligible to attend
D C Stewart	8	8
M S D Masters	8	8
R W Memmott	8	8
J M B Cayzer-Colvin1	7	8
F A Buckley	8	8
Hon C W Cayzer	8	8
G B Davison	8	8
M A Farlow1	7	8
C L Fitzalan Howard1	7	8
L R Fordham	8	8
W P Wyatt1	7	8

1. Jamie Cayzer-Colvin, Anne Farlow, Claire Fitzalan Howard and Will Wyatt were each unable to attend one of the meetings which were called at short notice, due to pre-existing commitments.

Further information on the matters reserved for the board

Statement of compliance

The board considersthat the company has compliedwith the UK Corporate Governance Code ('Code') published in July 2018 for the duration of the reporting period. In making this assessment, the board gave particular consideration to Provision 19 of the Code as explained in Board composition on page 77.

A copy of the Code is available on thewebsite of the Financial Reporting Council atwww.frc.org.uk.

Pages 76 to 118 comprise the company's corporate governance statement.

The board and,where relevant, its committees made appropriate preparationsin response to the updated principles and provisions contained in the newCode published in January 2024,whichwill apply to the company'sfinancial year ending 31 March 2026 apart from Provision 29whichwill apply to the company'sfinancial year ending 31 March 2027.

The board

Overall responsibility and operation

As part of the company's governance framework,which is summarised on page 74, the board has adopted a formalschedule thatsets out those matterswhich itspecifically reservesforits own decision and thosewhich are delegated to board committees and to executive management. Mattersreserved forthe board's own decision include the following:

• responsibility forthe company'sstrategy, values and culture
• approval of the company's half-yearresults, full-yearresults and annualreport
• approval of the company's dividend policy and dividend distributions
• the appointment,re-appointment and removal of the external auditor
• the appointment and removal of directors of the company, as prescribed by the company's articles of association, and of certain other executives, including the Company Secretary
• the terms ofreference of board committees and the membership thereof
• directors'remuneration and terms of appointment
• setting annual budgets
• the company'ssystems ofrisk management and internal control, including proceduresfor detection of fraud and prevention of bribery
• responsibility forthe company's arrangementsto enable its employeesto raise any matters of concern
• treasury policies, banking counterparties and counterparty exposure limits
• significant capital transactions
• political donations.

The roles of the Chair, the Chief Executive Officer and the Senior Independent Director are separated and clearly defined in separate statements ofresponsibilities. These responsibilities are summarised in the governance framework on page 74.

The mattersreserved forthe board and the statements of responsibilities of the Chair, the Chief Executive Officer and the SeniorIndependent Director are reviewed by the board annually and published on the company'swebsite.

Appointment, induction and training

The company complieswith the recommendation of the Code that all directors of FTSE 350 companiesshould be subject to annual re-election by shareholders.

On appointment, newdirectors are offered induction and training considered appropriate by the board, and subsequently as necessary. The annual performance evaluation of the board encompassesthe identification of any individual training needs of board membersso that, if necessary, these can be reviewed by the Chairwith the directors concerned. The directorsreceive briefings at board meetings on regulatory and otherissuesrelevant to the company and its businesssector and, in addition, may attend external coursesto assist in their professional development.

Board composition

The board currently comprises 11 directors. Excluding the Chair, three of the directors are executive and seven are non-executive. The board considers all of the non-executive directorsto be independent otherthan Will Wyatt and The Hon C W Cayzer whowere executive directors priorto becoming non-executive directors and are also members of the Cayzerfamily concert party ('Cayzer Concert Party').

David Stewartwas appointed to the board as an independent non-executive directorin March 2015, before taking on the role of company Chairin July 2017. The board, on the recommendation of the Nomination Committee,whichwas chaired by Guy Davison, Caledonia's SeniorIndependent Director, further extended David's tenure as Chairin May 2025 until no laterthan the company's annual general meeting in 2026,subject to his annualre-election by shareholders. Thisfollowed an initial extension of one yearto July 2025 and lengthened David's anticipated service on the board by a little overtwo years. Whilst thisis beyond the nine yearsrecommended in Provision 19 of the Code histenure as company Chairwill not exceed nine years. As previously reported, the extensionswere considered appropriate following a period of notable board developmentwhich included the appointment of three newnon-executive directors and two executive directorsin 2022 and 2023. In considering the further extension of David'stenure for a limited period, the Nomination Committee took into account the ongoing succession planning activity to identify a newChair and the need to replace the skills and experience David bringsto the board. Following a careful assessment including feedback obtained as part of the board evaluation, the board concluded that he continuesto be an independent and effective chair.

As expected in the Code, at least half of the board's membersthroughout the year, excluding the Chair, were considered independent.

Board committees

Asidentified in the governance framework,which issummarised on page 74, the board has delegated certain specific areas of responsibility to the following standing committees: the Nomination Committee, the Audit and Risk Committee, the Governance Committee and the Remuneration Committee.

Further details of thework of each of these committees and their membership during the year are set out in theirrespective reports on pages 86 to 114.

The terms ofreference of each committee are reviewed annually and are available on the company'swebsite.

Board performance evaluation

The board conducts an annual evaluation of its performance and that of its committees and, in accordancewith good practice, engages an independent third party facilitatorto assist in this process every three years. Forthe year ended 31 March 2024, Board Level Partners('BLP')was engaged to conduct an externally facilitated evaluation of the board, its committees and individual directors asreported in the 2024 annualreport.

Forthe year ended 31 March 2025, the evaluation of the board as awhole and of its committeeswas undertaken internally, led by the Chair, andwas conducted by inviting individual board membersto complete questionnairesregarding the operation and effectiveness of the board and its committees. The analysis was collated by the Company Secretary and discussed by the Chair with each directorseparately.

The evaluation of the performance of the Chairwasled by the SeniorIndependent Director andwas discussed in a meeting of the non-executive directors. The performance of the executive directorswasreviewed by the Chair and the nonexecutive directors.

The results of the 2025 evaluation processwere considered by the board. The conclusionwasthat the board continued to function well in an atmosphere of open and constructive debatewith a good breadth ofskills, experience and viewpoints. Areasidentified for development included:

• long-term succession planning
• embedding the updated risk management framework
• ongoing training and development.

Corporate governance report (continued)

Key stakeholders, engagement and board decision making

Detailsin respect of the company's key stakeholders, together with commentary on howthe directors addressed the matters set out in section 172(1)(a) to (f) of the Companies Act 2006 (the 'Companies Act') asthey made decisions during the year, are set out in the Section 172 statement on pages 80 to 85.

Shareholders

Annual general meeting

As noted in the Section 172 statement, the company's annual general meeting remains an important part of Caledonia's shareholder communications programme. Allresolutions proposed at the 2024 annual general meetingwere passed.

The ninety-sixth annual general meeting of the companywill be held at 6 Park Place, St. James's, London SW1A 1LR on Wednesday, 16 July 2025 at 11.30 am. The notice of the annual general meeting and details of all of the resolutionsto be put to shareholders are set out in a separate circular published at the same time asthis annualreport.

General meeting

On 18 December 2024, a general meetingwas held forthe consideration by shareholders of a proposal to refresh the company'sthen existing authority to make market purchases of ordinary shares and at the same time to seek approval from independentshareholders of awaiver of the mandatory offer provisionsset out in Rule 9 of The City Code on Takeovers and Mergers('Rule 9 Waiver Resolution') in relation to the Cayzer Concert Party,which did not include a cap on the percentage of the ordinary sharesthat the Cayzer Concert Party can hold following market purchases. The background to and a detailed explanation of the proposalswas provided in the circular containing a notice of general meeting made available to shareholders on 26 November 2024.

Both resolutions proposed at the general meetingwere passed. The company is grateful to those shareholderswho took the time to engage in advance of the general meeting and to all shareholderswho voted in favour of the resolutionsfor theirsupport.

Relations with controlling shareholders

As at 19 May 2025, being the latest practicable date priorto the publication of this annualreport, the Cayzer Concert Party held 50.4% of Caledonia's voting rights.

Previously underthe Financial Conduct Authority's Listing Rules, where a premium listed company had a controlling shareholder orshareholders(being a person or persons acting in concertwho exercise or control 30% or more of the company's voting rights), the companywasrequired to enterinto awritten and legally binding agreementwhichwasintended to ensure that the controlling shareholder undertook to complywith certain independence provisions. The agreementsspecified underthe Listing Rules described above (whichwere required to be in place by 17 November 2014)were entered into by the company on 30 October 2014with The Cayzer Trust Company Limited ('Cayzer Trust') and separatelywith the Trustee of The Caledonia Investments plc Employee Share Trust ('Employee Share Trust'), which is deemed by The Panel on Takeovers and Mergersto form part of the Cayzer Concert Party.

The requirementspecified underthe Listing Rules described above wasremoved in July 2024. Following this change, the relationship agreements entered into by the company in 2014with Cayzer Trust and the Employee Share Trust automatically terminated. The company and Cayzer Trust agreed to enterinto a revised relationship agreement on 26 November 2024, conditional on the Rule 9 Waiver Resolution being passed. Underthis newagreement, Cayzer Trust agreed to, andwill use itsreasonable endeavoursto procure that other members of the Cayzer Concert Partywill:

• conduct all transactions and arrangementswith the company and other group members at arm'slength and on normal commercial terms
• not undertake any action, including proposing a shareholders' resolution, thatwould have the effect of preventing the company complyingwith its obligations underthe Listing Rules
• maintain a list of the members of the Cayzer Concert Party from time to time andworkwith the company to provide information to support the company's assessment of its compliancewith the requirementsto maintain investment truststatus
• if necessary, discussin good faithwith the company any actions that the company considers may be reasonably necessary to protect the company'sinvestment trust tax status.

The board confirmsthat, during the period underreviewand up to 19 May 2025, being the latest practicable date priorto the publication of this annualreport, the company hasthe ability to carry on its businessindependently of the Cayzer Trust.

Directors' conflicts of interest

Each director has a duty underthe Companies Act to avoid a situationwhere they have, or could have, a direct orindirect interestwhich conflicts, or may possibly conflict,with the company'sinterests. The Companies Act, however, allows directors of public companiesto authorise conflicts and potential conflicts where the articles of association contain a provision to this effect. The Companies Act also allowsthe articlesto contain other provisionsfor dealingwith directors' conflicts of interest to avoid a breach of duty.

There are safeguardsin the company's articles of associationwhich applywhen the directors decidewhetherto authorise a conflict or potential conflict of interest. First, only independent directors, being thosewho have no interest in the matter being considered, are able to take the relevant decision and,second, in taking the decision, the directors must act in awaywhich they consider, in good faith,will be most likely to promote the success of the company. The directors are able to impose limits or conditions when giving authorisationsif they think thisis appropriate.

The board has adopted proceduresto addressthe requirements of the Companies Act in relation to directors' conflicts of interest. Each newdirector on appointment isrequired to declare any potential conflictsituations,which may relate to them ortheir connected persons. These are reviewed by the board and, if necessary, also by the Governance Committee,which then considerswhetherthese situationsshould be authorised and, ifso,whether any conditionsto such authority should be attached.

Each board meeting includes a standing agenda item on conflicts of interest to ensure that all directors disclose any newpotential conflictsituations. These are then reviewed, again if necessary by the Governance Committee, and authorised by the board as appropriate. A register of directors' conflicts of interest is maintained by the Company Secretary and isreviewed annually by the Governance Committee.

The Corporate governance reportwas approved by the board on 19 May 2025 and signed on its behalf by:

David Stewart

Chair of the board 19 May 2025

The table belowhighlightswhere key content can be located elsewhere in this annualreport to enable shareholdersto evaluate howthe company has applied the principlesset out in the UK Corporate Governance Code.

	Page
Board leadership and company purpose
Chair's statement	14
Chief Executive Officer'sreport	16
Section 172 statement	80
Key performance indicators	22
Sustainability	44
Key stakeholders	81
Division of responsibilities
The board	76
Board committees	77
Membership and attendance	76
Composition, succession and evaluation
Board of directors	72
Board composition	77
Board performance evaluation	77
Nomination Committee report	86
Board and committee diversity policy	86
Audit, risk and internal control
Audit and Risk Committee report	88
Responsibility statements	119
Risk management	63
Going concern and viability	68
Internal control systems	91
Remuneration
Annual statement by the Chair of the
Remuneration Committee	96
Remuneration policy	99
Annual report on directors' remuneration	105

Section 172 statement How we engage with stakeholders and make decisions

Section 172 of the Companies Act 2006 (the 'Companies Act') requires each of our board directors, individually and collectively, to act in theway they consider, in good faith,would most likely promote the long-term success of the company forthe benefit of its members as awhole. In doing thisthey are required to have regard, amongst otherrelevant matters, to the:

• a. likely consequences of any decisionsin the long term
• b. interests of the company's employees
• c. need to fosterthe company's businessrelationships with suppliers, customers and others
• d. impact of the company's operations on the community and environment
• e. desirability of the company maintaining a reputation for high standards of business conduct
• f. need to act fairly as between members of the company.

In discharging their duties, each directorwillseek to balance the interests, views and expectations of Caledonia'sstakeholders, whilstrecognising that every decision the board makeswill not necessarily result in a positive outcome for all. However, the board's aim isto make sure that decisions are consistent and predictable. In so doing, itseeksto generate long-term compounding realreturnsthat outperform inflation by 3%-6% overthe medium to long term, and the FTSE All-Share index over 10 years. The company does not have customers. Rather, itsshareholders are the stakeholderswho most closely resemble customers.

In thissection,we describe each of our key stakeholder groups, theirimportance and howwe engagedwith them during the year. Also provided are examples of thewaysinwhich the board considered the interests of these stakeholders and had regard to the mattersset out in section 172(a) to (f) of the Companies Act when making its decisions.

Further details on howthe board operates can also be found in the Corporate governance report on page 76 and at www.caledonia.com.

Our stakeholders and their importance

Our shareholders

Our shareholders provide Caledonia's permanent capital and it is for their benefit that the directors are required to promote the company's success

We build and value long-term supplier relationships built on transparency, reliability and quality to support our investment activities

Stakeholders

aspect of investing, our team is key to delivering long-term performance. We seek to create an environment that enables us to attract, retain and develop exceptional people

The Caledonia Investments Charitable Foundation - we look to support communities which resonate with our history, values, culture and team

Caledonia intern programme - we remain committed to advancing new talent in our industry

Our portfolio companies and funds

Our portfolio companies, both public and private, and private equity funds provide the source of returns to our shareholders. We build rewarding relationships with, and a deep understanding of, our investments

Section 172 statement (continued)

Our shareholders

Shareholders provide Caledonia's permanent capital and it isfortheir benefit that the directors are required to promote the company's success.

We remain committed to a proactive and constructive dialoguewith shareholders to ensure:

• there is a good understanding of the company's purpose, performance and approach to environmental,social and governance matters
• the board is aware of issues that are important to them.

We communicatewith investors through numerous channels:

• our Chief Executive Officer and Chief Financial Officer hold regular meetingswith institutional investors, private clientstockbrokers and fund managers, particularly following the publication of our half-year and annual results
• a newprogramme ofspotlight eventsforinvestors and analysts on each of ourthree pools providing insight on the investment philosophy,strategy and portfolio, the first ofwhichwas held on the Private Capital pool in January 2025
• investor conferences attended by retail investors and fund managers
• regular market announcements, including monthly NAV announcements, half-year and annualresultswebcasts keep shareholders apprised of performance.

Further details on relationswith controlling shareholders can be found on page 78.

Why we engage How we engage How the board engages Outcomes

• The Chair and other non-executive directors are available to attend shareholder meetingsifrequested.
• Caledonia's annual general meeting is an important part of our communications programme, providing directors with the opportunity to meet shareholdersin person and to heartheir opinions.
• During the third quarter of the year, our Chair and Chief Executive Officer metwith independentshareholdersto seek their views on a range of mattersincluding the possibility of taking stepsto ensure that the company could continue to make share buybacks.

• Views put forward by shareholders and analysts are reported back to the board,with periodic reports and presentationsfrom the company's brokers and management on shareholder feedback and general market perception of the company.

• Shareholder perspectives and ongoing engagement are considered as part of strategy and other discussions.

• During the year,work to implement changesto ourinvestorrelations and communications activities continued, to furtherrefine our disclosures and ensure ourinvestment proposition is well understood and recognised by the market.
• Shareholder approval at the general meeting held on 18 December 2024 allowed usto continue repurchasing shareswithout a cap restricting the percentage of the ordinary shares that the members of the Cayzerfamily concert party are able to hold.
• Sentiment towardsinvestment companies, and in particularthose investing in private assets, continues toweigh on discounts acrossthe sector. We believe that the share price fundamentally undervaluesthe quality of the investment portfolio and itslong term performance. During the year, we repurchased 1,729,061 shares at an average discount of 33.7%,resulting in a 59.2p accretion to NAV pershare.
• In making its decision regarding the 2025 interim and final dividends, the board considered shareholders' expectations, the netrevenue generated by the company and the capacity of the company to pay dividends out of free cash flow, taking into account future dividend liquidity requirements and availability.
• The board intendsto increase future interim dividendsto 50% of the prior year'stotal annual dividend, ensuring a more balanced dividend profile and providing a more predictable income stream to ourshareholders.
• The board isrecommending a 10:1 share split to shareholdersfor approval at the 2025 annual general meeting. Thiswill reduce the nominal value of ordinary sharesfrom 5p to 0.5p and is expected to improve affordability and flexibility for smallershareholders.

Our people

Why we engage	How we engage	How the board engages	Outcomes
Ourteam is key to delivering long-term performance.	We encourage honest and open communication, both formally and	• Caledonia has a small number of employeeswhich enables	• This yearwe launched oursecond colleague engagementsurvey to help
Recruiting,retaining and developing engaged and experienced employeeswho share our values and culture is central to delivering Caledonia's purpose.	informally, to ensure employees remain closely involvedwith the success of the business. Further details on ourworkplace can be found on page 62.	regularformal and informal accessto board directors, irrespective ofseniority, togetherwith frequent colleague involvement in board and committee meetings. As such, the board believesthat these existing arrangements are effective and therefore the methodsforworkforce engagementsuggested by the UK Corporate Governance Code are not necessary.	us better understand the views of our employees and howwe can continue to develop and improve. We are pleased that 92% of colleaguesresponded to the survey and theirfeedbackwill help shape our plans overthe next two years. • Following shareholder approval at the 2024 annual general meeting,we will launch our all employee Share Incentive Plan in Summer 2025. Thisis an HMRC approved plan andwill offer all employees, irrespective ofseniority, the opportunity to build up a tax efficient

employees.

Section 172 statement (continued)

Our portfolio companies and funds

Why we engage	How we engage	How the board engages	Outcomes
Our portfolio companies, both public and private, and private equity funds provide the source ofreturnsto ourshareholders.	Ourfocusremains on long term carefulstewardship to create value for ourshareholders. We seek to build rewarding relationshipswith, and a deep understanding of, ourinvestments. Public Companies • We use in-house and third party research to closely monitor the performance of companiesin the Income and Capital portfolios. • Meetings with management teams are an important part of our ongoing stewardship activities. • We make considered use of our voting rights at allshareholder meetings. Private Capital • Our employeesserve as non-executive directors on the boards of portfolio companies inwhichwe hold a significant investment, providing oversight and helping to ensure that our board is kept apprised of key developments and the views of a broader group ofstakeholders. Funds • Alongside proactive monitoring of fund performance,we are represented by employees on numerous advisory committees established by the managers of the fundsinwhichwe invest. • A regular programme of meetings	Decision making issupported by comprehensive regular reporting to the board by the Heads of Public Companies, Private Capital and Funds, supported by members of their respective teams. Private Capital • Our programme of presentationsfrom the leadership of portfolio companies provides directors additional insight to assistwith investment decision-making. • In January 2025, the directors attended a conference and dinnerwith portfolio company management,which included business presentations and provided the opportunity to meet a broader group ofsenior management. • Following the acquisition of AIR-serv Europe, the board received a series of presentationsfrom management providing an overviewof the business and attended a tour of its Wigan site, providing first hand insight into the day to day operations of the business.	Public Companies • Overthe course of the year, the team attended over 30 meetingswith portfolio company management and used their voting rights at allshareholder meetings. Private Capital • As part of ourlong-term approach to investment, close engagementwith our Private Capital companies contributes to a strong governance framework to support growth and create value. • Caledonia acquired a majority stake in Direct Tyre Management Limited, the UK'sleading independent provider of outsourced tyre managementservices to fleet operators during the year. The acquisitionwas consistentwith Caledonia'sstrategy of investing in quality,robust,well established private companies,with proven management teams, and seeking a long-term supportive shareholder. Funds • Overthe course of the year, the team has attended in excess of 150 meetings with our portfolio fund managers, including annual meetings, advisory board meetings, in-person meetingsin the UK, Asia or North America and virtual meetings held online.

with fund general partners, other limited partners and investee businesses enables us to gain real insight into the ongoing management of our portfolio.

Further details on ourstewardship activities can be found on page 46.

Community

We look to support the communities in which the company and ourinvestee companies operate and charities which resonate with our history, values, culture and team.

We support advancing new talent and social mobility within the investment management industry.

Why we engage How we engage How the board engages Outcomes

Charitable giving The Caledonia Investments

Charitable Foundation ('Foundation') isthe focusfor Caledonia's charitable activity, providing support to many good causes each year. The company made a grant of £300,000 to the Foundation during the year.

Volunteering

As part of our ongoing charitable commitment and to further encourage employeesto support the Foundation, togetherwith other charities and good causes,we provide up to two additional days of leave each yearto employeesso they can volunteertheirtime.

Intern and alumni programme

With support from an independent facilitator and involvement from employees acrossthe business, the programme providesinternswith an invaluable insight into Caledonia, the investment management industry and helps build skillsfor theirfuture careers.

Further details on our community activities can be found on pages 58 to 60.

Charitable giving

The Foundation reports formally on its activitiesto the board each year.

Intern and alumni programme

Each year, one of our non-executive directors isinvited to participate in an event inwhich ourinterns pitch theirinvestment ideas at the end of their month long programme.

Charitable giving

Numerous charitiesreceived varying levels of support overthe year.

Notable multi-year donationswere provided to:

• the Cornwall Community Foundationwhich seeks to improve the lives of individualswithin Cornwall
• the Maritime Volunteer Service to purchase equipment and to train its membersin maritime, engineering, operations and communications skills.

A donationwas also provided to Horatio's Garden forthe continued development of gardensin NHS spinal injurywards,which marked the end of the Foundation's multi-year commitment.

Other notable donationsincluded those to Joshua Orphan and Community Care,supporting community-driven sustainable projectsin Malawi, and The Passage, a UK charityworking to prevent and end street homelessness.

Volunteering

Employeessupport the Foundation, charities and other good causes by volunteering theirtime, alongside fundraising and participating in charitable events.

Intern and alumni programme

• 12 successful candidateswho aspire to have a careerin investment managementwere offered places on our annual internship programme.
• Ourintern alumni programme helpsto foster enduring relationshipswith ourinterns asthey begin their careers and provides uswith accessto potential future talent and networks.

Why we engage How we engage How the board engages Outcomes

We value long-term supplierrelationships built on transparency,reliability and quality to support our investment activities.

We benefit from good relationships, often built over many years,with suppliers and adviserswho share our values.

The board isinformed on key supplier matterswhere relevant.

We operate clear payment practicesto ensure fair and prompt payment forthe goods and services we receive. We agree payment termswhen contractingwith suppliers and abide by them when we are satisfied thatwe have received the goods or servicesin accordancewith the agreed terms and conditions. Whilstwe are not a signatory of the UK Prompt Payment Code,we paid more than 82% of oursupplierinvoiceswithin 30 days during the year, with 94% paidwithin 60 days.

Nomination Committee report

The Nomination Committee focuses on evaluating the directors, considering the skills and attributes needed for the long term. It identifies suitable board candidates and assists with succession planning.

Membership and attendance

Further information on the Nomination Committee's terms of reference

The membership and attendance record of the Committee during the yearwas asfollows:

	Meetings attended	Meetings eligible to attend
D C Stewart (Chair)	3	3
F A Buckley	3	3
Hon C W Cayzer	3	3
G B Davison	3	3
M A Farlow	3	3
C L Fitzalan Howard	3	3
L R Fordham	3	3
W P Wyatt	3	3

Responsibilities

The Committee isresponsible for:

• • regularly reviewing the structure,size and composition of the board, including itsskills, knowledge, experience and diversity
• • considering succession planning for directors and, ifrequested by the board, othersenior executives
• • identifying and recommending to the board candidatesto fill board vacancies, using externalsearch consultants where necessary
• • keeping underreviewthe leadership needs of the company, both executive and non-executive
• • reviewing the time commitmentrequired from non-executive directors, ensuring they receive formal letters of appointment thatset out clearly the company's expectations.

Diversity and inclusion

Caledonia's policy isto appoint candidatesto roles based on merit and against objective criteria. The Committee seeksto ensure that the board and its committees have a diverse mix ofskills, experience, perspectives, opinion and knowledge,which facilitates discussion and debate to enable the successful delivery of the company'sstrategy. Itremains committed to increasing diversity and inclusion overtime.

Whilst Caledonia has not adopted any measurable diversity and inclusion objectivesto date, externalsearch consultants are required to put forward diverse candidatesfor newpositions. The Committee continued to focus on achieving the board composition targetsset by the FTSE Women Leaders Review, the Parker Review and the Listing Rules during the year.

Detailed gender and ethnicity diversity analysisin respect of the board, including progress against the targetsset out in the Listing Rules, and Caledonia more broadly, is provided on page 61.

Company Chair

Iwas appointed to the board as an independent non-executive directorin March 2015, before taking on the role of Chairin July 2017. The board, on the recommendation of the Committee,which was chaired by Guy Davison, Caledonia's SeniorIndependent Director, hasfurther extended my tenure until no laterthan the company's annual general meeting in 2026,subject to my annual re-election by shareholders. Thisfollowed an initial extension of one yearto July 2025 and haslengthened my anticipated service on the board by a little overtwo years. Whilst thisis beyond the nine yearsrecommended in Provision 19 of the UK Corporate Governance Code (the 'Code'), my tenure as company Chairwill not exceed nine years. As previously reported, these extensions were considered appropriate following a period of notable board developmentwhich included the appointment of three new non-executive directors and two executive directorsin the past three years. In considering the further extension of my tenure for a limited period, the Committee took into account the ongoing succession planning activity to identify a newChair,which is being led by Guy, and the balance ofskills and experience on the board.

Work of the Nomination Committee

The Committee met on three occasions during the year. Areas of focusincluded:

• • consideration of the tenure, independence, balance of executive, non-executive and independent non-executive directors and the gender balance of the board, particularly against targets including those set by the FTSE Women Leaders Review, the Parker Reviewand the Listing Rules, togetherwith the expectationsset out in the Code
• • consideration of a detailed skills, experience and diversity matrix, which sought to identify future recruitment priorities based on identified gaps, industry and stakeholder expectations and good practice
• • consideration of the contributions and effectiveness of the non-executive directorsseeking re-election at the 2024 annual general meeting, priorto giving recommendationsto the board and shareholdersfortheirre-election
• • consideration of the company'sinternalsuccession plan overthe short, medium and long term
• • the renewal of Guy Davison'sletter of appointment, extending histerm of office to 2027.

Committee evaluation

The activities of the Committeewere considered as part of an internal effectivenessreviewwhich issummarised on page 77. The board found that the Committee functionedwell,with the appropriate balance of membership,skills and experience.

David Stewart

Chair of the Nomination Committee 19 May 2025

Audit and Risk Committee report

The Audit and Risk Committee plays a significant role in ensuring that the company's financial statements are properly prepared and the system of controls that is in place is effective and appropriate to manage and mitigate risk.

Membership and attendance

The membership and attendance record of the Audit and Risk Committee during the yearwas asfollows:

	Member since	Meetings attended	Meetings eligible to attend
L R Fordham (Chair)	January 2022	3	3
G B Davison	January 2018	3	3
M A Farlow	March 2022	3	3

Further information on the Audit and Risk Committee's terms of reference

Dear Shareholder

I am pleased to present the Audit and Risk Committee'sreport once again.

The Committee'sresponsibilitiesinclude:

• • monitoring the integrity of the company'sfinancialstatements and reviewing any significant financialreporting judgements they contain, togetherwith associated company announcements
• • reviewing the company'ssystems of internal control
• • considering Caledonia's approach to risk, including strategy, risk appetite and the identification of principal and emerging risks, togetherwith the monitoring, management and mitigation of such risks
• • overseeing the relationshipwith the external auditor
• • considering annuallywhether an internal audit function isrequired.

The Committee comprised exclusively of independent nonexecutive directorswith significant financial and sector experience and met three timesin the year ended 31 March 2025, in May and November 2024 and in March 2025. Since the year end, the Committee met again in May 2025 to consider mattersrelating to the 2025 annualreport and financialstatements.

The Chief Executive Officer,the Chief Financial Officer,the Company Secretary and members of Caledonia'sfinance team attended all meetings, togetherwith the company's external auditor, BDO LLP ('BDO'). From time to time, other board members and/orsenior executives may also be invited to join all or part of a meeting. The Committee also held separate discussionswith BDO's audit partner without management participationwhere appropriate.

The areas of focusforthe Committee during the yearincluded:

• • the valuation of unlisted assets
• • the company'sfinancialreporting, togetherwith BDO's audit findings and viability and going concern reviews
• • the company's Task Force on Climate-related Financial Disclosures('TCFD')reporting
• • the development of Caledonia'srisk management framework
• • the company'srisk dashboard and controls assurance reports.

In the year ahead, amongst the usual areas of focus, the Committeewill continue to consider management's proposed approach to the changesto audit,risk and internal controlset out in the 2024 edition of the UK Corporate Governance Code (the '2024 Code'). It isintended that a declaration of the effectiveness of Caledonia's material controlswill be made in the 2027 annual report, asset out in the 2024 Code. Work to support this declaration iswell progressed.

Iwould like to express my thanksto my colleagues on the Committee fortheir diligence overthe past year. Wewill once again be available at this year's annual general meeting to answer any questions on thework of the Committee.

Lynn Fordham

Chair of the Audit and Risk Committee 19 May 2025

Work of the Committee

The Committee undertook the following activities during the year1 :

Area of	Activity		Meetings considered at
responsibility		May	Nov	Mar
Reporting	• Reviewed draft results and annual report for the financial year ended 31 March 2024, including key accounting judgements, going concern and viability, and considered whether the report wasfair, balanced and understandable
	• Reviewed draft half-year results and reporting for the six months ended 30 September 2024, including key accounting judgements, going concern and viability
	• Reviewed accounting standard amendments, together with likely impact (if any)
	• Reviewed TCFD reporting for the year ended 31 March 2024
	• Reviewed approach to TFCD reporting for the year ended 31 March 2025
Valuations	• Considered valuations of unlisted investments as at 31 March 2024 and 30 September 2024, including assessments undertaken by the Valuation Committee
Internal control	• Considered control environment reporting for companies within the Private Capital pool
	• Considered controls assurance reportsfor human resources, the Enterprise Resource Planning ('ERP')system and investment custody services
	• Considered approach to identifying key controls and proposed assurance map
Risk	• Reviewed the company'sinvestment and operational risk dashboards
	• Considered the company'sinvestment risk report
	• Received a comprehensive update on cybersecurity, disaster recovery and information technology matters
	• Considered principal risks, risk appetite and developmentsto risk management framework
External audit	• Reviewed BDO's external audit report on the draft results and annual report for the financial year ended 31 March 2024, together with the management representation letter
	• Considered BDO'sreview of the resultsfor the six months ended 30 September 2024
	• Approved BDO'sfee proposalsfor the year ended 31 March 2025 and engagement letters
	• Reviewed BDO's external audit plan and strategy
	• Considered the FRC's Audit Quality Inspection and Supervision Report in respect of BDO, together with the FRC's overview of the audit quality of the largest audit firms, and BDO'sresponse to the FRC'sfindings
Internal audit	• Considered the need for an internal audit function
Governance	• Reviewed the Committee'sterms of reference
	• Reviewed and approved the policy for the provision of non-auditservices by the independent auditor
	• Reviewed and approved the policy for external auditservices procured by investee companies
Other matters	• Considered ongoing investment truststatus compliance

1. Since March, the Committee considered mattersregarding the year ended 31 March 2025, which included:

• considering valuations of unlisted investments, including assessments undertaken by the Valuation Committee

• reviewing the results and annual report, accounting judgements, going concern and viability and consideration of whether the annual report wasfair, balanced and understandable

• reviewing BDO's external audit report on the results and annual report for the financial year ended 31 March 2025

• approval of thisreport.

Audit and Risk Committee report (continued)

Significant matters considered

Topic	Description of the matter	Committee considerations
Financial statements	The Committee reviewed the form and content of the 2025 annualreport and financialstatements, including TCFD reporting. In conducting its review, the Committee considered reports prepared by management and the external auditor. Management'sreports provided an analyticalreview of the financialstatements, comparing the current to prior yearfinancial position and results, and detailed the judgements and sources of estimation uncertainty involved in applying the accounting policiesto the financial statements. The Committee also noted that therewere no newaccounting standards applicable forthe current year. In addition, the Committee reviewed reports prepared by management to support the going concern and viability statements and, asrequested by the board, compliancewith the annualreport's'fair, balanced and understandable' provisions of the 2018 edition of the UK Corporate Governance Code (the '2018 Code').	The significant issue the Committee considered in relation to the 2025 financialstatementswasthe valuation of unlisted investments as described below.
	The Committee recommended approval of the 2025 annualreport and financialstatementsto the board.
Valuations of unlisted investments	The Committee recognisesthat unlisted investmentsin the Private Capital and Funds pools are a significant component of the company's assets and that their valuation issubject to considerable judgement and uncertainty. The Chair of the Committee also chairs meetings of the Valuation Committee,which scrutinisesthe valuation of unlisted investments, adherence to the company's valuation policy and consistency of valuation methodologies overtime. Reporting is provided to the Committee on the assessments undertaken, including the quality ofreviewand challenge.	The Committee,supported by thework of the Valuation Committee,was consciousthat Funds pool valuations are based on the latest NAVs provided by the underlying managers, generally either based on 30 September 2024 or 31 December 2024 valuations, adjusted for cash movements(distributions and drawdowns). The Committee considered market movementssince the last NAVswere provided, including those which occurred afterthe year end and the volatility caused by US global trade policy and tariff announcements. The Committee took comfort from management having considered all available sources of information and performed its own analysis,with the conclusion that market index movements priorto Caledonia's year end did not, in isolation, provide a compelling reason to adjust manager NAVs.
		The key inputsinto the valuation of Private Capital businesses were considered, including the broad range of factorsimpacting market multiples utilised in the valuation process. An additional exercise conducted by management to considerthe impact of US trade policy and tariffs on the portfolio companies, both from a direct and indirect perspective, concluded that, at the time of the assessment, the overall impactwas expected to be minimal. This conclusion also provided comfort. BDO's audit partner attends Valuation Committee meetings, with other members of the Audit and Risk Committee invited to
Going concern and viability	The directors are required to make a statement in the annualreport as to going concern and Caledonia'slonger-term viability. The Committee provides advice to the board on the form and content of thisstatement,	participate. Taking into account the assessment of the group'sstresstesting results, the Committee agreed to recommend the going concern and viability statements and three-year viability period
	including the underlying assumptions. The Committee evaluated a report from managementsetting out its viewof Caledonia'slonger-term viability and the content of the proposed going concern and viability statements. Thisreportwas based on the group's base case of forecast liquidity over three yearsto May 2028, developed from the corporate financial plan. In making this assessment, the directorstook comfort from the results of two stresstests overthe five-year period to 31 March 2030 that considered the potential impact ofsignificant market downturn conditions.	to the board for approval. The outcome of this activity led the Committee to recommend to the board to make the statement on page 68.
	The firststresstest addressed two discrete scenarios: a 5% reduction in the value of Sterling versusthe US dollar compared to the rate on 31 March 2025 and a 12-month delay to Private Capital poolrealisations.
	The second stresstest modelled a market downturn event over a two-year period reflecting: a fall in investment income from the Public Companies and Private Capital pools of 20% and 100% respectively, an inability to realise the Private Capital portfolio and a 50% reduction in distributions from the Funds pool. To simulate an extreme downside scenario,the impact of a market downturn event and all fund commitmentsfalling duewas also assessed.
	A three-year periodwas chosen given the group'slong-term investment objective, the resilience demonstrated by the stresstesting and the relatively lowworking capitalrequirements of the group.

Financial reporting

Fair, balanced and understandable statement

The Committee reviewed the draft annualreport and, taken as awhole, considered it to be fair, balanced and understandable.

To assist in reaching this view, the Committee considered a report prepared by management highlighting the positive and negative statementsit included to ensure that they fairly reflected the resultsforthe year. The Committee recommended to the board that the statement of directors'responsibilitiesin respect of the annualreport and the financialstatements,set out on page 119, should be signed accordingly.

Assurance

The Committee obtains a range of assurance to provide comfort that the company's controls are providing adequate protection from risk. These include controls assurance reportsfrom management. The Committee also receivesinput from the external auditorwhen evaluating the effectiveness of internal controls. Use is also made of external benchmarking and frameworksto provide additional assurance in certain areas of the company's operations. For example, the National Institute of Standards and Technology ('NIST') Cybersecurity Framework (CSF) 2.0 has been used to assess Caledonia's ability to prevent, detect and respond to cyber attacks and also to identify areasforimprovement.

Internal control and risk management

The board of directorsisresponsible forthe company'ssystem of internal control and forreviewing its effectiveness. The system is designed to manage,ratherthan eliminate, the risk of failure to achieve business objectives and can only provide reasonable and not absolute assurance against material misstatement orloss.

The Committee completed a reviewof the investment and operationalrisk dashboards prepared by management, identifying the principal businessrisksimpacting the company, togetherwith the mitigating controlsin operation and actionsidentified for continuousimprovement. Following the publication of the 2024 Code, the Committee also considered preparationsto support the board's declaration of the effectiveness of the company's material controlsin the 2027 annualreport.

The Committee considered the effectiveness of the company's internal control environment and the structure in place to resolve identifiedweaknesses. Itreviewed controls assurance reports on human resources, the ERP system and the investment custody services provided to Caledonia by its external custodian. The approach to governance and the control environment of investee companieswithin the Private Capital poolwas also subject to review. Ongoing compliancewith requirementsforinvestment truststatuswas also considered.

A comprehensive update on cybersecurity, disasterrecovery and information technology matterswas once again provided to the Committee. Thisincluded:

• • an overviewof the cyberthreat landscape
• • an update on recent market incidents
• • a summary of employee training and regular phishing simulations
• an explanation of Caledonia's maturity against the NIST Cybersecurity Framework
• technology improvements made during the year and the planned roadmap forfurther developments during the next 12 months and beyond
• the ongoing evolution of cyberresilience and disasterrecovery preparedness.

Internal audit

Asthe company does not have an internal audit function, the Committee considers annuallywhetherthere is a need for one. The company is an investment trust and managesits non-consolidated subsidiaries as other private company investments,with each business operating its own risk management processes. The company closely monitorsits control environment and those of its private company investments. Specialist externalresources are also usedwhen appropriate, for example in testing key cybersecurity controls. The Committee recommended to the board that an internal audit functionwas notrequired at the present time.

External auditor

External auditor	BDO LLP
Appointed	July 2021
Re-appointment	To be proposed at the 2025 annual
	general meeting
Lead partner	Peter Smith
Lead partner appointed	July 2021
Lead partner rotation	Following the conclusion of the audit for the
	year ending 31 March 2026

Audit and Risk Committee report (continued)

Audit effectiveness

Audit quality isreviewed continuously throughout the year by both the Chief Financial Officer and the Committee. The focusis centred on the following:

• • the quality and seniority of the external auditor'sstaff
• the use ofspecialiststaff in areasincluding the valuation of unlisted assets and pensions
• the appropriateness of the planned audit methodology as applied to Caledonia's business activity
• the level of challenge on key areas of judgement and professional scepticism displayed, togetherwith the quality ofreporting to the Committee
• the quality of delivery, including achieving key audit project milestones and reporting to the Committee.

The following series of indicators have been established to assess BDO's audit quality:

• • FRC quality inspectionsresults,when available
• the percentage of hours of continuity acrossthe engagement team
• partner and manager hours, including independent partner reviews, as a percentage of the total hours on the engagement
• • hours ofspecialist time
• percentage of hoursspent ahead of year end compared to those planned
• • percentage of key milestones achieved.

During the year, the Committee considered the FRC's AuditQuality Inspection and Supervision Report of BDO, published in July 2024, and sought assurance from the audit partnerregarding BDO's response to the FRC'sfindings. In particular, the Committee sought comfort that BDO'sincreased marketshare had not negatively impacted audit quality, the changes made to processesin light of the FRC'sreport andwhat impact these may have on recruitment and staff morale. Regular updates on the progress of BDO's response have been sought by the Committee.

The Committee considered the following situationswhere the auditors had challenged management's assumptions, including:

• the valuation of unquoted investments,specifically the valuation of Private Capital and Fund investments and the risk posed by stale pricing, including the risk of management override of controls
• the valuation of defined benefit pension scheme assets and liabilities, including an expertreview.

Independence, objectivity and non-audit work

To safeguard the auditor'sindependence and objectivity, the Committee maintains a schedule ofspecific non-audit activities which may not be undertaken by the external auditor,within the broad principlesthat the external auditorshould not audit its own work,should not make management decisions on behalf of the company,should not be put into the role of advocate forthe company and that no mutuality of interestshould be created between the company and the external auditor. As a result of the rigorousreviewby the Committee on non-auditservices carried out by BDO,reliance on the auditor'sinternal independence controlsislimited.

The Committee hasin place a policy forthe provision of non-audit services, meeting the requirements of the FRC's Revised Ethical Standard 2024,whichwaslastreviewed in March 2025. Certain non-auditservices are prohibited. Permitted services are subject to approval by the Chief Financial Officer and the Committee. Total fees payable for non-auditwork carried out by the company's auditor are subject to limits.

The lead audit partnerisrequired to rotate every five years and other key audit engagement partners every seven years. The lead audit partnerwill therefore be replaced following the conclusion of the audit forthe year ending 31 March 2026. No contractual obligationsrestrict the Committee's choice of external auditor.

Forthe financial year ended 31 March 2025, the total feesfor non-auditserviceswere £114,900, 25% of the total audit fees (2024: £188,500, 18%). For 2025, non-audit feesrepresented 14% of the average audit fees paid in the previousthree financial years andwere solely related to BDO'sindependentreviewof the company's half-yearreport. For 2024, the majority of non-audit feeswere related to BDO'sindependentreviewof the company's half-yearreport and the balancewasincurred by Seven Investment Management, a formerinvestee company, in connectionwith CASS assurance activities. These serviceswere closely related to thework performance by BDO during the audit orrequired by law orregulation. Analysisis provided in note 2 to the financial statements on page 139.

During the year, BDO provided non-auditservicesto associated company Stonehage Fleming. Asthe company does not control Stonehage Fleming, the Committee haslimited oversight over the feesincurred. However, BDO confirmed that appropriate safeguards are in place and an assessment to possible threats to independence from non-controlled affiliateswas performed.

The Committee concluded that BDO remainsindependent and objective, and that the level of non-audit to audit fees remains acceptable.

Key audit matters raised by the external auditor The following key audit matterswere raised by the external auditor:

• • valuation of unquoted Private Capital investments
• • valuation of Fund investments.

Areas reviewed by the external auditor at the Committee's request

The Committee did notrequest any specific areasforreview by BDO beyond the normal cycle of audit activity.

Private meetings

During the year, the Chair of the Committee metseparately and privatelywith the Chief Financial Officer and BDO. The Committee also met BDOwithout management present.

Committee evaluation

The activities of the Committeewere considered as part of an internal effectivenessreviewwhich issummarised on page 77. The board found that the Committee functionedwell,with the appropriate balance of membership,skills and experience.

Statement of compliance

Thisreport has been prepared in compliancewith the Competition and Markets Authority 2014 Order on statutory auditservicesfor large companies.

Lynn Fordham

Chair of the Audit and Risk Committee 19 May 2025

Governance Committee report

The Governance Committee monitors and reviews the ability of each director to act in the interests of shareholders as a whole and to exercise independence of judgement.

Membership and attendance

The membership and attendance record of the Committee during the yearwas asfollows:

	Meetings attended	Meetings eligible to attend
G B Davison (Chair)	5	5
F A Buckley	5	5
M A Farlow	5	5
C L Fitzalan Howard	5	5
L R Fordham	5	5

Responsibilities

The Committee isresponsible for:

• keeping underreviewcorporate governance mattersrelating to the company
• monitoring and reviewing the company's compliancewith the Listing Rulesrelating to companieswith controlling shareholders
• considering the ability of each directorto act in the interests of shareholders as awhole and to exercise independence of judgement free from relationships or circumstancesthat are likely to, or could appearto, affect theirjudgement
• reviewing actual or potential conflictsituationsrelating to directors,which may require the prior authorisation of the board underthe Companies Act 2006, and making recommendations to the board astowhethersuch situationsshould be authorised and, ifso,whether any conditions,such as duration orscope, should be attached
• an annualreviewof all actual or potential conflictsituations previously authorised by the board to ensure they remain appropriate
• making recommendationsto the board in circumstanceswhere it believesthat a director may be subject to a conflict of interest that may prejudice their ability to exercise independence of judgement, including that the director abstainsfrom participating in any decision of the board or any of its committees on the matter concerned.

Work of the Committee

The Committee met five times during the year. Particularfocuswas given to the governance related matters arising from the company seeking from independentshareholders an uncappedwaiver of the mandatory offer provisionsset out in Rule 9 of The City Code on Takeovers and Mergersin relation to the Cayzerfamily concert party ('Cayzer Concert Party'). These provisions concerned the obligation that could arise on the Cayzer Concert Party to make a general offerforthe entire issued share capital of the company as a result of purchases by the company of ordinary shares. This included, for example,receiving updates on consultation and engagementwith independentshareholders, considering the implicationsforthe company and the independentshareholders of seeking thewaiver and undertaking a comprehensive review, and associated negotiations of a newrelationship agreement between the company and The Cayzer Trust Company Limited ('Cayzer Trust'), as described on page 78,with the support of our advisers. This agreementwassubsequently recommended to the board for approval.

Other principal matters considered by the Committee included:

• the reviewand approval of the Corporate governance and Governance Committee reportsforthe year ended 31 March 2024
• the influence of the Cayzer Concert Party on Caledonia's board andwhetheritwasin the general interest of the non-Cayzer Concert Party shareholders,with the conclusion that itwas
• considering potential governance related matters emerging from succession planning forthe company's Chair
• the reviewand approval, on behalf of the board, ofstatements of compliancewith the independence provisions of the Listing Rulesrelating to listed companieswith controlling shareholders
• the reviewof potential conflictsituations notified by directorsin accordancewith the Companies Act 2006 and the making of recommendationsto the board in relation thereto
• proposed changesto the UK Corporate Governance Code and Listing Rules.

Committee evaluation

The activities of the Committeewere considered as part of an internal effectivenessreviewwhich issummarised on page 77. The board found that the Committee functionedwell,with the appropriate balance of membership,skills and experience.

Guy Davison

Chair of the Governance Committee 19 May 2025

Directors' remuneration report Annual statement by the Chair of the Remuneration Committee

The Remuneration Committee ensures that remuneration arrangements remain closely aligned to Caledonia's business model and strategy, the ultimate aim of which is to generate long-term compounding real returns that outperform inflation over the medium to long term, and the FTSE All-Share index over 10 years.

Membership and attendance

The membership and attendance record of the Remuneration Committee during the yearwas asfollows:

	Member since	Meetings attended	Meetings eligible to attend
M A Farlow (Chair)	March 2022	3	3
F A Buckley	March 2023	3	3
C L Fitzalan Howard	July 2019	3	3
D C Stewart	July 2015	3	3

Further information on the Remuneration Committee's terms of reference

The Companies Act 2006 requiresthe company's auditorto report to the shareholders on certain parts of the Directors'remuneration report and to statewhether, in its opinion, those parts of the report have been properly prepared in accordancewith the Large and Medium-sized Companies and Groups(Accounts and Reports) (Amendment) Regulations 2013. The parts of the Annualreport on directors'remuneration that have been audited are indicated in the report. The Annualstatement by the Chair of the Remuneration Committee and the Remuneration policy are notsubject to audit.

Dear Shareholder

On behalf of the board, I am pleased to introduce Caledonia's Directors'remuneration report forthe year ended 31 March 2025.

Remuneration policy

Ourremuneration policywas approved by shareholders atthe 2023 annual generalmeeting by amajority of almost 99%, following consultationwith the company'slargestshareholders. The principal elements ofthis policy are reproduced on pages 99 to 104 for ease ofreference. During the year,the policy operated asintendedwith respectto company performance, pay structure and quantum. No changesto the policy are proposed this year.

Ourremuneration policy is designed to align the remuneration of Caledonia'sleadership teamwith the experience of ourshareholders through themeasurement ofNAVTR growth and exposure to share price performance and dividends. The policy therefore includes equity-based remuneration in the formof deferral of bonusinto shares, long-termperformance share scheme awards and shareholding requirements. The Committee aimsto ensure that the overall quantumand structure of pay are competitive, but not excessive. Remuneration islinked to the company'slong-term strategy and performance and the policy seekstomotivate Caledonia'sleadership teamto generate sustainable long-term returns. The Committee believesthatthe current policy alignsthe interests ofthe company'sleadershipwith those ofshareholders. For example, Mat Masters, our Chief ExecutiveOfficer, holds around eleven times his basic salary in the company's equity via Performance Share Plan awards,mandatory bonus deferral and compliancewith ourshareholding requirements.

The Committee continuesto keep abreast of developments impacting executive pay including, for example,the newUK CorporateGovernance Code published by the Financial Reporting Council in January 2024. Small adjustmentsweremade in the year to ensure thatthe companywill comply in full in the currentfinancial year. Thisincluded the approval of a new,standalonemalus and clawback policy, covering all ofthe company's discretionary share plans.

Caledonia has a small number of employees based in a single office. This enablesthe Committee to setthe remuneration of both executive directors and seniormanagementin context. Regular reporting provides uswithwide-ranging data, including employee attrition rates, promotion decisions and training and development, togetherwith gender pay gap analysisto ensure Caledoniamaintains equal pay forwork of equal value.

Notwithstanding that Caledonia is notlegally required to do so,we have once again reported pay ratio information in relation to the Chief ExecutiveOfficer, in accordancewith The Companies(Miscellaneous Reporting) Regulations 2018. Thisinformation isset out on page 113.

Remuneration for the year ended 31 March 2025

The Annualreport on directors'remuneration set out on pages 105 to 114 describesin detail howourremuneration policy has been applied forthe year ended 31 March 2025. Itis also summarised in Remuneration at a glance on page 98.However, Iwould like to highlightthe following points.

Half ofthe bonusfor Mat Masters and Rob Memmottwas determined by reference to company performance and halfsubjectto the delivery ofindividual performance objectives. ForJamie Cayzer-Colvin,who has specific responsibility forthe Funds pool, 25% of his bonuswas determined by reference to company performance, 25% to his pool's performance, 35% to his pool's objectives and 15% to individual performance objectives.

Forthe 2025 financial year,the company performance element of the annual bonuswas assessed by reference to the relative performance ofthe company'sNAVTR againstinflation,which for bonus purposeswastaken as 3%, or actual inflation if greater,with a 10% pay-outifthe company'sNAVTRmatched inflation, increasing incrementally to themaximumentitlement payable if outperformance of 7% ormorewas achieved. As described in the remuneration policy, the phased transition fromthe Retail PricesIndex ('RPI')to the Consumer PricesIndex including owner occupiers' housing costs ('CPIH') asthemeasure ofinflation for bonus purposes overthe three year policy period has continued,weighted 50:50 on RPI:CPIHforthe year ended 31 March 2025.

Caledonia deliveredNAVTR forthe year of 3.3%,matching the increase in inflation (for bonus purposes) of 3.3%,resulting in a payment of 10% forthis element. The Funds pool achieved a totalreturn overthe year on a constant currency basis of 4.6% which,forJamie,resulted in no paymentforthis element. The Committee considered the formulaic outcome to be appropriate and that no exercise of discretionwas necessary. After assessing theirindividual performance and,forJamie, the attainment of pool objectives,the Committee awarded overall bonusesto Mat and Rob of 55% of basic salary and 52.5% of basic salary to Jamie.

Performance share scheme awards

The remaining two-thirds ofthe performance share scheme awards granted in 2020 (measured overfive years) and the first one-third of the awards granted in 2022 (measured overthree years)reached the end oftheir performance periodsin March this year. In each case,the awardsweremeasured by reference to Caledonia's annualisedNAVTR overthe relevant periods,whichwas 13.5% forthe 2020 awards and 5.4% forthe 2022 awards. Thisled to full vesting ofthis portion of Mat Masters' and Jamie Cayzer-Colvin's 2020 awards and partial vesting of the 2022 awards.

Matwas previouslyHead ofthe Capital portfolio before taking on broaderresponsibility forthe Income strategy in 2019 and his appointment as Chief ExecutiveOfficerin 2022. The Capital portfolio's annualised totalreturn (relevantfor 53.3% of his 2020 award)was 13.1% (excluding Polar Capital) and the Income portfolio's annualised return (relevantfor 26.7% of his 2020 award)was 8.5%. Thismeant thatthis portion of his 2020 awards vested in full. The Funds pool's annualised totalreturn,relevantfor 60% ofJamie's 2020 and 2022 awards,was 18% and 5.7% respectively,which resulted in this element of his 2020 awards vesting in full andwas belowthe return needed for any ofthis element of his 2022 awardsto vest.

The Committee once again conducted analysis before concluding that nowindfall gains have arisen in connectionwith the vesting ofthe performance share scheme awards granted in 2020 and 2022. Further analysisisset out on page 106.

The details ofthe vesting scalesforthese awards can be found on page 106. The Committee considersthatthese performance outcomes are appropriate.

The remaining two-thirds ofthe 2022 performance share scheme awardswill be tested in March 2027 atthe end ofthe five-year performance period.

Remuneration for the year ending 31 March 2026

Looking ahead to the 2026 financial year, the basic salaries of Rob Memmott and Jamie Cayzer-Colvin have been increasedwith effect from 1 April 2025 by 3.5%, broadly in linewith inflation, whichwasthe same standard increase applied to the company's other employees.

Mat Masters' basic salary has been increasedwith effect from 1 April 2025 by 6.8% to £525,000 to recognise progression in hisrole since appointment as Chief Executive Officerin 2022 and the successful delivery ofseveralstrategic initiatives. The Committee also took into account, amongst otherfactors, the highersalary of Mat's predecessorin the rolewhich, at £540,000, had been unchanged since 2019.

The non-executive director basic fee has been increased by 3.1%. No changes have been made to the fees paid to the chairs and members of the Audit and Risk and Remuneration Committees orto the fee paid to the company's Chair.

We plan to grant performance share scheme awardsto the executive directorsfollowing the release of our 2025 full-yearresultsin line with our normal grant cycle. These awardswill be subject to the same performance measures used forthe awards made during 2024, which are summarised in the notesto the remuneration policy table on page 101.

In the coming year, the Remuneration Committeewill be undertaking the triennialreviewof the remuneration policy in preparation forseeking shareholder approval for a revised policy at the 2026 annual general meeting.

The Committee hassought to address each of the following six factorsset out in the UK Corporate Governance Code when determining remuneration policy and practice:

Clarity – our policy is understood by directors and senior management and has been clearly articulated to shareholders and investor bodies.

Simplicity –we believe the currentremuneration structure is simple and have sought to avoid complex structureswhich may have the potential to deliver unintended outcomes.

Risk – our policy and approach to targetsetting seeksto discourage inappropriate risk-taking. We have also embedded malus and clawback provisionswhere appropriate.

Predictability – incentive arrangements are clearly set out and are subject to individual participation caps.

Proportionality – there is a clearlink between the outcome of individual awards, delivery of Caledonia'sstrategy and long-term performance.

Alignment to culture – pay and policies are cascaded to Caledonia employees and are consistentwith Caledonia's purpose, values and strategy.

Directors' remuneration report (continued) Annual statement by the Chair of the Remuneration Committee

Share Incentive Plan

Following shareholder approval at last year's annual general meeting, our all-employee Share Incentive Planwill be launched during the 2026 financial year. The Share Incentive Plan is an HMRC approved plan andwill offer all employees, irrespective ofseniority, the opportunity to build up a tax-efficient equity stake in the company. Thisisin linewith ourlong-term approach andwill further encourage a share ownership culture amongst employees.

Committee evaluation

The activities of the Committeewere considered as part of an internal effectivenessreviewwhich issummarised on page 77. The board found that the Committee functionedwell,with the appropriate balance of membership,skills and experience.

Finally, Iwould like to take this opportunity once again to thank my colleagues on the Committee fortheir continued diligence and support overthe past year.

Anne Farlow

Chair of the Remuneration Committee 19 May 2025

Element	Year 1	Year 2	Year 3	Year 4	Year 5	Year 5+	Application in the year ended 31 March 2025	Application in the year ending 31 March 2026
Salary							Salary	Salary
							Mat Masters: £491,500	Mat Masters: £525,000
							Rob Memmott: £437,000	Rob Memmott: £452,300
							Jamie Cayzer-Colvin: £400,500	Jamie Cayzer-Colvin: £414,600
Pension							Pension entitlement 15% ofsalary
Other							Other benefits
benefits							Family private medical insurance, death-in-service insurance, permanent health insurance
							Directors' and officers' liability insurance
							Mat Masters and Jamie Cayzer-Colvin: a legacy cash allowance in lieu of a company car
Bonus							Annual bonus	Annual bonus
Malus and clawback							Mat Masters: £270,325	Maximum bonus potential: 100% ofsalary
provisions apply	Up to 50%	Mandatory deferral in					Rob Memmott: £240,350
	of salary in cash	shares of any bonus exceeding 50%					Jamie Cayzer-Colvin: £210,263
Performance share scheme	1/3 of award:						PSS award 150% ofsalary	PSS award 150% ofsalary
Malus and clawback	three years	performance measured over		Post-vesting holding period			Mat Masters: 21,620 shares
provisions apply							Rob Memmott: 19,223 shares
	2/3 of award:	performance measured over five years					Jamie Cayzer-Colvin: 17,617 shares
Shareholding							Shareholding requirement
requirement							Mat Masters: 200% ofsalary
								Rob Memmott and Jamie Cayzer-Colvin: 150% ofsalary

Remuneration at a glance

Directors' remuneration report Remuneration policy

Introduction

Set out beloware thematerial elements ofthe directors' remuneration policy approved by shareholders atthe annual general meeting held on 19 July 2023. This policy came into effectfromthat date andwill apply until a revised remuneration policy is approved by shareholders,which itis expectedwill be proposed atthe annual generalmeeting in 2026.

Implementation of the policy

There have been no changesto the current policy since its implementation and the extractsincluded beloware forinformation only and to provide contextforthe 2025 Annualreport on directors' remunerationwhich follows. Executive directors'service contract information has been updated.

The full directors'remuneration policy is contained on pages 75 to 82 ofthe company's 2023 annualreport,which is available in the 'Results&reports'section of Caledonia'swebsite at www.caledonia.com.

Underthe currentstatutory regime, a companymaymake a remuneration paymentto a director or a paymentforloss of office only ifitis consistentwith themostrecently approved remuneration policy or, if not, an amendmentto the policy to allowthe payment must be separately approved by shareholders. The Remuneration Committee considersthat an effective remuneration policy needs to be sufficiently flexible to take account of future changes in the company's business environment, and in remuneration practice generally. In framing its policy,the Remuneration Committee has therefore soughtto combine a level of breadth and flexibility to enable itto reactto changed circumstanceswithoutthe need for a specific shareholder approval,whilst atthe same time incorporating sufficient detail and transparency to enable shareholdersto understand howitwill operate in differentscenarios and feel comfortable that paymentsmade underit are justified.

Components ofremunerationwhere the Remuneration Committee wishesto retain a level of discretion are identified in the relevant sections ofthe policy. The Remuneration Committeemay alsomake minor amendmentsto the remuneration policy to aid its operation orimplementationwithoutseeking shareholder approval,for example to take account of a change in legislation orforregulatory, exchange control,tax or administrative purposes, provided that any such change is notto thematerial advantage ofthe directors.

Legacy arrangements

The policy is essentially forward-looking in nature. In viewofthe long-termnature ofthe company'sremuneration structures including obligations underservice contracts, pension arrangements and incentive schemes—a substantial number of pre-existing obligationswillremain outstanding atthe time thatthe newpolicy is approved, including obligationsthat are 'grandfathered' by virtue of being in force priorto the introduction ofthe binding remuneration policy regime in theUK on 27 June 2012 orwhichwere incurred underthe previousremuneration policies approved by shareholders. Itisthe company's policy to honourin full any pre-existing obligations that have been entered into priorto the effective date ofthis policy.

Objectives

The key objectives ofthe Remuneration Committee in setting the company'sremuneration policy are asfollows:

• remuneration of executive directorsshould be linked to the company'slong-termperformance and its businessstrategy
• performance-related remuneration should seek to align the interests of executive directorswith those ofthe shareholders
• a significant proportion of executive directors'remuneration should be linked to the performance ofthe company and receivable only if demanding performance targets are achieved
• remuneration packagesfor executive directorsshould be competitive, but not excessive, in terms ofmarket practice, in orderto attract,retain andmotivate executive directors ofthe quality needed tomanage and growthe company successfully.

Remuneration structure

Executive directors

The table belowsets out Caledonia's policy in relation to each component of executive directorremuneration,with further explanations in the notesthat follow.

	Salary (fixed pay)
--	--------------------

Purpose and link to strategic objectives	To support the recruitment and retention of executive directors of the calibre required to manage and grow the company successfully.
Operation	Reviewed annually.
Opportunity and recovery or withholding provisions	Salary increases are normally awarded by reference to any increase in the salaries of other Caledonia staff/the cost of living, but may take into account otherfactorssuch as external market positioning, change in the scope of the individual's responsibilities orlevel of experience, development in the role and levels of pay elsewhere in the company.
	Normally year on yearincreasesin basic salarieswill not exceed inflation by more than 5%, otherthanwhere there is a significant change in role orresponsibilities orin such other circumstances asthe Remuneration Committee may determine.
	No recovery orwithholding provisions.
Performance measurement framework	Not applicable.

Directors' remuneration report (continued) Remuneration policy

Benefits (fixed pay)

Purpose and link to strategic objectives	To provide a range of benefits alongside basic salary to recruit and retain high calibre executive directors.
Operation	Executive directors are providedwith family private medical insurance cover, death-in-service insurance, and permanent health insurance and, in the case of Mr Masters and Mr Cayzer-Colvin, a legacy cash allowance in lieu of a company car. They are also entitled to receive minor benefitsthat are available to other Caledonia staff.
	The executive directors are also covered by the company's directors' and officers' liability insurance policy and have the benefit of an indemnity underthe company's articles of association.
	Where there is a valid businessreason for doing so, the company may pay forthe cost ofspouses or partners accompanying directors on businesstrips and reimburse directorsfor hotel accommodation and travel expenses(including payment of any tax thereon).
	Executive directors are also eligible to receive other minor benefits and expenses payments(again including payment of any tax thereon).
	Executive directorswill be eligible to participate in any all-employee share schemes of the company on the same basis as other employees.
Opportunity and recovery orwithholding provisions	A taxable benefits package that is competitivewith the marketplace.
	The value of taxable benefits provided, otherthan ad hoc itemsincurred in connectionwith Caledonia's businessthat may be deemed taxable benefitssuch astravel and other expenses,will not in aggregate exceed 10% of basic salary.
	No recovery orwithholding provisions.
Performance measurement framework	Not applicable.

Short-term incentives (variable pay)

Purpose and link to strategic objectives	To reward performance on an annual basis against key financial, operational and individual objectives.
Operation	Discretionary annual bonusscheme and deferred bonus plan underwhich a proportion of bonus may be compulsorily deferred into shares.
	Bonusis not pensionable.
Opportunity and recovery orwithholding provisions	The maximum potential bonusis 100% of basic salary. Any bonus over 50% of basic salary is compulsorily deferred into sharesfor a period of three years.
	Participantswill also receive an amount or additional number ofshares equal to the value of the dividendsthatwould have accrued on the deferred shares.
	All bonus payments are subject to the overriding discretion of the Remuneration Committee,which also retains discretion to amend the proportions of bonussubject to compulsory deferral or not to require any deferral in exceptional circumstances.
	In orderto be entitled to an annual bonus, an executive director must normally be in the group's employment and not under notice of termination (either given orreceived) at the time the bonusis paid.
	The Remuneration Committee hasthe right to cancel orreduce any cash bonus or deferred bonusshares granted afterthe effective date of this policywhich have not yet been paid or vested.
	The Remuneration Committee also hasthe right to recover all or part of cash bonus paid or deferred bonusshares and dividend shares or equivalent amounts awarded after 29 July 2020within the two yearsfollowing date of payment or vesting as applicable.
Performance measurement framework	By reference to a combination of company performance against external benchmarks and individual performance against personal objectives. Executive directorswith responsibility for pools of capitalwill have a proportion of bonus determined by reference to pool performance and objectives.

Long-term incentives (variable pay)

Purpose and link to strategic objectives	To motivate executive directorsto deliverlong-term shareholder value, thereby aligning the interests of managementwith those ofshareholders.
	To encourage long-term retention of key executives.
Operation	A performance share scheme underwhich participants are granted awards(normally in the form of nil-cost options) overthe company's shares.
Opportunity and recovery orwithholding provisions	The maximum value of awardsthat may be granted in any yearis 200% of basic salary, although the company's current intention isto grant annual awards of no more than 150% of basic salary.
	Participantswill also receive an amount or additional number ofshares equal to the value of the dividendsthatwould have accrued on the shares awarded.
	Performance is measured overthree yearsfor one-third of awardswhich issubject to a post-vesting holding period, on an after-tax basis, of two years. The remaining two-thirds of awardsissubject to performance overfive years,with no post-vesting holding requirement.
	The Remuneration Committee hasthe right to cancel orreduce long-term incentive awardswhich have not yet vested.
	The Remuneration Committee also hasthe right to recover all or part of the value of long-term incentive awards and dividend equivalentsreceivedwithin two years of the date thatsuch awards vested and became exercisable.
Performance measurement framework	For executive directorswho are not directly responsible for a pool of capital, awards underthe performance share scheme are subject to the performance of the company's annualised diluted net asset value pershare totalreturn ('NAVTR') measured overthree orfive years. For executive directors directly responsible for a pool of capital, the awards are subject to a combination of the performance of the company's annualised NAVTR as above and the annualised totalreturns achieved by the relevant pool forwhich he orshe is responsible, again measured overthree orfive years.
	The rules of the scheme provide discretion to the Remuneration Committee to amend the performance targets orimpose different performance targets and to determine the appropriate proportion of any award subject to each performance measure.

Pension related benefits (fixed pay)

Purpose and link to strategic objectives	To provide a means ofretirementsaving as part of a range of benefits alongside basic salary to recruit and retain high calibre executive directors.
Operation	Executive directors are offered defined contribution funding, based on a percentage ofsalary, to a personal pension scheme or a cash salary supplement (or a combination of both) at their choice.
Opportunity and recovery orwithholding provisions	Executive directorsreceive the same percentage of basic salary as a pension contribution as all Caledonia'sstaff, currently 15%. If a director choosesto take a cash supplement in lieu ofsome or all of their pension entitlement, the payment isreduced by such amount asis necessary to make the cash supplement cost neutral forthe company aftertaking into account National Insurance contributions.
	No recovery orwithholding provisions.
Performance measurement framework	Not applicable.

Notes to the policy table

1. Performance measures and targets

Annual bonus

For the Chief Executive Officer and the Chief Financial Officer, a maximum of 50% of bonusis determined by reference to company performance and 50% by reference to individual performance objectives. For executive directors responsible for a specific pool of capital, 25% of bonusis determined by reference to the company's performance, 25% to pool performance, 35% to pool objectives and 15% to individual performance objectives. In all cases, the company performance element is determined by reference to the relative performance of the company's NAVTR against inflation. The inflation benchmark will transition from RPI to CPIH over the three-year policy period, weighted 67:33 on RPI:CPIH for the 2024 financial year, moving to 50:50 for 2025, 33:67 for 2026 and 100% on CPIH for 2027.

Inflation istaken asthe higher of the weighted RPI/CPIH benchmark over the bonus year or 3%, being broadly in line with its historic long-term average. Bonus paymentsfor this element currently commence with a 10% pay-out if NAVTR matchesthe inflation benchmark, increasing incrementally to the maximum entitlement payable if outperformance of 7% or more is achieved. Pool performance isjudged by the Remuneration Committee by reference to the return achieved by the pool against a set target return and by objectivessuch as deal flow and delivery of portfolio strategy. Individual performance is assessed by reference to personal objectivesset at the start of the year, including non-financial measuressuch asrisk management, environmental,social and governance matters, marketing of the company, team leadership and engagement, managementskills and promotion of Caledonia's corporate culture and profile both internally and externally.

The Remuneration Committee retains discretion to amend or adopt alternative annual bonustargets and/or levelsin future yearsin order to achieve better alignment with the company'sstrategic objectives.

Compulsory deferral of bonus

Deferred bonus plan

Sharessubject to compulsory deferral will normally only vest if the director remains an employee of the Caledonia group for a three-year period commencing on the first day of the financial year in which the award is made.

Long-term incentive plans

Performance share scheme

One-third of awards grantedwill be measured overthree years and two- thirds overfive years. In all cases,sharesthat vestwill become immediately exercisable/transferable and, if the award isstructured to grant nil-cost options,will lapse if not exercisedwithin ten years of grant.

Awards granted to the Chief Executive Officer and Chief Financial Officerwill vest on a graduated basis,with vesting currently commencing at 10% on the achievement of an annualised NAVTR of 3%,rising incrementally to 100% vesting on achievement of an annualised NAVTR of 10%, measured overthree and five years. For Mr Cayzer-Colvin,who is head of the Funds pool, 60% of his performance share scheme awardswill be measured against the annualised totalreturns achieved by the Funds pool, measured overthree and five years. Awardswillsimilarly vest on a graduated basis,with vesting commencing at 10% on achievement of an annualised Funds pool totalreturn of 6%,rising incrementally to 100% vesting on achievement of an annualised totalreturn of 13.5%. The remaining 40% of Mr Cayzer-Colvin's performance share scheme awardswill be measured against Caledonia's annualised NAVTR as above.

Malus and clawback provisions

The Remuneration Committee hasthe right to cancel orreduce any cash bonus or deferred bonusshares grantedwhich have not yet been paid or vested and long-term incentive awardswhich have not yet vested, in the event of a material misstatement of the company'sfinancialresults, miscalculation of a participant's entitlement, individual misconduct or an eventresulting in material loss orreputational damage to the company or any member of the

group. The Remuneration Committee may, acting fairly and reasonably,reduce the level of vesting to take account of any matterwhich it considers appropriate including the broader performance of the company, the shareholder experience and the conduct of the participant.

The Remuneration Committee also hasthe right to recover all or part of cash bonus paid or deferred bonusshares and dividend shares or equivalent amounts awarded after 29 July 2020within the two yearsfollowing date of payment or vesting as applicable and the value of long-term incentive awards and dividend equivalentsreceivedwithin two years of the date thatsuch awards vested and became exercisable, in the event of a material miscalculation of a participant's entitlement, a material misstatement or restatement of the company'sfinancialresultsforthe yearstowhich the performance periodsrelate, or material personal misconduct thatwould justify summary dismissal,result in significantreputational damage to the company, have a material adverse effect on the company'sfinancial position, orreflect a significant failure of the company'srisk management or control.

Rationale for choice of performance measures for the short and long-term incentive plans

The Remuneration Committee has chosen NAVTR asthe basis of performance measurement forthe company for both itsshort-term and long-term incentive arrangements asitregardsthis asthe best indicator of the success orfailure of management decisionsin terms of creating value forthe company.

Forthe company performance element of the annual bonusscheme, the board hastaken the viewthat benchmarking against a stock market index or indices over a short period is notrelevant given Caledonia'slong-term investment horizon and the nature of its portfolio. The Remuneration Committee hastherefore instead chosen UK inflation,subject to a minimum of 3%, asthe comparator, as on this basis executiveswill only be rewarded to the extent that they are able to deliver positive realreturnsforshareholders. The Remuneration Committeewillreviewthe rate of increase in UK inflation at the start of each financial year and may adjust the level of outperformance required forthe incremental and maximum bonus paymentsin orderto ensure that they remain a fair measure of performance.

For awards underthe performance share scheme, the Remuneration Committee has chosen Caledonia's annualised NAVTR asthe performance measurement, asit believesthat thisisthe most effective method of aligning directors'rewardswith the long-term strategic objective of the company of delivering annualised returns overrolling ten-year periods of between inflation +3% and inflation +6% overthe medium and longerterm. For Mr Cayzer-Colvin, the Remuneration Committee believesthat a significant proportion of his variable pay should beweighted towardsthe annualised totalreturn performance of the Funds pool of capital forwhich he isresponsible and has therefore determined that 60% of his performance share scheme awards should be tested by reference to this.

The targetsfor each component of the long-term incentive plans have been set by the Remuneration Committeewith the aim of delivering increasing reward for greater outperformance. The Remuneration Committee keeps these underreviewand may adjust the measures and levels atwhich incremental and maximum entitlements are earned in orderto ensure that they remain sufficiently challenging and alignedwith the company'sstrategy and key performance indicators.

2. How the remuneration policy for executive directors relates to remuneration of Caledonia group employees generally Caledonia applies a similar reward philosophy for group employees. Executive directors' remuneration packagestend to be higher than those of

other employees, but also include a higher proportion of variable pay.

Directors' remuneration report (continued) Remuneration policy

Chair and non-executive directors

The table belowsets out each component of the Chair's and the non-executive directors'remuneration and the approach taken by the company in relation thereto.

Component	Approach
Chair's and non-executive directors' fees	The Chair'sfee is determined by the Remuneration Committee and the non-executive directors' fees are set by the board (excluding the non-executive directors). These are reviewed periodically taking into account the responsibilities and time commitmentsrequired and non-executive directorfee levels generally.
	The Chairreceives an annual fee,which includestheir basic non-executive director'sfee, but does not receive any otherremuneration.
	Non-executive directorsreceive basic fees,which are subject to an aggregate annual limit for non executive directors' ordinary remuneration contained in the articles of association, currently £600,000. In addition,special fees are paid to the chair and members of the Audit and Risk and Remuneration Committees and also forthe role of SeniorIndependent Non-Executive Director and Chair of the Governance Committee. Additional fees may be payable for other additional board responsibilities and/or time commitment.
Additional fees payable forservicesto other group companies	Exceptionally, non-executive directors may receive feesin connectionwith subsidiary and investee companiesforservices provided to them. Feesforservices provided to such companies are set and reviewed by the boards of those companies, butwill not exceed £100,000 per annum in aggregate for any non-executive director.
Other benefits	The Chair and the non-executive directors are all covered underthe company's directors' and officers' liability insurance policy and have the benefit of an indemnity underthe company's articles of association. The Chairis also providedwith an office and secretarialsupport.
	The company may,where appropriate, pay forthe cost ofspouses or partners accompanying non executive directors on tripswhere there is a businessreason for doing so and reimburse non-executive directorsfor hotel accommodation and travel expenses(in each case including payment of any tax thereon).

Remuneration policy for new appointments Executive directors

In the case of the appointment of a newexecutive director, the Remuneration Committeewould typically seek to align the remuneration packagewith the above remuneration policy.

The Remuneration Committee howeverretainsthe discretion to make specialremuneration commitments on the appointment of a newexecutive director, including the use of awards made under Rule 9.3.2 of the UK Listing Rules(formerly Rule 9.4.2), ifsuchwere necessary to ensure the recruitment of a candidate. In doing so, the Remuneration Committeewould take into consideration all relevant factors, including, but not limited to, overall quantum, type ofremuneration offered and comparabilitywith the packages of other Caledonia senior executives and the total variable paywould not exceed the maxima stated in the policy table for executive directorremuneration above.

The Remuneration Committee may in addition make bonus commitments orshare awards on the appointment of an external candidate to compensate forremuneration arrangementsforfeited orforegone on leaving a previous employer, taking into account factorssuch as any performance conditions attached to these awards, the form inwhich theywere granted, for example cash or shares, and the time overwhich theywould have vested. The aim would be to ensure thatreplacement awardswould be made on no greaterthan a comparable basis.

In orderto attract and retain suitable executives, the Remuneration Committee retains discretion, in exceptional circumstances, to offer service contractswith up to an initial 24 month notice period, which then reducesto 12 months at the end of thisinitial period. If it considersit appropriate, the Remuneration Committee may also offer a lowersalary initially, butwith a series of increasesto achieve the desired salary positioning over a period of time, asthe individual developsinto the role.

If a newappointment isthe result of an internal promotion, the Remuneration Committeewould expect to honour any pre-existing contractual arrangements or benefits package agreedwith the relevant individual. In the event that a newdirector needsto relocate to take up the role, the Remuneration Committee may agree a reasonable relocation package and tax equalisation arrangements.

In recruiting any newexecutive director, the Remuneration Committeewould apply the overall policy objective that executive directors'remuneration should be competitive, but not excessive. In the event that the Remuneration Committee determinesthat it is necessary forspecial commitments orsign-on arrangementsto be offered to secure the recruitment of a newexecutive director, an explanation ofwhy these are required and detailsthereofwould be announced at the time of appointment.

Chair and non-executive directors

Termsforthe appointment of any newChair or non-executive directorwould also be determined by the Remuneration Committee orthe boardwithin the above remuneration policy.

Executive directors' service contracts and the Chair's and non-executive directors' letters of appointment

Executive directors

Executive directors have service contractswith Caledonia Group Services Ltd, awholly-owned subsidiary of the company, details of which are summarised below:

	Date of contract	Notice period for company and director	Unexpired term
M S D Masters	15 May 2008	12 months	12 months
R W Memmott	22 May 2023	12 months	12 months
J M B Cayzer-Colvin	19 Apr 2005	12 months	12 months

If notice isserved by either party, the director can continue to receive basic salary, benefits and pension paymentsforthe duration of the notice period, duringwhich time the company may require the individual to continue to fulfil their current duties or may assign a period of gardening leave. Alternatively, the company may, in its discretion, terminate the contractwithout notice and make a lump sum payment in lieu of notice. Thislump sum would include an amount equivalent to the basic salary and benefits(based on a fixed percentage ofsalary specified in the service contract) forthe unexpired period of notice towhich the paymentrelates. Mr Masters' and Mr Cayzer-Colvin'sservice contracts provide that an amount equivalent to 80% of the average of the annual bonuses paid forthe previousthree financial years would also be included in the payment in lieu of notice. Mr Masters' and Mr Cayzer-Colvin'sservice contracts also include provisions whereby a liquidated sum is payable in the event of termination within one yearfollowing a change of control. The paymentwould be calculated on the same basis as a payment in lieu of notice, except that an amount equivalent to 100% of the average of the annual bonuses paid forthe previousthree financial yearswould be included.

Mr Memmott'sservice contract contains provisionswhereby, as an alternative to the payment of a lump sum in lieu of notice, the company may elect to pay the equivalent amount in equal monthly instalments,such instalmentsto be reduced by 50% of one-twelfth of the basic salary in excess of £20,000 per annum that Mr Memmottreceivesfrom any alternative employment that he takes up during the notice period.

Executive directors'service contracts may be terminatedwithout notice andwithout any further payment (otherthan in respect of amounts due at the date of termination) on the occurrence of certain eventssuch as gross misconduct.

Chair and non-executive directors

The Chair and the non-executive directors do not have service contracts, but are appointed underletters of appointment,which provide forterminationwithout notice or compensation.

Inspection

Executive directors'service contracts and the Chair's and nonexecutive directors' letters of appointment are available for inspection at the registered office of the company.

Policy on external non-executive directorships held by executive directors

Itisthe company's policy to allowexecutive directorsto hold non-executive directorships unrelated to the company's business to broaden their commercial experience, provided thatthe time required is notmaterial.Normally the companywillretain any fees arising fromsuch non-executive directorships, butmay permitthe executive directorto retain fees on a case-by-case basis.

Policy on payments for loss of office Executive directors

It isthe policy of the company that, otherthan in exceptional circumstances on recruitment asstated above, no executive directorshould be offered a service contract thatrequires more than one year's notice of termination orwhich contains provision for predetermined compensation in excess of one year'stotal emoluments. In the event of a termination, the Remuneration Committeewill consider a director's past performance and the circumstances ofthe departure in exercising any discretionsrelating to the arrangementsforloss of office, including contractual obligations, prevailing best practice, the reason forthe departure and any transition or handoverrequired.

The termination provisionsin executive directors' currentservice contracts are described above in the section on executive directors' service contracts. It isthe Remuneration Committee'sintention that all future executive directors'service contractsshould include provisions enabling the company to reduce compensation paymentsin the event that the directortakes up alternative employmentwithin the notice period. However, if a newdirector is appointed internally, the Remuneration Committeewould expect to honour any existing contractual arrangements agreedwith the relevant individual before he orshe becomes a director.

In applying the company'sright to make a lump sum payment in lieu of notice, the Remuneration Committeewould normally expect to prorate the lump sum forthe unexpired period of notice to which the paymentrelates.

The company's annual bonusscheme providesthat an employee must be in the group's employment and not under notice of termination (either given orreceived) in orderto be entitled to receive a bonusforthe relevant financial year. The Remuneration Committeewould expect to apply this principle to executive directorterminations, butretains discretion to make bonus payments on termination if it believesit appropriate to do so. If any bonus payment is made, the Remuneration Committee also retains discretion astowhetheritwillrequire any part of the bonusto be deferred into shares underthe deferred bonus plan.

Directors' remuneration report (continued) Remuneration policy

Executive directorswould also be entitled undertheirservice contractsto be paid on termination for any accrued, but untaken, holiday entitlement. The Remuneration Committee may,where it considersit appropriate in the circumstances, make paymentsfor loss ofstatutory rights orwaiverthereof and a contribution towardslegal and outplacement fees. The Remuneration Committee may also make a payment to ensure that any restrictive covenantsremain enforceable.

Where the director holds unvested awards underthe company's long-term incentive schemes, the Remuneration Committee may exercise its discretions asto vesting in accordancewith the relevant scheme rules. In good leaver circumstances, for examplewhere cessation of employment is by reason of death,retirement, injury, disability, ill-health,redundancy, orsuch otherreason asthe Remuneration Committee may decide, the Remuneration Committeewill normally determine the level of vesting based on the attainment of the performance targets, either at the time of cessation or at the normal test date if permitted by the scheme rules, but in the case of the former may decrease orincrease the level of vesting if the Remuneration Committee considersthat the targetswould have been met to a lesser or greater extent at the end of the performance period. The number ofsharesthat vestwill normally be reduced to reflect the proportion of the performance period that the directorwasin employment, although the Remuneration Committee has discretion not to scale down the number ofsharesif it believesit appropriate in the circumstances. The Remuneration Committee hasthe discretion to assess good leavertreatment for participantsshould circumstances change afterthe date they leave but priorto vesting. Any holding period will continue to apply in respect ofshares held by a leaver, unless otherwise determined by the Remuneration Committee.

Where the director holds unvested awards underthe company's deferred bonus plan, the Remuneration Committee may exercise its discretion asto vesting in accordancewith the relevantscheme rules. In good leaver circumstances, awardswill vest on leaving employment.

Following termination, the company may continue insurance related benefitsforthe former employee until the end of the insurance policy period. The company's directors' and officers' liability insurance policy also providesfor a six-year period of run-off coverforformer directors. A director may remain in employment after ceasing to be a directorfor a limited period to allowtime for an effective handover orfor a successorto be appointed.

In the event of a change of control before the expiry of the performance measurement period of a long-term incentive award, the vesting level of the awardwill be determined by the Remuneration Committee based on the extent towhich the Remuneration Committee considersthat the performance targets have been achieved and vested shareswill then be scaled down to reflect the shortened measurement period. The Remuneration Committee may modify such vesting levelsif it considersthat the performance targetwould be met to a greater orlesser degree at the testing date and/orif the application of time proratingwould be inappropriate in the circumstances.

Chair and non-executive directors

The Chair and the non-executive directors have no entitlement to any compensation on termination of their appointments, although theywould have the benefit ofrun-off cover underthe directors' and officers' liability insurance policy as described above. However, in appropriate circumstancesthey may receive de minimis retirement giftsfrom the company.

Executive directors' minimum shareholding guidelines

In orderto align the interests of executive directorswith those of shareholders, the Remuneration Committee has adopted guidelinesfor minimum shareholdings,which executive directors will be expected to attain through the retention of all post-tax share awards vesting underthe company'slong-term incentive plans until the minimum shareholding is met. Forthese purposes, shareholdingsinclude those of connected persons and also the value, net of any exercise costs, income tax and National Insurance contributions, of unexercised awards granted underits performance share scheme forwhich the performance targets have been met. Also included are bonuses deferred compulsorily underthe company's deferred bonus plan, again net of income tax and National Insurance contributions.

In addition, executive directors are subject to a post-cessation shareholding requirement of two years,with the Committee retaining discretion to override this arrangement, for example, forregulatory reasons, on compassionate grounds orwhere an executive experiencesfinancial hardship.

Forthe Chief Executive Officer, the minimum guideline shareholding has been set at 200% of basic salary and for other executive directors 150% of basic salary.

Directors' remuneration report Annual report on directors' remuneration

The following reportsets out details and explanations ofremuneration paid to directors overthe financial year ended 31 March 2025 and describes howCaledonia'sremuneration policywill be implemented forthe 2026 financial year.

Single total figure of remuneration for each director (audited)

Executive directors

The table belowprovides an analysis of totalremuneration of each executive directorforthe financial year ended 31 March 2025 and a comparisonwith the previousfinancial year.

	M S D Masters		R W Memmotta		J M B Cayzer-Colvin		W P Wyattb
	2025 £'000	2024 £'000	2025 £'000	2024 £'000	2025 £'000	2024 £'000	2025 £'000	2024 £'000
Fixed remuneration and benefits
Salary	492	473	437	245	401	385	n/a	n/a
Taxable benefits1	19	25	10	4	28	29	n/a	n/a
Pension related benefits	66	63	58	32	53	51	n/a	n/a
Total fixed remuneration	576	561	505	281	481	465	n/a	n/a
Variable remuneration
Short-term incentives2	270	338	240	175	210	234	n/a	n/a
Long-term incentives3	578	477	–	–	592	681	391	624
Total variable remuneration	848	815	240	175	802	915	391	624
Total	1,424	1,376	745	456	1,284	1,380	391	624

Due to rounding, individual columns do not necessarily add up to the total.

a. Rob Memmott was appointed to the board as Chief Financial Officer on 1 September 2023.

b. Will Wyatt ceased to be an executive director on 27 July 2022. The figuresrelating to long-term incentivesreflect certain awards he retained from his employment. The fees he received as a non-executive director after that date are excluded from the table above and are shown in the table of nonexecutive director fees on page 107.

1. Taxable benefits

Taxable benefits principally comprised private medical insurance cover, a small Christmassupplement paid to all Caledonia's employees and business-related expense reimbursements deemed to be taxable by HMRC. The taxable benefitsfor Mat Masters and Jamie Cayzer-Colvin also included legacy cash allowances of £7,776 and £15,024 respectively in lieu of a company car.

In addition to taxable benefits, other non-taxable benefits were provided to executive directors, including death-in-service insurance (4x basic salary), permanent health and income protection insurance, directors' and officers' liability insurance and certain other benefits of minor value provided to all of Caledonia's employees.

2. Short-term incentives

Bonus metrics

For Mat Masters and Rob Memmott, a maximum of 50% of bonus was determined by reference to company performance and 50% by reference to individual performance objectives. For Jamie Cayzer-Colvin, who has specific responsibility for the Funds pool, 25% of his bonus was determined by reference to the company's performance, 25% to his pool's performance, 35% to his pool's objectives and 15% to individual performance objectives.

Company performance

Forthe 2025 financial year, the company performance elementwas determined by reference to the relative performance of the company's NAVTR against inflation,which for bonus purposeswastaken as 3%, or actual inflation if greater(weighted 50:50 on RPI:CPIH),with bonus paymentsforthis element commencingwith a 10% pay-out if the company's NAVTR matched inflation, increasing incrementally to the maximum entitlement payable if outperformance of 7% or morewas achieved. The company's NAVTRwas 3.3% overthe year against an increase in inflation (for bonus purposes) of 3.3%, giving a payment of 10% forthis element.

Funds performance

Jamie Cayzer-Colvin's pool performancewas assessed by reference to the return achieved by the Funds pool overthe year on a constant currency basis,with payments commencing on achievement of a totalreturn of 6%, rising to a maximum pay-out against a totalreturn of 13.5%. The Funds pool'sreturn overthe yearwas 4.6%, giving no payment forthis element.

Individual performance objectives

The Committee assessed performance against the individual objectives which included the following:

Name	Objective
M S D Masters	• Supporting evolution of Funds poolstrategy • Provide leadership to investor relationsstrategy • Evaluation ofshare buy back programme
R W Memmott	• Oversight of finance team changesincluding onboarding of new team members • Implementation of improvementsto the provision of systemised, integrated and strategically focused management information • Establishment of new Revolving Credit Facility arrangements • Planning and execution of the first in a series of "spotlight" eventsfor investors and analysts • Continued development of investor relations capability and activity
J M B Cayzer-Colvin	• Supporting succession planning and team development • Supporting the integration of data management across company functions • Oversight of enhancement to Cayzer House facilities • Driving Caledonia's charitable activities and internship programme

The Committee decided to award the maximum bonusforindividual performance for Mat Masters, Rob Memmott and Jamie Cayzer-Colvin.

Funds pool objectives

In assessing Jamie Cayzer-Colvin's achievement of his pool objectives, the Committee took account of:

• • evolution of the Funds poolstrategy
• • assessment ofsecondary market opportunities
• • development of collaboration in relation to data management across company functions
• • engagementwith general and limited partners
• • development of portfolio management processes.

Itwas concluded that Jamie Cayzer-Colvin should be awarded a bonus of 35% ofsalary for attainment of pool objectives.

Directors' remuneration report Annual report on directors' remuneration (continued)

Total bonuses

The total bonuses awarded to the executive directorsforthe yearwere therefore determined asfollows:

		M S D Masters		R W Memmott		J M B Cayzer-Colvin
	Award %	Max %	Award %	Max %	Award %	Max %
Performance
Company	5	50	5	50	2.5	25
Pool	n/a	n/a	n/a	n/a	–	25
Objectives
Pool	n/a	n/a	n/a	n/a	35	35
Individual	50	50	50	50	15	15
Total	55	100	55	100	52.5	100

In accordancewith the company'sremuneration policy, the following amountsincluded in the short-term incentivesrowfor 2025will be compulsorily deferred via the deferred bonus plan for a period of three yearsin the form of nil-cost options:

	M S D Masters		RW Memmott		J M B Cayzer-Colvin
	2025 £,000	2024 £,000	2025 £,000	2024 £,000	2025 £,000	2024 £,000
Compulsorily
deferred	25	102	22	–	10	41
Cash	246	236	219	175	200	193
Totala	270	338	240	175	210	234

a. Due to rounding, individual columns do not necessarily add up to the total.

3. Long-term incentives

The long-term incentive awardsforwhich performance measurement periods ended during the yearwere two-thirds of the awards granted in 2020 underthe performance share scheme and one-third of the awards granted underthatscheme in 2022. Allsuch awardswere nil-cost options. The performance measures and outturn following testing forthe awards made to the executive directorswere:

	Year of award	Performance measure	% of award	Performance outturn %	% vested
M S D Masters	2020	NAVTRa	20	13.5	100
		Capital portfolio TRb	53.3	13.1	100
		Income
		portfolio TRc	26.7	8.5	100
	2022	NAVTRa	100	5.4	48
W P Wyatt	2020	NAVTRa	100	13.5	100
J M B	2020	NAVTRa	40	13.5	100
Cayzer-Colvin		Funds pool
		TRd	60	18.0	100
	2022	NAVTRa	40	5.4	48
		Funds pool TRd	60	5.7	–

• a. Vesting on a graduated basis, commencing at 10% on achievement of an annualised NAVTR of 3%, rising incrementally to 100% vesting on an annualised NAVTR of 10% over five yearsfor the 2020 awards and over three yearsfor the 2022 awards.
• b. Vesting on a graduated basis, commencing at 10% on achievement of an annualised total return of 4%, rising incrementally to 100% vesting on achievement of an annualised total return of 11% over five yearsfor the 2020 awards. The performance metric excluded Polar Capital which, if included, increased the outturn for the 2020 awardsto 13.2%.
• c. Vesting on a graduated basis, commencing at 10% on achievement of an annualised total return of 3.5%, rising incrementally to 100% vesting on achievement of an annualised total return of 7% over three years.
• d. Vesting on a graduated vesting basis, commencing at 10% on achievement of an annualised total return of 6%, rising incrementally to 100% vesting on achievement of an annualised total return of 13.5% over five yearsfor the 2020 awards and over three yearsfor the 2022 awards. The performance metric for the 2020 and 2022 awards was measured on a constant currency basis(17.1% and 5.8% respectively on a Sterling basis).

The remaining two-thirds of the awards granted in 2020 will vest on 4 August 2025. The first one-third of the awards granted in 2022 will vest on 30 May 2025 and will be subject to a post-vesting holding period of two years. The values, asreflected in the 2025 long-term incentivesrow above, are calculated using the three-month average share price to 31 March 2025 of 3737.23p, together with the value of dividendsthat will have accrued on the shares at vesting. The overall value of the long-term incentivesshown in the table above are therefore analysed asfollows:

	Estimated value of long-term incentive awards at vesting £	Value of dividend equivalents at vesting £	Estimated total at vestinga £
M S D Masters	511,365	66,465	577,831
J M B Cayzer-Colvin	521,680	70,499	592,179
W P Wyatt	344,012	47,323	391,335

a. Due to rounding, individualrows do not necessarily add up to the total.

The estimated value attributable to share price appreciation since grant in 2020 and 2022, based on the three-month average share price to 31 March 2025, for Mat Masters, Jamie Cayzer-Colvin and Will Wyattwas £270,510, £142,811 and £101,000 respectively. No discretionwas exercised by the Committee in respect ofshare price appreciation.

The Committeewassatisfied that nowindfall gains have arisen in connectionwith the vesting of the performance share scheme awards granted in 2020 and 2022, taking into account the share price at the time of grant and progression in the share price overthe period relative to NAVTR and typical marketreturns.

The 2024 figuresshown in the long-term incentives and totalrows on page 105 have been restated to replace estimated valuesfor performance share scheme awardsincluded in last year'sreport. The estimated values,which included dividend equivalents,were £452,892 for Mat Masters, £647,012 forJamie Cayzer-Colvin and £593,873 for Will Wyatt. The restated figures, which reflect the values on the vesting dates, are asfollows:

Value of long-term incentive awards at vesting £ Value of dividend equivalents at vesting £ Total value at vesting £ M S D Masters 422,427^a 54,132 476,559 J M B Cayzer-Colvin 602,901^b 77,758 680,659 W P Wyatt 551,134^c 72,995 624,129

a. 7,792 shares granted in 2019 vested on 30 May 2024. The mid closing price was 3505p pershare. 4,218 shares granted in 2021 vested on 4 June 2024. The mid closing price was 3540p pershare.

• b. 11,520 shares granted in 2019 vested on 30 May 2024. The mid closing price was 3505p pershare. 5,625 shares granted in 2021 vested on 4 June 2024. The mid closing price was 3540p pershare.
• c. 12,062 shares granted in 2019 vested on 30 May 2024. The mid closing price was 3505p pershare. 3,626 shares granted in 2021 vested on 4 June 2024. The mid closing price was 3540p pershare.

Chair and non-executive directors

Fees and otherremuneration paid to the Chair and the nonexecutive directors during the year ended 31 March 2025 and the previous yearwere asfollows:

	Fees		Taxable expenses3		Total7
	2025 £'000	2024 £'000	2025 £'000	2024 £'000	2025 £'000	2024 £'000
D C Stewart	165	165	–	–	165	165
F A Buckley	51	49	–4	–	51	49
Hon C W Cayzer1	54	52	15	–	55	52
G B Davison	58	56	–	–	58	56
M A Farlow	60	58	–	–	60	58
C L Fitzalan Howard	51	49	–	–	51	49
L R Fordham	59	57	–	–	59	57
W P Wyatt2	49	47	–6	3	50	50

1. The Hon C W Cayzer received an additional fee of £5,000 per annum in respect of hisservices as a trustee of the Caledonia Pension Scheme.

2. 1. Will Wyatt became a non-executive director on 27 July 2022. Thistable reflectsthe fee received in respect of his non-executive role. The figures relating to long-term incentivesreflecting certain awardsretained from his employment are shown in the single total figure of remuneration table on page 105.
3. 1. Taxable expensesinclude expense reimbursementsrelating to travel, accommodation and subsistence in connection with board and committee attendance during the year, which are deemed by HMRC to be taxable in the UK. Amounts are the value of the expense plusthe grossed-up tax paid by the company. Non-taxable expense reimbursements have not been included in the table.
4. 1. Farah Buckley incurred taxable expenses during 2025 at a total cost, including tax, of £154.
5. 1. The Hon C W Cayzer incurred taxable expenses during 2025 at a total cost, including tax, of £905.
6. 1. Will Wyatt incurred taxable expenses during 2025 at a total cost, including tax, of £498.
7. 1. Due to rounding, amountsstated do not necessarily add up to the total column.

The Chair and the non-executive directors did notreceive any short-term incentives, long-term incentives or pension related benefits.

Total pension entitlements (audited)

Defined contribution

Pension benefits paid to executive directors during the year, either as contributionsto personal pension arrangements or as cash supplements,were asfollows:

	Pension contribution		Cash supplement		Total
	2025 £	2024 £	2025 £	2024 £	2025 £	2024 £
M S D Masters	6,758	7,383	58,846	55,793	65,604	63,176
R W Memmott	–	–	57,601	32,294	57,601	32,294
J M B Cayzer
Colvin	–	–	52,790	50,747	52,790	50,747

Defined benefit

On 26 April 2017, The Hon C W Cayzerreached hisretirement age of 60 and nowreceives an annual pension underthe Caledonia Pension Scheme, a finalsalary defined benefitscheme.

Directors' remuneration report (continued) Annual report on directors' remuneration

Scheme interests awarded during the financial year (audited)

The table belowsets out the awards made to each executive director during the year underthe performance share scheme and deferred bonus plan.

				Face		Shares	Receivable if	End of
				value of	Share	comprised	minimum	performance/
			Date of	award	price at	in award	performance	retention
Scheme	Type of award	Basis of award	grant	£'000	grant1	number2	achieved3	period4
M S D Masters
Performance share scheme	Nil-cost option	150% ofsalary	28.05.24	737	3410p	21,620	10%	31.03.29
Deferred bonus plan	Compulsory	% of bonusin excess of	28.05.24	102	3410p	2,979	100%	31.03.27
	award, nil-cost	50% ofsalary
	option
Total scheme interests awarded				839		24,599
R W Memmott
Performance share scheme	Nil-cost option	150% ofsalary	28.05.24	656	3410p	19,223	10%	31.03.29
Total scheme interests awarded				656		19,223
J M B Cayzer-Colvin
Performance share scheme	Nil-cost option	150% ofsalary	28.05.24	601	3410p	17,617	10%	31.03.29
Deferred bonus plan	Compulsory	% of bonusin excess of	28.05.24	41	3410p	1,214	100%	31.03.27
	award, nil-cost	50% ofsalary
	option
Total scheme interests awarded				642		18,831

1. Based on the mid-market closing price on the dealing day immediately preceding the grant date.

2. The number ofshares comprised in the awards under the performance share scheme and the deferred bonus plan was determined by reference to the company'sshare price at the time that the awards were made.

3. The performance targetsfor awards under the performance share scheme are set out under the statement of directors'share scheme interests on page 106. Compulsory awards under the deferred bonus plan are subject to a continued service condition only.

4. One-third of the awards under the performance share scheme are subject to performance testing at 31 March 2027, followed by a two-year holding period, with the remaining two-thirdssubject to performance testing at 31 March 2029.

External directorships

The executive directors do notreceive any feesfor external directorships.

Payments to past executive directors (audited) W P Wyatt

Will Wyatt retired as Caledonia's Chief Executive and ceased employment with the Caledonia group on 27 July 2022. He continuesto serve on the board as a non-independent non-executive director.

Will exercised all of the vested 2019 performance share scheme award over 12,062 shares and all of the vested part of his 2021 performance share scheme award over 3,626 shares on 6 June 2024. Asreported in last year's annual report, the awards were subject to performance testing as at 31 March 2024 and vested in May and June 2024 respectively. The total pre-tax value was £629,108, including dividend equivalents of £72,995.

Will's pro rata entitlement to a performance share scheme award made in 2020 wassubject to performance testing on 31 March 2025, of which 9,205 shares will vest on 4 August 2025. As he remains a director, the details are reported in the single total figure of remuneration table on page 105.

T J Livett

Tim Livett retired as Caledonia's Chief Financial Officer and stepped down from the board on 1 September 2023. He ceased employment with the group on 31 October 2023.

Tim exercised all of the vested 2019 performance share scheme award over 11,813 shares and all of the vested part of his 2021 performance share scheme award over 5,416 shares on 25 June 2024. The awards were subject to performance testing as at 31 March 2024 and vested in May and June 2024 respectively. The total pre-tax value was £685,318, including dividend equivalents of £78,426.

Tim's pro rata entitlement to a performance share scheme award made in 2020 wassubject to performance testing on 31 March 2025, of which 10,435 shares will vest on 4 August 2025. One-third of his pro rata entitlement to a performance share scheme award made in 2022 wassubject to performance testing on 31 March 2025, of which 1,389 shares will vest on 30 May 2025 and to which a two-year holding period will apply.

In line with Caledonia's post-cessation shareholding requirements, Tim continuesto hold the minimum guideline shareholding.

Payments for loss of office (audited)

There were no payments made for loss of office during the year.

Statement of directors' shareholdings and scheme interests (audited)

Executive directors' minimum shareholding guidelines

Executive directors' minimum shareholding guidelines are set out on page 104. Mat Masters and Jamie Cayzer-Colvin have attained the minimum guideline shareholding as at 31 March 2025. Rob Memmott, who joined the company on 1 September 2023, has begun to meet the guidelines. The values of the relevant shareholdings of each executive director as at 31 March 2025, calculated by reference to Caledonia's closing share price on that date of 3540p, and the percentage level by which the value of the minimum guideline shareholding has been achieved were asfollows:

	Value of shareholding1 £m	Attainment of guideline %
M S D Masters	2.8	281
R W Memmott	0.1	15
J M B Cayzer-Colvin	9.0	1,501

1. Shareholdingsinclude those of connected persons; the value, net of any exercise costs, income tax and National Insurance contributions, of unexercised awards granted underthe performance share scheme for which the performance targets have been met; and bonuses deferred compulsorily underthe company's deferred bonus plan net of income tax and National Insurance contributions.

Directors' shareholdings

The interests of the directorswho served during the year and their connected personsin the ordinary share capital of the company as at 31 March 2025were asfollows:

		Beneficial	Non-beneficial
	2025 number	2024 number	2025 number	2024 number
D C Stewart	6,944	6,944	–	–
M S D Masters	67,145	58,376	–	–
R W Memmott	2,852	2,852	–	–
J M B Cayzer-Colvin1	244,235	249,435	203,754	198,554
F A Buckley	250	250	–	–
Hon C W Cayzer1	41,092	41,092	15,500	15,500
G B Davison	8,100	8,100	–	–
M A Farlow	2,000	2,000	–	–
C L Fitzalan Howard	2,000	2,000	–	–
L R Fordham	1,330	1,330	–	–
W P Wyatt1	1,239,467	1,224,644	97,705	96,705

1. Will Wyatt's beneficial interestsincluded 1,066,991 shares(2024: 1,054,794 shares) held by The Dunchurch Lodge Stud Company and 10,135 shares(2024: 9,869) held by Knossington Holdings Company, both private family companies controlled by Mr Wyatt and certain of his connected persons, and 1,000 sharesin which The Hon C W Cayzer had a non-beneficial interest (2024: 1,000 shares). His non-beneficial interests included 14,500 shares(2024: 14,500 shares) in which The Hon C W Cayzer also held a non-beneficial interest. The Hon C W Cayzer's beneficial interestsincluded 5,200 shares(2024: 5,200 shares) in which Mr Wyatt and Mr Cayzer-Colvin had non-beneficial interests.

There have been no changesin the directors' interestsshown above notified up to the date of thisreport.

Directors' remuneration report (continued) Annual report on directors' remuneration

Directors' share scheme interests

The interests of directors as at 31 March 2025 in the share-based incentive schemes operated by the company are set outin the following table.

		Share price at date of award	Unvested with performance conditions1‌‌	Unvested without performance conditions2	Vested but un exercised3	Total
M S D Masters	Performance share scheme awards
	Granted 04.08.20 (nil-cost)	2640p	–	10,795	–	10,795
	Granted 04.06.21 (nil-cost)	3102.5p	9,331	–	–	9,331
	Granted 30.05.22 (nil-cost)	3740p	12,032	2,888	–	14,920
	Granted 30.05.23 (nil-cost)	3445p	20,573	–	–	20,573
	Granted 28.05.24 (nil-cost)	3410p	21,620	–	–	21,620
	Performance share scheme total		63,556	13,683	–	77,239
	Deferred bonus plan – compulsory awards4
	Granted 30.05.22 (nil-cost)	3740p	–	–	3,870	3,870
	Granted 28.05.24 (nil-cost)	3410p	–	2,979	–	2,979
	Deferred bonus plan total		–	2,979	3,870	6,849
	Totalshare scheme interests		63,556	16,662	3,870	84,088
W P Wyatt	Performance share scheme awards
	Granted 04.08.20 (nil-cost)	2640p	–	9,205	–	9,205
	Granted 04.06.21 (nil-cost)	3102.5p	4,351	–	–	4,351
	Performance share scheme total		4,351	9,205	–	13,556
	Totalshare scheme interests		4,351	9,205	–	13,556
£72,995 in respect of dividend equivalents. R W Memmott	During the year, Will Wyatt exercised performance share scheme awards over a total of 15,688 shares at a pre-tax gain of £556,112 plus an additionalsum of Performance share scheme award
	Granted 24.11.23 (nil-cost)	3585p	17,573	–	–	17,753
	Granted 28.05.24 (nil-cost)	3410p	19,223	–	–	19,223
	Performance share scheme total		36,796	–	–	36,796
	Totalshare scheme interests		36,796	–	–	36,796
J M B Cayzer-Colvin	Performance share scheme awards
	Granted 30.05.19 (nil-cost)	2910p	–	–	11,520	11,520
	Granted 04.08.20 (nil-cost)	2640p	–	13,018	6,510	19,528
	Granted 04.06.21 (nil-cost)	3102.5p	11,248	–	5,625	16,873
	Granted 30.05.22 (nil-cost)	3740p	9,799	941	–	10,740
	Granted 30.05.23 (nil-cost)	3445p	16,763	–	–	16,763
	Granted 28.05.24 (nil-cost)	3410p	17,617	–	–	17,617
	Performance share scheme total		55,427	13,959	23,655	93,041
	Deferred bonus plan – compulsory awards4
	Granted 30.05.22 (nil-cost)	3740p	–	–	4,666	4,666
	Granted 28.05.24 (nil-cost)	3410p	–	1,214	–	1,214
	Deferred bonus plan total		–	1,214	4,666	5,880

During the year, Jamie Cayzer-Colvin exercised deferred bonus plan awards over a total of 4,431 shares at a pre-tax gain of £157,071 plus an additionalsum of £16,485 in respect of dividend equivalents.

Totalshare scheme interests 55,427 15,173 28,321 98,921

1. Performance conditions

Performance share scheme

Of the awardsshown as unvested with performance conditions, for nil-cost options granted to Will Wyatt on 4 June 2021, to Mat Masters on 30 May 2022 and 30 May 2023, to Rob Memmott on 24 November 2023 and to Mat Masters and Rob Memmott on 28 May 2024 shares will vest on a graduated basis, with vesting commencing at 10% if the company achieves an annualised NAVTR of 3%, rising incrementally to 100% vesting on achievement of an annualised NAVTR of 10%.

For Jamie Cayzer-Colvin, who is Head of the Funds pool, 60% of his performance share scheme awards granted on these dates will be measured against the annualised total returns achieved by the Funds pool. Awards willsimilarly vest on a graduated basis, with vesting commencing at 10% on achievement of an annualised Funds pool total return of 6%, rising incrementally to 100% vesting on achievement of an annualised total return of 13.5%. The remaining 40% of Jamie Cayzer-Colvin's performance share scheme awardsfor these grants will be measured against Caledonia's NAVTR as above.

Mat Masters was previously Head of the Capital portfolio before taking on broader responsibility for the Income portfolio from 2019 until his appointment as Chief Executive Officer. For nil-cost options granted on 4 June 2021, 53.3% will be measured by reference to the annualised total return achieved by the Capital portfolio, with awards vesting on a graduated basis, commencing at 10% on achievement of an annualised total return of 4%, rising incrementally to 100% vesting on achievement of an annualised total return of 11%. 26.7% will be measured by reference to the annualised total return achieved by the Income portfolio over the performance measurement period, with graduated vesting commencing at 10% on achievement of an annualised total return of 3.5%, rising incrementally to 100% vesting on achievement of an annualised total return of 7%. The remaining 20% of the performance share scheme awardsfor these grants will be measured against Caledonia's NAVTR as above.

The relevant performance conditions will be tested over three yearsfor one-third of the shares comprised in an award and over five yearsfor the remaining two-thirds of the shares comprised in an award.

The nil-cost options granted on 4 August 2020,shown as unvested without performance conditions, were performance-tested against their relevant target as at 31 March 2025 and achieved a vesting level of 100% for those measured against Caledonia's NAVTR. The proportion of Mat Masters' nil-cost options awarded at that date measured against the Capital and Income portfolios both achieved a vesting level of 100%. Jamie Cayzer-Colvin's nil-cost options awarded at that date measured against the Funds pool'sreturn achieved a 100% vesting level. The awards will vest on 4 August 2025.

The one-third of the shares comprised in the nil-cost options granted on 30 May 2022, also shown as unvested without performance conditions,subject to three-year performance testing wastested as at 31 March 2025 and achieved a vesting level of 48% for those measured against Caledonia's NAVTR. Jamie Cayzer-Colvin's nil-cost options awarded at that date measured against the Funds pool'sreturn achieved a 0% vesting level. The awards will vest on 30 May 2025.

Other exercise conditions

2. Performance share scheme

Nil-cost optionsthat vest following the three- or five-year performance testing become immediately exercisable on the third or fifth anniversary of grant, as applicable.

3. Vested but unexercised

Shares vested but unexercised representthose awardsthat are immediately exercisablewithout any conditions.

4. Deferred bonus plan

Compulsory awards under the deferred bonus plan normally vest if the director remains an employee of the group for a three-year period commencing on the first day of the financial year in which the award is made.

Performance graph of total shareholder return and table of Chief Executive Officer's total remuneration

The graph belowshowsthe company'stotalshareholderreturn ('TSR') against that of the FTSE All-Share Total Return index forthe 10 financial years ended on 31 March 2025. TSR has been calculated assuming that all dividends are reinvested on their ex-dividend dates. The FTSE All-Share Total Return index has been chosen asit isthe benchmark bywhich the company measures its delivery of value overthe longerterm.

TSR growth over 10 years

The table belowshowsthe totalremuneration received by the Chief Executive Officerin each of the 10 financial yearsto 31 March 2025, prepared on the same basis asin the single total figure in the table on page 105, and the percentage of the maximum potential short- and long-term incentivesreceived in those years.

		Total	Incentives vested as a percentage of maximum
Years ended 31 March	Chief Executive Officer	remuneration £'000	Short-term %	Long term %
2016	W P Wyatt	1,648	45.0	100.0
2017	W P Wyatt	1,799	100.0	85.0
2018	W P Wyatt	1,795	40.0	84.7
2019	W P Wyatt	1,864	90.7	94.7
2020	W P Wyatt	805	–	20.9
2021	W P Wyatt	1,896	85.0	87.9
2022	W P Wyatt	2,326	100.0	100.0
2023	W P Wyatt1	1,154	–	100.0
2023	M S D Masters1	1,250	45.0	100.0
2024	M S D Masters	1,3762	71.5	96.4
2025	M S D Masters	1,424	55.0	81.4

1. Mat Masterssucceeded Will Wyatt as Chief Executive Officer on 27 July 2022.

2. Restated from last year'ssingle total figure table to reflect the company's share price on the vesting date of the 2019 and 2021 performance share scheme awards.

Directors' remuneration report (continued) Annual report on directors' remuneration

Percentage change in remuneration of the directors

The following table showsthe percentage change in the basic salary/fees, value of taxable benefits and short-term incentives paid to directorsin the year against the priorfinancial year, comparedwith the average percentage changesin those components of pay of Caledonia's other employees, excluding directors, on a per capita basis.

Standard salary increases awarded from 1 April 2024were 4%. The per capita percentage increase in basic salary for employeesshown in the table is higherthan this due to the effect of non-standard increases awarded for promotions, increased responsibilities or othersuch adjustments. The average per capita percentage change for employee taxable benefits decreased overthe year principally due to changes in benefit coverfor certain employees underthe company's private medical insurance plan and small variancesin employee benefits. The average per capita percentage change for employee bonus decreased overthe year due to lower bonus awards being made. Mat Masters, Rob Memmott and Jamie Cayzer-Colvinwere awarded bonuses of 55%, 55% and 52.5% ofsalary respectively, comparedwith 71.5%, 71.5% and 60.75% in the previousfinancial year. Certain members of Caledonia'sstaffwere awarded bonuses of varying levelsin each year depending on company performance, investment pool performance (where relevant) and individual performance. Increasesin nonexecutive feesinclude any changesto responsibilities made during the year.

	2025		2024		2023		2022			2021
	Basic salary/ fees %	Benefits %	Bonus %	Basic salary/ fees %	Benefits %	Bonus %	Basic salary/ fees %	Benefits %	Bonus %	Basic salary/ fees %	Benefits %	Bonus %	Basic salary/ fees %	Benefits %	Bonus %
Executive directors
M S D Masters1	4.0	(23.9)	(20.0)	5.0	45.6	66.8	n/a	n/a	n/a	n/a	n/a	n/a	n/a	n/a	n/a
W P Wyatt2	n/a	n/a	n/a	n/a	n/a	n/a	(67.5)	(70.7)	(100)	n/a	(4.1)	17.7	n/a	12.9	100
R W Memmott3	4.0	60.4	(20.0)	n/a	n/a	n/a	n/a	n/a	n/a	n/a	n/a	n/a	n/a	n/a	n/a
J M B Cayzer-Colvin	4.0	(4.6)	(10.1)	5.1	5.1	33.0	5.0	15.6	(49.6)	1.5	8.9	12.8	2.5	6.2	100
Chair and non-executive directors
D C Stewart	–	(100)	n/a	–	100	n/a	10.0	–	n/a	–	–	n/a	–	–	n/a
F A Buckley	3.6	(17.8)	n/a	4.8	100	n/a	n/a	n/a	n/a	n/a	n/a	n/a	n/a	n/a	n/a
Hon C W Cayzer	3.4	100	n/a	4.5	–	n/a	11.4	–	n/a	–	–	n/a	6.6	–	n/a
G B Davison	3.1	–	n/a	4.2	–	n/a	13.1	–	n/a	–	(100)	n/a	3.5	100	n/a
M A Farlow	3.0	–	n/a	6.0	–	n/a	n/a	–	n/a	–	–	n/a	n/a	n/a	n/a
C L Fitzalan Howard	3.6	–	n/a	4.8	–	n/a	13.3	–	n/a	–	–	n/a	43.8	n/a	n/a
L R Fordham	3.1	–	n/a	8.9	(100)	n/a	10.7	100	n/a	n/a	–	n/a	n/a	n/a	n/a
W P Wyatt2	3.7	(84.5)	n/a	5.0	100	n/a	n/a	n/a	n/a	n/a	n/a	n/a	n/a	n/a	n/a
Staff per capita (excluding directors)
	7.5	(1.4)	(2.0)	10.1	4.7	98.8	10.2	17.5	(43.2)	4.0	7.5	22.9	7.4	5.2	157.5

1. Mat Masterswas appointed to the board on 1 April 2022,succeeding Will Wyatt as Chief ExecutiveOfficer on 27 July 2022.

2. Will Wyattserved as Chief Executive until 27 July 2022 and hasserved as a non-executive directorsince 27 July 2022.

3. Rob Memmottwas appointed to the board on 1 September 2023.

Pay ratio information in relation to the total remuneration of the Chief Executive Officer

With fewerthan 250UK employees, Caledonia is notrequired to disclose Chief ExecutiveOfficerto employee pay ratios under The Companies(Miscellaneous Reporting) Regulations 2018. However, asrecommended by The Investment Association,the Committee has decided voluntarily to publish the information below. The ratios compare the totalremuneration ofthe Chief ExecutiveOfficer, asset out on page 105, againstthe lower quartile,median and upper quartile totalremuneration ofthe company's employees as at 31 March 2025. This disclosurewill build up overtime to cover a rolling 10 year period.

A significant proportion ofthe Chief ExecutiveOfficer'stotal earnings potential is comprised ofshare-based incentives,which are linked to Caledonia's performance and share pricemovement overthe longerterm. Thiswill inevitably lead to an element of volatility in the year-onyeartotalremuneration ofthe Chief ExecutiveOfficer and consequently variationsin the ratios, assome employees do not participate in the long-termincentive scheme or participate atlowerlevels. Asthemajority of awards underthe scheme vest overfive years, participantswill only build up equivalent annual vesting to the Chief ExecutiveOfficer overthis period oftime,whichmay further distortthe comparison.

In orderto provide further context,the table includesratios based on basic salary only to demonstrate overtime thatthe underlying pay structures do notshowa divergenttrend between the Chief ExecutiveOfficer's pay and that of employees generally and also that employees are paid fairly.

			Pay ratios			Remuneration values
		P25		P75		Chief	P25		P75
		(lower	P50	(upper		Executive	(lower	P50	(upper
Year	Methodology	quartile)	(median)	quartile)	Basis	Officer	quartile)	(median)	quartile)
2020	Option A	14:1	9:1	4:1	Total remuneration (£'000)	814	57	94	217
	Salary only	12:1	7:1	4:1	Salary only (£'000)	540	46	73	144
2021	Option A	30:1	15:1	6:1	Total remuneration (£'000)	1,828	61	122	329
	Salary only	12:1	7:1	4:1	Salary only (£'000)	540	46	78	138
2022	Option A	42:1	19:1	6:1	Total remuneration (£'000)	2,294	54	122	392
	Salary only	12:1	7:1	4:1	Salary only (£'000)	540	45	76	138
2023	Option A	20:1	14:1	6:1	Total remuneration (£'000)	1,268	63	91	227
	Salary only	9:1	6:1	3:1	Salary only (£'000)	450	50	70	135
2024	Option A	20:1	13:1	5:1	Total remuneration (£'000)	1,351	68	106	268
	Salary only	9:1	6:1	3:1	Salary only (£'000)	473	51	77	143
2025	Option A	20:1	13:1	6:1	Total remuneration (£'000)	1,424	70	114	256
	Salary only	9:1	6:1	3:1	Salary only (£'000)	492	56	83	150

1. The employees at the lower, median and upper quartiles were determined as at 31 March in the relevant year.

2. 'Option A' methodology, asset out in The Companies(Miscellaneous Reporting) Regulations 2018, which requires determination of the total full-time equivalent earnings of all UK employeesfor the relevant financial year, has been used asthisis considered the moststatistically accurate under the reporting regulations.

3. To determine full-time equivalent earnings, joiners during the year are assumed to have worked for the full year with salary, benefits and bonus pro rata accordingly. Reduced hours employeessimilarly have been assumed to have worked on a full-time basis. No adjustments have been made to the value of share-based incentivesthat vested during the year for relevant employees, other than that awards held by reduced hours employees have been recalculated to reflect the number ofsharesthat would have been granted based on the full-time equivalentsalary of the participant at the time of grant.

Relative importance of spend on pay

The graph belowshowsthe personnel expensesforthe year of group companies consolidated underIFRS 10, comparedwith amounts distributed to Caledonia'sshareholders byway of dividends and share purchases.

Statement of implementation of remuneration policy in the 2026 financial year

The company expectsto operate the remuneration policy as described in the approved remuneration policy set out on pages 99 to 104without any changesin the financial year ending 31 March 2026.

Basic salaries of executive directors

Forthe 2026 financial year, the Committee has awarded an increase in basic salary of 3.5% to Rob Memmott and Jamie Cayzer-Colvin, broadly in linewith inflation,whichwasthe same standard increase given to the rest of the company's employees. The Committee has awarded an increase in basic salary of 6.8% to Mat Mastersforreasons described on page 97.

The executive directors'salariesforthe 2025 financial year are asfollows:

		Salary for year to 31 March
	2026 £	2025 £
M S D Masters	525,000	491,500
R W Memmott	452,300	437,000
J M B Cayzer-Colvin	414,600	400,500

Directors' remuneration report (continued) Annual report on directors' remuneration

Chair's and non-executive directors' fees

The Chair'sfeewill be unchanged forthe year ahead. The non-executive director basic fee has been increased by 3.1%. No changes have been made to the fees paid for chairing and membership of the Audit and Risk and Remuneration Committees orto the fee paid to the SeniorIndependent Director.

The fees are asfollows:

	Fees for year to 31 March
	2026 £	2025 £
Chair	165,000	165,000
Non-executive director basic fee	50,500	49,000
Chair of the Audit and Risk Committee	10,000	10,000
Member of the Audit and Risk Committee	2,500	2,500
Chair of the Remuneration Committee	8,000	8,000
Member of the Remuneration Committee	2,000	2,000
Senior Independent Director/Chair of the Governance Committee	6,000	6,000

No additional fees are paid for membership of the Governance and Nomination Committees. It is proposed that the aggregate annual limit for non-executive directors' ordinary remuneration contained in the company's articles of association, currently £600,000,will be increased at the forthcoming annual general meeting.

Annual bonus scheme and long-term incentive schemes

RPIwas previously used as a reference point forinflation in the overall bonus calculation. Whilst RPI isstill published by the Office for National Statistics, it isrecognised that the CPIH is nowthe leading and preferred indicator of inflation in the UK. Since 2023, Caledonia has used CPIH in place of RPI asthe measure for UK inflation. However, given the differential between the two inflation rates, the Committee has commenced a phased transition from RPI to CPIH asthe inflation benchmark for bonus purposes overthe course of the three-yearremuneration policy period. The inflation benchmarkwasweighted 67:33 on RPI:CPIH forthe 2024 financial year and 50:50 forthe 2025 financial year, moving to 33:67 for 2026 and 100% on CPIH for 2027.

No other changesto the performance metrics or award opportunitiesforthe company's annual bonus orlong-term incentive schemes are anticipated forthe 2026 financial year.

Approach

The Committeewill keep the implementation of the remuneration policy underreviewin orderto take account of any changesin the company's business environment and remuneration practice generally, butwith the overall aim of ensuring that Caledonia's remuneration arrangements continue to support the company's strategy and deliverlong-term shareholder value by attracting and retaining talent and rewarding executives appropriately in the light of the company's performance.

Consideration by the directors of matters relating to directors' remuneration

The currentmembers ofthe Committee are Anne Farlow(Chair), Farah Buckley, Claire Fitzalan Howard and David Stewart.

During the year,the Committee received advice fromFreshfields LLP (formerly Freshfields Bruckhaus Deringer LLP),the company's principal legal advisers,which coveredmattersincluding the

preparation ofthe directors'remuneration report and share plans. Ellason LLP, appointed by the Committee following a formaltender process completed in 2022, providesremuneration advice. The Committee issatisfied that advice receivedwas objective and independent. Ellason has no connectionwith individual directors and is amember ofthe Remuneration ConsultantsGroup (the professional body forremuneration consultants) and adheresto its code of conduct. The feesfor Ellason forwork relating to the Committee for 2025were £26,175 (2024: £22,070). Feesincurred are charged on the basis of each firm'sstandard terms of business. Ellason did not provide any otherservicesto the company. The Committee assessesthe performance of its advisers,the associated level of fees and reviewsthe quality of advice provided to ensure thatitis objective and independent of any support provided to management.

The Committee also consultedwith the Chief ExecutiveOfficerin relation to the remuneration ofthe executive directors and other senior executives and internalsupportwas provided to the Committee by the Company Secretary.No executive participatesin discussionsin respect oftheir own remuneration.Given the composition ofthe Committee and thisrequirement,we are comfortable that no conflicts arose in respect of decision-making by the Committee.

Statement of voting at general meetings

Atthe annual generalmeeting ofthe company held on 17 July 2024, the voteslodged forthe resolutionsrelating to directors' remuneration and the remuneration policywere asfollows:

	Number	%
To approve the 2024 Directors' remuneration report (other than the directors'
remuneration policy)
Votesin favour	34,772,485	98.5
Votes against	536,700	1.5
Total votes cast	35,309,185
Votes withheld	18,589

The voteslodged forthemostrecently approved remuneration policy, being atthe annual generalmeeting held on 19 July 2023 were asfollows:

Number		%
To approve the remuneration policy
Votesin favour	35,087,565	98.8
Votes against	412,670	1.2
Total votes cast	35,609,903
Votes withheld	109,668

Thisreportwas approved by the board on 19 May 2025 and signed on its behalf by:

Anne Farlow

Chair of the Remuneration Committee 19 May 2025

Directors' report

The Directors'report forthe year ended 31 March 2025 has been prepared in accordancewith the disclosure requirements of the following:

• Companies Act 2006
• The Large and Medium-sized Companies and Groups(Accounts and Reports) Regulations 2008 (as amended)
• Financial Conduct Authority's Listing Rules('LRs') and Disclosure Guidance and Transparency Rules('DTRs').

The Directors'report, togetherwith the Strategic report on pages 14 to 68,representsthe managementreport forthe purpose of compliancewith DTR 4.1.5R(2).

Information included elsewhere

The following information required to be included in the Directors' report has been included elsewhere and isincorporated by reference:

Section of annual report	Page(s)
Strategic report	67
Strategic report	66-67
Corporate governance report, Section 172 statement	80-85
Strategic report	53-55
Responsibility statements	119
Note 23	147-152

1. In accordancewith section 414C (11) ofthe Companies Act 2006.

Dividends

Dividend policy

The company's policy isto pay an increasing annual dividend per share in realterms,which it has nowdone for 58 consecutive years. In addition,the companymay supplementthe annual dividendwith special dividendswhen the board considersit appropriate, for example ifthe company hassurplus cash reservesin excess of its strategic investment plans.

The board historically aimed forthe annual dividend to be fully covered by netrevenue forthe relevantfinancial yearin a period of normaltrading butmodified this approach in 2023 to reduce the strategic level of netrevenue coverfromfully covered to around 0.5x and also to factorin net cash inflowfromthematuring funds portfolio. The expectation isthatthiswill provide an aggregate cash flowcoverforthe dividend of atleast 1x overthemediumterm. The company has available distributable reserves of £2,592m, broadly equivalentto 66 years' payment ofthe current annual dividend to maintain an increasing annual dividend pershare in realterms.

The board intendsto increase future interimdividendsto 50% of the prior year'stotal annual dividend, ensuring amore balanced dividend profile and providing amore predictable income stream to ourshareholders.

2025 dividend distributions

An interimdividend of 19.69p pershare (2024: 18.93p)was paid on 9 January 2025 and the board hasrecommended a final dividend of 53.91p pershare (2024: 51.47p), giving total annual dividendsforthe year of 73.6p pershare (2024: 70.4p).

Shares

Share capital structure

The company hastwo classes ofshare capital, ordinary shares of 5p each and deferred ordinary shares of 5p each.

The holders ofthe ordinary shares are entitled to receive dividends as declared fromtime to time and are entitled to one vote pershare atmeetings ofthe company. All voting rights are, however, suspended in respect of any ofthe company'ssharesthat are held in treasury or by group companies.

The deferred ordinary shares carry no voting rights and are not redeemable. They carry the rightto a fixed cumulative preference dividend of 1% per annumofthe nominal value of a deferred ordinary share, being 0.05p pershare, or £4,000 in aggregate, for all such shares currently in issue. The company isrequired to pay the dividend to the extentthatit has distributable profits.On a winding-up or otherreturn of capital,the deferred ordinary shares carry the rightto the payment ofthe amount paid up on the shares only after holders ofthe ordinary shares have received the sumof £100,000 in respect of each ordinary share. All ofthe deferred ordinary shares are held by Sterling Industries Ltd, awholly-owned subsidiary of Caledonia.

At 31 March 2025, 52,882,698 ordinary shares and 8,000,000 deferred ordinary shareswere in issue. The ordinary shares therefore represented approximately 87% and the deferred ordinary shares approximately 13% ofthe total issued share capital by nominal value.Ofthe ordinary sharesin issue at 31 March 2025, 3,000 shareswere held by a group company. Asstated above, all voting rights are suspended on these shares.

During the yearthe company purchased 1.7mof its ordinary shares at a total cost of £62.7m. These shares had a nominal value of £86,453,represented 3.27% ofthe issued ordinary share capital as at 31 March 2025 andwere immediately cancelled. These shares were purchased to take advantage ofthewide discount ofthe company'sshare price to its net asset value. Since the year end a further 247,372 ordinary shares have been purchased and cancelled at a total cost of £9.0m. The company'sissued share capital after these transactions, as at 19 May 2025, being the last practicable date priorto signature ofthese accountswas 52,635,326 ordinary shares and 8,000,000 deferred ordinary shares.

Proposed share sub-division

The board isrecommending a 10:1 share sub-division to shareholdersfor approval atthe 2025 annual generalmeeting. Thiswillreduce the nominal value of ordinary shares of 5p each to 0.5p and is planned forimplementation on or after 17 July 2025.

Directors' report (continued)

Restrictions on the transfer of shares

There are no specific restrictions on the transfer ofthe company's shares, although the articles of association contain provisions whereby the boardmay refuse to register a transfer of a certificated sharewhich is notfully paid, provided thatsuch refusal does not prevent dealingsin the share fromtaking place on an open and proper basis. The boardmay also refuse to registerthe transfer of a certificated share unlessitis(a) lodged, duly stamped (if stampable), atthe registered office or atsuch other place asthe boardmay appoint, accompanied by the certificate forthe shares towhich itrelates and such other evidence asthe boardmay reasonably require to showthe right ofthe transferortomake the transfer; (b) in respect of only one class ofshares; and (c) in favour of notmore than fourtransferees.

The directorsmay refuse to register a transfer ofsharesif a shareholder has notsupplied information to the company in default of a request duly served undersection 793 ofthe Companies Act 2006 and such sharesrepresent atleast 0.25% ofthe class of shares concerned.

Substantial interests

As at 31 March 2025,the company had received formal notifications ofthe following holdingsin its ordinary sharesin accordancewith the requirements ofthe DTRs:

		Percentage
	Number of	of voting
	voting rights	rights
The Cayzer Trust Company Ltd	19,341,264	36.01%1

1. Percentage holding based on total voting rights at 28 October 2024.

Employee Share Trust

The Caledonia Investments plc Employee Share Trust(the 'EST') and The Caledonia 2024 Employee Benefit Trust(the '2024 EBT') acquire and hold ordinary sharesin the company forsubsequenttransferto employees exercising options underthe company's performance share scheme or deferred bonus plan. The voting rights ofshares held by the EST and the 2024 EBT are exercisable by the independenttrustee however, in practice,these are not voted. Each trustisfinanced by an interestfree loan facility fromCaledonia and the trustee haswaived all dividends payable in respect ofthe ordinary shares held by the trusts.

At 31 March 2025,the EST held 133,025 ordinary shares, representing 0.25% ofthe total issued voting share capital. The 2024 EBT did not hold any ordinary shares.

Restrictions on voting rights

The directorsmay directthat a shareholdershall not be entitled to attend and vote either personally or by proxy or exercise any other right conferred bymembership in relation to generalmeetings of the company in respect ofsome or all ofthe shares held by themif they or any personwith an interestin such shares has been duly servedwith a notice undersection 793 ofthe Companies Act 2006 and isin defaultforthe prescribed period in supplying to the company the information required or, in purported compliancewith such a notice, hasmade a statementwhich isfalse orinadequate in amaterial particular.

Agreements which may restrict the transfer of shares or exercise of voting rights

The company is not aware of any arrangementswhichmay restrict the transfer of any of itsshares orthe exercise of any voting rights.

Authority to allot shares

Atthe annual generalmeeting ofthe company held on 17 July 2024 (the '2024 AGM'),shareholders granted to the directors authority to allot ordinary shares up to a nominal amount of £906,000, representing approximately one-third ofthe ordinary share capital then in issue,with authority to allot additional ordinary shares up to a nominal value of £906,000,representing approximately a further one-third ofthe ordinary share capitalthen in issue, byway of pre-emptive rightsissues only, in accordancewith guidance issued atthattime by the Investment Association. The directorswere further authorised to issue ordinary shares up to a nominal amount of £135,933 otherthan pro rata to existing ordinary shareholders. These authoritieslast until 17October 2025 or, if earlier,the conclusion ofthe next annual generalmeeting.

Authority to purchase shares

Atthe 2024 AGM,shareholders also granted authority forthe company tomakemarket purchases of up to 5,437,344 of its own ordinary shares, being approximately 10% ofthe ordinary share capitalthen in issue, at a price notmore than the higher of (a) 5% above the average ofthemiddlemarket quotationsfor ordinary shares during the five business days preceding any such purchase; and (b)the higher of (i)the price ofthe lastindependenttrade in ordinary shares; and (ii)the highest currentindependent bid relating thereto on the trading venuewhere the purchase is carried out, nor lessthan 5p, being the nominal value of an ordinary share. Atthe same time,shareholderswhowere notmembers ofthe Cayzer family concert party ('Cayzer Concert Party') gave their approval for awaiver by The Panel on Takeovers and Mergers(the 'Panel') ofthe obligation that could arise on the Cayzer Concert Party under Rule 9 ofthe City Code on Takeovers and Mergerstomake a general offer for Caledonia on the implementation by the company ofthe above authority to purchase its own shares('Rule 9 Waiver'). The approval wassubjectto themaximumpercentage of voting rightsinwhich the Cayzer Concert Party isinterested not exceeding 49.9% as a result of purchases by the company.

At a generalmeeting ofthe company held on 18 December 2024 (the '2024GM'),shareholders approved a newauthority (replacing themarket purchase authority referred to above) forthe company tomakemarket purchases of up to 2,681,322 of its own ordinary shares, being approximately 5% ofthe ordinary share capitalthen in issue,subjectto the same price restrictionsset out above. This authority lasts until 26 May 2026 or, if earlier,the conclusion ofthe annual generalmeeting to be held in 2026. Atthe same time, shareholderswhowere notmembers ofthe Cayzer Concert Party gave their approval for a further Rule 9 Waiver. The approvalwas notsubjectto amaximumpercentage of voting rightsinwhich the Cayzer Concert Party isinterested as a result of purchases by the company.

The company hassubsequently utilised the authority to purchase the company'sshares granted atthe 2024GM andwill continue to utilise the authority (or, if approved,the replacement authority to be sought atthe 2025 annual generalmeeting)when it considersit isin the company's and shareholders' bestintereststo do so andwill

resultin an increase in net asset value per ordinary share. In consideringwhetherto exercise the authority,the boardwill continue to take into accountthe liquidity ofthe company'sshares, its ongoing investmentstrategy and the level of any discount at which the ordinary shares are trading in themarketrelative to the net asset value per ordinary share.

Change of control rights

There are no special change of controlrightsin relation to the company'sshares.

Awards granted underthe company's performance share scheme and its deferred bonus plan may become exercisable or vest as a result of a change of control, although the number ofshares comprised in those awards may be reduced. The service contracts of certain directors and othersenior executives also contain provisionswhereby a liquidated sum is payable by the company in the event of terminationwithin one yearfollowing a change of control.

Further details of these change of controlrights applicable to directors are set out in the Directors'remuneration report.

The company is party to a revolving credit agreement that givesthe lendersthe right to require early repayment of outstanding loans and cancellation of its available commitments upon a change of control of the company occurring. At the date of thisreport, change of control provisionswere included in the revolving facility agreement dated 5 August 2024 between the company and each of Industrial and Commercial Bank of China Limited London Branch, BNP Paribas S.A., London Branch, The Royal Bank of Scotland International Limited, London branch and NatWest Markets Plc. The company is not aware of any other agreementswith change of control provisionsthat are significant in terms of their potential impact to the business.

Directors

The directors of the company are shown on pages 72 and 73. All of the directorsserved throughout the year.

Directors' indemnity

Each ofthe directors hasthe benefit, underthe company's articles of association, of an indemnity,to the extent permitted by the Companies Act 2006, against any liability incurred by themfor negligence, default, breach of duty or breach oftrustin relation to the affairs ofthe company.

Appointment and removal of directors

The appointment and removal of directorsis governed by the company's articles of association and prevailing company law.

The articles of association provide that at every annual general meeting one-third ofthe directors, orif not amultiple ofthree,the number nearestto one-third,shallretire by rotation and therefore be required to seek re-election by shareholders.Newdirectorsmay be appointed by the board, but are subjectto election by shareholders atthe next annual generalmeeting ofthe company following their appointment. However,to complywith the provisions oftheUK CorporateGovernance Code (the 'Code'),the company requiresthat all directorsshould be subjectto annual election by shareholders. Shareholdersmay also appoint new directors by ordinary resolution. The articles of association limitthe number of directorsto notlessthan three and notmore than 12, unlessthe shareholdersresolve otherwise.

In accordancewith the Financial Conduct Authority's Listing Rules, the election ofthose directors determined by the board to be independent underthe Codemust be subjectto the approval of both allshareholders ofthe company and separately those shareholderswho are not controlling shareholders, being the Cayzer Concert Party.

Articles of association

An ordinary resolution to increase the aggregate annual limit for non-executive directors' ordinary remuneration contained in the articles of association, currently £600,000, to £750,000will be proposed at this year's annual general meeting.

Political donations

The company made no political donations and incurred no political expenditure during the year.

Research and development

The company does not engage in research and development.

Overseas branches

The company does not have any overseas branches.

Investment trust status

Caledonia has been accepted as an approved investment trust by HM Revenue&Customs,subject to continuing to meet eligibility conditions. The directors are of the opinion that the company has conducted its affairsin a mannerwhichwillsatisfy the conditions for continued approval as an investment trust undersection 1158 of the Corporation Tax Act 2010.

Registered office and number

The registered office of the company is at: Cayzer House, 30 Buckingham Gate, London SW1E 6NN. The company isregistered in England under number 235481.

Post balance sheet events

There are no post balance sheet events.

The Directors'reportwas approved by the board on 19 May 2025 and signed on its behalf by:

Richard Webster

Company Secretary

Directors' report (continued)

Cross references to information required to be disclosed by Listing Rule 6.6.1R

To complywith Listing Rule 6.6.4R, the following table providesreferencestowhere relevant information required to be disclosed under Listing Rule 6.6.1R can be found.

Listing Rule	Required information	Location
6.6.1R(11)	Details of any arrangement underwhich a shareholder haswaived or agreed towaive any dividends.	Directors'report – page 116. Waiver of all dividends by the trustee of The Caledonia Investments plc Employee Share Trust and The Caledonia 2024 Employee Benefit Trust.
6.6.1R(12)	Where a shareholder has agreed towaive future dividends, details ofsuch waivertogetherwith those relating to dividendswhich are payable during the period underreview.	As above.
6.6.1R(13)(a)	A statement made by the board that the company continuesto complywith the requirement in LR 6.2.3R	Corporate governance report – page 78. Relationswith controlling shareholders.

Responsibility statements

Statement of directors' responsibilities in respect of the annual report and the financial statements

The directors are responsible for preparing the annualreport and financialstatementsin accordancewith UK adopted international accounting standards and applicable lawand regulations.

Company lawrequiresthe directorsto prepare financial statementsfor each financial year. Underthat law, the directors have prepared the group and parent company financialstatements in accordancewith UK adopted international accounting standards. Under company law, the directors must not approve the financial statements unlessthey are satisfied that they give a true and fair viewof the state of affairs of the group and the company and of the profit orloss of the group forthat period.

In preparing these financialstatements, the directors are required to:

• selectsuitable accounting policies and then apply them consistently
• make judgements and estimatesthat are reasonable and prudent
• statewhetherthey have been prepared in accordancewith UK adopted international accounting standards,subject to any material departures disclosed and explained in the financial statements
• prepare the financialstatements on the going concern basis unlessit isinappropriate to presume that the group and the companywill continue in business
• prepare a directors'report, a strategic report and directors' remuneration reportwhich complywith the requirements of the Companies Act 2006 (the 'Companies Act').

The directors are responsible for keeping adequate accounting recordsthat are sufficient to showand explain the company's transactions and disclosewith reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financialstatements complywith the Companies Act. They are also responsible forsafeguarding the assets of the company and hence fortaking reasonable stepsforthe prevention and detection of fraud and otherirregularities.

The directors are responsible for ensuring that the annualreport financialstatements, taken as awhole, are fair, balanced, and understandable and provide the information necessary for shareholdersto assessthe group's performance, business model and strategy.

Website publication

The directors are responsible for ensuring the annualreport and financialstatements are made available on awebsite.

Financialstatements are published on the company'swebsite in accordancewith legislation in the UK governing the preparation and dissemination of financialstatements,which may vary from legislation in otherjurisdictions. The maintenance and integrity of the company'swebsite isthe responsibility of the directors. The directors'responsibility also extendsto the ongoing integrity of the financialstatements contained therein.

Disclosure of information to auditors

Each of the personswho is a director at the date of approval of this report confirmsthat:

• 1. so far asthe directoris aware, there is no relevant information ofwhich the company's auditoris unaware
• 1. the director hastaken allstepsthat they ought to have taken as a directorin orderto make themselves aware of any relevant audit information and to establish that the company's auditoris aware of that information.

This confirmation is given, and should be interpreted, in accordance with the provisions ofsection 418 of the Companies Act.

Responsibility statements under the Disclosure Guidance and Transparency Rules and the UK Corporate Governance Code

Each of the directors,whose names and functions are listed on pages 72 and 73 confirm that, to the best of their knowledge:

• 1. the group and parent company financialstatements,which have been prepared in accordancewith applicable accounting standards, give a true and fair viewof the assets, liabilities, financial position and profit orloss of the company and the undertakingsincluded in the consolidation taken as awhole
• 1. the annualreport includes a fairreviewof the development and performance of the business and the position of the company and the undertakingsincluded in the consolidation taken as a whole, togetherwith a description of the principalrisks and uncertaintiesthat it faces.

Signed on behalf of the board by:

Mat Masters Rob Memmott Chief Executive Officer Chief Financial Officer 19 May 2025 19 May 2025

Our independence and reputation enables us to take the long term view, which is key to our goal of building a store of wealth and delivering steady and rising income for our shareholders.

Considered & long-term

Only a Pavement Away

The Caledonia Investments Charitable Foundation is pleased to have supported Only a Pavement Away during the year, a charity that supports people looking to rebuild their lives through employment opportunities in hospitality.

Levi Bradbury joined Only a Pavement Away's Passport to Employment programme after leaving prison. Through hard work and dedication, he secured a role as a Commis Chef at a Hilton Hotel in London. He later launched a street food business with support from an Only a Pavement Away bursary, which helped lay the foundation for his venture. Today, Levi balances fatherhood, full-time cheffing, and building his own business.

Financial statements

Other information

Company performance record and investments summary ¹⁵⁸ Glossary of terms and alternative performance measures ¹⁵⁹ 161 Valuation methodology 163 Information for investors 164 Directors and advisers

Independent auditor's report to the members of Caledonia Investments plc

Opinion on the financial statements

In our opinion:

• the financialstatements give a true and fair viewof the state of the Group's and of the Parent Company's affairs as at 31 March 2025 and of the Group's profit forthe yearthen ended;
• the Group financialstatements have been properly prepared in accordancewith UK adopted international accounting standards;
• the Parent Company financialstatements have been properly prepared in accordancewith UK adopted international accounting standards and as applied in accordancewith the provisions of the Companies Act 2006; and
• the financialstatements have been prepared in accordancewith the requirements of the Companies Act 2006.

We have audited the financialstatements of Caledonia Investments plc (the 'Parent Company') and its consolidated subsidiaries(the 'Group')forthe year ended 31 March 2025which comprise the Group statement of comprehensive income,theGroup and Company Statement offinancial position,theGroup and Company Statement of changesin equity,theGroup and Company Statement of cash flows, and notesto the financialstatements, including material accounting policy information. The financialreporting framework that has been applied in their preparation is applicable lawandUK adopted international accounting standards and as regardsthe Parent Company financialstatements, as applied in accordancewith the provisions ofthe Companies Act 2006.

Basis for opinion

We conducted our audit in accordancewith International Standards on Auditing (UK) (ISAs(UK)) and applicable law. Our responsibilities underthose standards are further described in the Auditor'sresponsibilitiesforthe audit of the financialstatements section of ourreport. We believe that the audit evidencewe have obtained issufficient and appropriate to provide a basisfor our opinion. Our audit opinion is consistentwith the additionalreport to the audit committee.

Independence

Following the recommendation of the Audit & Risk Committee, we were appointed by the Members of the Parent Company on 21 July 2021 to audit the financialstatementsfor the year ended 31 March 2022 and subsequent financial periods. The period of total uninterrupted engagement including retenders and reappointmentsisfour years, covering the years ended 31 March 2022 to 31 March 2025. We remain independent of the Group and the Parent Company in accordance with the ethical requirementsthat are relevant to our audit of the financial statementsin the UK, including the FRC's Ethical Standard as applied to listed public interest entities, and we have fulfilled our other ethical responsibilitiesin accordance with these requirements. The non-auditservices prohibited by thatstandard were not provided to the Group or the Parent Company.

Conclusions relating to going concern

In auditing the financialstatements,we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financialstatementsis appropriate. Our evaluation of the Directors' assessment of the Group and the Parent Company's ability to continue to adopt the going concern basis of accounting included:

• obtaining the Directors' assessment of the going concern status and long-term viability of the group and the parent;
• checking the accuracy of the underlying models used in the Directors' assessment;
• challenging management's assumptions and judgements made with regardsto stress-testing forecasts;
• assessing the availability of bank facilities; and
• assessing the liquidity of the quoted investment portfolio.

Based on theworkwe have performed,we have not identified any material uncertaintiesrelating to events or conditionsthat, individually or collectively, may castsignificant doubt on the Group and the Parent Company's ability to continue as a going concern for a period of at least twelve monthsfrom when the financial statements are authorised forissue.

In relation to the Parent Company'sreporting on howit has applied the UK Corporate Governance Code,we have nothing material to add or drawattention to in relation to the Directors'statement in the financialstatements aboutwhetherthe Directors considered it appropriate to adopt the going concern basis of accounting.

Ourresponsibilities and the responsibilities of the Directorswith respect to going concern are described in the relevantsections of thisreport.

Overview

Coverage	100% (2024: 100%) of Group profit before tax 100% (2024: 100%) of Group revenue 100% (2024: 100%) of Group total assets
Key audit matters (KAMs)		2025	2024
	KAM 1 -Valuation of Unquoted Private Capital Investments	•	•
	KAM 2- Valuation of Fund investments	•	•
Materiality	Group financial statements as a whole
	£43.9m (2024: £44.5m) based on 1.5% (2024: 1.5%) of Net Assets

An overview of the scope of our audit

Our Group auditwasscoped as perrevised ISA (UK) 600 revised wherewe define a component as an entity, business unit, function or business activity, orsome combination thereof, determined for purposes of planning and performing audit proceduresin a group audit. Based on our understanding of the group's organisational structure, operating segments and information system,we have identified components based on legal entity. We also addressed the risk of management override of internal controls, including assessingwhethertherewas evidence of bias by the Directorsthat may have represented a risk of material misstatement.

The Group engagement team carried out a fullscope audit of all components of the group mentioned belowasthey required audits forstatutory purposes. The Group consisted of the following components:

• Caledonia Investments plc;
• Caledonia Group Services Limited;
• Buckingham Gate Limited.

The Group audit team performed the Group audit asif itrelated to a single aggregated set of financialstatements, using the Group materiality levelsset out above.

Climate change

Ourwork on the assessment of potential impacts on climaterelated risks on the Group's operations and financialstatements included:

• 1. Enquiries and challenge of management to understand the actionsthey have taken to identify climate-related risks and their potential impacts on the financialstatements and adequately disclose climate-related riskswithin the annualreport; and
• 1. Reviewof the minutes of Board and Audit Committee meetings and performance of a risk assessment asto howthe impact of the Group's commitment asset out in the otherinformation may affect the financialstatements and our audit.

We challenged the extent towhich climate-related considerations have been reflected,where appropriate, in management's going concern assessment and viability assessment.

We also assessed the consistency of management's disclosures included as'otherinformation'/'Statutory OtherInformation' within the financialstatements andwith our knowledge obtained from the audit.

Based on ourrisk assessment procedures,we did not identify there to be any Key Audit Matters materially impacted by climaterelated risks.

Key audit matters

Key audit matters are those mattersthat, in our professional judgement,were of mostsignificance in our audit of the financial statements of the current period and include the mostsignificant assessed risks of material misstatement (whether or not due to fraud) thatwe identified, including thosewhich had the greatest effect on: the overall auditstrategy, the allocation ofresourcesin the audit, and directing the efforts of the engagement team. These matterswere addressed in the context of our audit of the financial statements as awhole, and in forming our opinion thereon, andwe do not provide a separate opinion on these matters.

Independent auditor's report (continued)

Overview

Key audit matter How the scope of our audit addressed the key audit matter Valuation of Unquoted Private Capital Investments The Group's accounting policy for valuation is described in the Material Accounting Policies (Investments) note to the financial statements. The unquoted private capital investments total £870.7m (2024: £820.3m), representing 31.9% (2024: 30.4%) of the investments held at fair value through profit or loss. We consider the valuations of the private capital investmentsto be one of the most significant audit areas. An objective of the Group is to maximise long-term capital growth, and as such, private capital investments will be a key driver of performance. The main risk factor relating to the valuations of the private capital investmentsrelatesto the lack of observable inputsto those valuations, which classifiesthem as'Level 3' investments as well as the level of estimation uncertainty involved in valuing these investments. To addressthis key audit matter,we performed the following in respect of process and controls: • Assessed the appropriateness of the valuation methodology given the circumstances under the International Private Equity and Venture Capital Valuation ('IPEV') Guidelines; • Attended Valuation Committee meetingsto obtain evidence of good governance and to observe the review of investment valuations by committee. We challenged on the unobservable inputs and methodology used in the valuation for each investment where required; and assessthe reasonableness of the assumptions applied; Our audit proceduresincluded the following: • We gained comfort on existence and ownership through direct confirmations, available third party house documentation, where relevant; • Challenged and corroborated the key inputsto the valuation with reference to management information on investee companies, market data and our own research; • Considered the economic environment in which the investment operatesto identify factorsthat could impact the investment valuation; • Consulted and involved BDO valuation expertsin assessing the methodology, assumptions and key inputs used in the valuation of material investments at year-end; and • Where we considered that reasonable alternative assumptions have been applied, we developed our own point estimate which we assessed in the context of materiality. Key observations: Based on the procedures we performed, we did not identify any material exceptions with regardsto the management in the valuation of unquoted private capital investmentsto be appropriate. Valuation of Fund There is a risk of 'stale pricing and manual adjustments' as valuations are obtained from NAV statements provided by the GPs. Caledonia'sinvestment team reviewsthese valuations and considers any necessary adjustments, though such adjustments are rare, and the GP's valuation is usually accepted. The partiesinvolved in the valuations are the GPs and the investment team. Risksinclude inappropriate valuation by the GP or investment team, incorrect adjustments, applying unsuitable valuation methods, inaccurate calculations, and using inappropriate inputs. To addressthis key audit matter,we performed the following in respect of process and controls: • Attended the Valuation Committee meeting to obtain evidence of good governance and to observe the reviewof fund investment valuations; those processes and controlsfor considering the movementsin fair value of the underlying portfolio; • Assessed the effectiveness of processesin place regarding due diligence over newinvestments and GPs/ new managers by agreeing support of the processto a sample of newinvestment additionsinvolving a newunderlying fund manager; and • Enquiredwith the audited entity astowhether underlying fund managers have prepared and provided SOC reports. Management has confirmed that no reports are available. For all funds,we obtained the latest NAV statements and performed the following: • Agreed the valuationsto the direct confirmationsreceived from the GP; forthe current year; • Considered and reviewed the need forthe Investment Managerto adjust the underlying valuationsfor specific cases,such as carried interest, and agreed these adjustmentsto the underlying calculations and support consideringwhere hurdles are met or not based on performance; • Compared the year-end valuations perthe accounting recordsto the valuation statementsreceived from agreed the cash roll forward to direct confirmation from the GP; forthe coterminous period; • Reviewed the year end GP statementsfor any possible inconsistent information pertaining to the valuations; • For non-coterminous GP statements, assessedwhether any significant market movements or events occurred from the GP statement date thatrendered the GP statement an inappropriate basis of the valuation; and • Considered the appropriateness of the overall valuation policies undertaken by underlying GP fund managersin linewith the International Private Equity and Venture Capital Valuation ("IPEV") Guidelines. Forfundsthatwere identified as having a higherrisk ofstale pricing,we: • Reviewed the underlying investment portfolio composition and investmentstrategy to assess volatility; • Performed open-source research relating to underlying investmentsforindications of factorsthatwould indicate a significant valuation movement. Key observations:

Based on the procedureswe performed,we did notidentify anymaterial exceptionswith regardsto the valuation offund investments.We deemthe assumptions and judgements applied bymanagementin the valuation of unquoted private capital investmentsto be appropriate.

Investments The Group's accounting policy for valuation is described in the Material Accounting Policies (Investments) note to the financial statements.

The fund investments total £897.3 million (2024: £926.3 million), representing 32.8% (2024: 34.4%) of the investments held at fair value through profit or loss.

• • Discussed valuations with management to understand management assumptionsincluded in valuations
• documentation such asshare purchase agreements,share certificates, annual accounts and companies
• • Gained an understanding of the movementsin valuations between 31 March 2024 and 31 March 2025;
  -

valuation of unquoted private capital investments. We deem the assumptions and judgements applied by

• • Reviewed the design and implementation of the Caledonia'sinternal processes and controls, in particular
• • We assessed if any of the funds have a coterminousreporting date to the reporting entity and noted none
• the managers of the underlying funds. Where an up-to-date fund manager's valuation is not available,we
• • Performed GP accuracy testing by comparing the mostrecently audited NAVsto NAVs per GP statements
• Challenged management on key judgements affecting valuationssuch as basisfor valuation and adjustments;

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 bywhich misstatements, including omissions, could influence the economic decisions ofreasonable users that are taken on the basis of the financialstatements.

In orderto reduce to an appropriately lowlevel the probability that any misstatements exceed materiality,we use a lower materiality level, performance materiality, to determine the extent of testing needed. Importantly, misstatements belowthese levelswill not necessarily be evaluated asimmaterial aswe also take account of the nature of identified misstatements, and the particular circumstances of their occurrence,when evaluating their effect on the financialstatements as awhole.

Based on our professional judgement,we determined materiality forthe financialstatements as awhole and performance materiality asfollows:

	Group financial statements		Parent company financial statements
Key audit matter	2025 £m	2024 £m	2025 £m	2024 £m
Materiality	43.9	44.5	41.8	42.3
Basis for determining materiality		1.5% of Net Assets	95% of Group materiality
Rationale for the benchmark applied		Net Asset Value is a key indicator of performance and as such the most relevant benchmark on which to base materiality for the users of the financialstatements.	We considered the aggregation risk within the Group and then set materiality as a percentage of Group materiality.
Performance materiality	32.9	33.6	31.3	31.7
Basis for determining performance materiality	75% of Materiality
Rationale for the percentage applied for performance materiality	The level of performance materiality applied wasset after having considered a number of factors, including our assessment of the Group and parent's control environment and the expected total value of known and likely misstatements and the level of transactionsin the year.

Reporting threshold

We agreedwith the Audit&Risk Committee thatwewould report to them all individual audit differencesin excess of £1.1 million (2024: £1.1 million). We also agreed to report differences below thisthreshold that, in our view,warranted reporting on qualitative grounds.

Other information

The directors are responsible forthe otherinformation. The other information comprisesthe information included in the annual report otherthan the financialstatements and our auditor'sreport thereon. Our opinion on the financialstatements does not cover the otherinformation and, except to the extent otherwise explicitly stated in ourreport,we do not express any form of assurance conclusion thereon. Ourresponsibility isto read the other information and, in doing so, considerwhetherthe other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appearsto be materially misstated. Ifwe identify such material inconsistencies or apparent material misstatements,we are required to determinewhetherthis givesrise to a material misstatement in the financialstatementsthemselves. If, based on theworkwe have performed,we conclude that there is a material misstatement of this otherinformation,we are required to report that fact.

We have nothing to report in thisregard.

Independent auditor's report (continued)

Corporate governance statement

The Listing Rulesrequire usto reviewtheDirectors'statementin relation to going concern, longer-termviability and that part ofthe CorporateGovernance Statementrelating to the parent company's compliancewith the provisions oftheUK CorporateGovernance Code specified for ourreview.

Based on thework undertaken as part of our audit,we have concluded that each ofthe following elements ofthe Corporate Governance Statementismaterially consistentwith the financial statements or our knowledge obtained during the audit.

Going concern and longer-term viability

• The Directors'statementwith regardsto the appropriateness of adopting the going concern basis of accounting and any material uncertaintiesidentified set out on page 68; and • The Directors' explanation asto their assessment of the Group's prospects, the period this assessment covers andwhy the period is appropriate set out on page 68.

Other Code provisions

• Directors'statement on fair, balanced and understandable set out on page 91; • Board's confirmation that it has carried out a robust assessment of the emerging and principalrisksset out on page 91; • The section of the annualreport that describes the reviewof effectiveness ofrisk management and internal controlsystemsset out on page 91; and • The section describing thework of the audit committee set out on page 91.

Other Companies Act 2006 reporting

Based on the responsibilities described belowand ourwork 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 thework undertaken in the course of the audit: • the information given in the Strategic report and the Directors'report forthe financial year for which the financial statements are prepared is consistentwith the financial statements; and • the Strategic report and the Directors'report have been prepared in accordancewith applicable legalrequirements. In the light of the knowledge and understanding of the Group and Parent Company and its
	environment obtained in the course of the audit, we have not identified material misstatements in the strategic report orthe Directors'report.
Directors' remuneration	In our opinion, the part of the Directors' remuneration report to be audited has been properly prepared in accordancewith the Companies Act 2006.
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 usto report to you if, in our opinion: • adequate accounting records have not been kept by the Parent Company, orreturns adequate for our audit have not been received from branches not visited by us; or • the Parent Company financialstatements and the part of the Directors'remuneration report to be audited are not in agreementwith the accounting records and returns; or • certain disclosures of Directors'remuneration specified by laware not made; or • we have notreceived all the information and explanationswe require for our audit.

Responsibilities of Directors

As explained more fully in the Statement of Directors' Responsibilities, the Directors are responsible forthe preparation of the financialstatements and for being satisfied that they give a true and fair view, and forsuch internal control asthe Directors determine is necessary to enable the preparation of financial statementsthat are free from material misstatement,whether due to fraud or error.

In preparing the financialstatements, the Directors are responsible for assessing the Group's and the Parent 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 unlessthe Directors eitherintend to liquidate the Group orthe Parent Company orto 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 aboutwhether the financial statements as a whole are free from material misstatement,whether due to fraud or error, and to issue an auditor'sreport that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordancewith ISAs(UK)will always detect a material misstatementwhen it exists. Misstatements can arise from fraud or error and are considered material if, individually orin the aggregate, they could reasonably be expected to influence the economic decisions of userstaken 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-compliancewith laws and regulations. We design proceduresin linewith our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent towhich our procedures are capable of detecting irregularities, including fraud is detailed below:

Non-compliance with laws and regulation

Based on:

• Our understanding of the Group and the industry inwhich it operates;
• Discussionwith management and those chargedwith governance;
• Obtaining an understanding of the Group's policies and proceduresregarding compliancewith laws and regulations; and
• Consideration of the risk of acts by the Groupwhichwere contrary to applicable laws and regulations, including fraud.

We considered the significant laws and regulationsto be compliancewith the Companies Act 2006, UK-adopted IFRS, UK tax legislation including Investment trust tax legislation, the Financial Conduct Authority'sregulations and Listing and Disclosure Guidance and Transparency Rules, the UK Corporate Governance Code, and industry practice asrepresented by the AIC Statement of Recommended Practice ('SORP').

We focused on laws and regulationsthat could give rise to a material misstatement in the financialstatements. Our procedures included:

• Reviewof minutes of meeting of those chargedwith governance for any instances of non-compliancewith laws and regulations;
• Reviewof correspondencewith regulatory and tax authoritiesfor any instances of non-compliancewith laws and regulations;
• Reviewof financialstatement disclosures and agreeing to supporting documentation;
• Involvement of tax specialistsin the audit; and
• Reviewand challenge of management's consideration of the Parent Company's compliancewith the Investment Trustrulesset out under UK tax legislation.

Independent auditor's report (continued)

Fraud

We assessed the susceptibility of the financialstatementsto material misstatement, including fraud. Ourrisk assessment proceduresincluded:

• Enquirywith management and those chargedwith governance regarding any known orsuspected instances of fraud;
• •Obtaining an understanding of the Group's policies and proceduresrelating to:
• -Detecting and responding to the risks of fraud; and
• - Internal controls established to mitigate risksrelated to fraud.
• Reviewof minutes of meeting of those chargedwith governance for any known orsuspected instances of fraud;
• •Discussion amongst the engagement team asto howandwhere fraud might occurin the financialstatements;
• Performing analytical proceduresto identify any unusual or unexpected relationshipsthat may indicate risks of material misstatement due to fraud; and
• Considering remuneration incentive schemes and performance targets and the related financialstatement areasimpacted by these.

Based on ourrisk assessment,we considered the areas most susceptible to fraud to be management override of controls and valuation of private capital and fund investments.

Our proceduresin respect of the above included:

• Testing the data elements of the journals populationwhich the audit team utilised as part of completeness and accuracy testing;
• Determining key risk characteristicsto filterthe population of journals, then reviewing and agreeing the journalsidentified to supporting documentation;
• Using ourIT auditspecialiststo assistwith extracting the journal population;
• Evaluating findingsfrom the evaluation of the design and implementation of IT general controls;
• Critically reviewing the consolidation and, in particular, manual and/orlate journals posted at consolidation level;
• Reviewing the estimates and judgements applied by management in the financialstatementsto assesstheir appropriateness and the existence of any system biases. Thisincluded consideringwhether the split between revenue and capital is appropriate and key accounting estimates around the valuation of private capital and fund investments;
• Reviewing unadjusted audit differencesforindications of bias or deliberate misstatement; and
• Other key proceduresrelated to valuation of private capital and fund investments are set out in the Key Audit Matterssection above.

We also communicated relevant identified laws and regulations and potential fraud risksto all engagement team memberswho were all deemed to have appropriate competence and capabilities and remained alert to any indications of fraud or non-compliance with laws and regulationsthroughout the audit.

Our audit procedureswere designed to respond to risks of material misstatement in the financialstatements,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, asfraud may involve deliberate concealment by, for example, forgery, misrepresentations orthrough collusion. There are inherent limitationsin the audit procedures performed and the further removed non-compliancewith laws and regulationsisfrom the events and transactionsreflected in the financialstatements, the lesslikelywe are to become aware of it.

A further description of ourresponsibilitiesis available on the Financial Reporting Council'swebsite at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor'sreport.

Use of our report

Thisreport is made solely to the Parent Company's members, as a body, in accordancewith Chapter 3 of Part 16 of the Companies Act 2006. Our auditwork has been undertaken so thatwe might state to the Parent Company's membersthose matterswe are required to state to them in an auditor'sreport and for no other purpose. To the fullest extent permitted by law,we do not accept or assume responsibility to anyone otherthan the Parent Company and the Parent Company's members as a body, for our auditwork, forthisreport, orforthe opinionswe have formed.

Peter Smith

Senior Statutory Auditor

For and on behalf of BDO LLP, Statutory Auditor

London, UK 19 May 2025

BDO LLP is a limited liability partnership registered in England and Wales(with registered number OC305127).

Group statement of comprehensive income for the year ended 31 March 2025

		2025			2024
	Note	Revenue £m	Capital £m	Total £m	Revenue £m	Capital £m	Total £m
Net investment income
Investment income	1	52.7	–	52.7	61.8	–	61.8
Other income	1	0.9	0.4	1.3	0.9	0.6	1.5
Net gains on fair value investments	8	–	43.9	43.9	–	174.4	174.4
Net losses on fair value property	9,10	–	(1.3)	(1.3)	–	(3.9)	(3.9)
Total net investment income		53.6	43.0	96.6	62.7	171.1	233.8
Management expenses	2	(25.9)	(6.1)	(32.0)	(22.9)	(8.4)	(31.3)
Other non-recurring expenses		(2.9)	–	(2.9)	–	–	–
Profit before finance costs		24.8	36.9	61.7	39.8	162.7	202.5
Treasury interest receivable	3	9.9	–	9.9	3.2	–	3.2
Finance costs	4	(3.5)	–	(3.5)	(10.6)	–	(10.6)
Foreign exchange movements		(1.3)	–	(1.3)	6.3	–	6.3
Profit before tax		29.9	36.9	66.8	38.7	162.7	201.4
Taxation	5	1.0	(1.7)	(0.7)	1.8	0.6	2.4
Profit for the year		30.9	35.2	66.1	40.5	163.3	203.8
Other comprehensive income items never to be reclassified to profit or loss
Re-measurements of defined benefit pension schemes	25	–	0.3	0.3	–	(0.8)	(0.8)
Tax on other comprehensive income	5	–	0.5	0.5	–	0.4	0.4
Total comprehensive income		30.9	36.0	66.9	40.5	162.9	203.4
Basic earnings pershare	7	57.5p	65.5p	123.0p	74.5p	300.2p	374.7p
Diluted earnings pershare	7	56.7p	64.6p	121.3p	73.3p	295.7p	369.0p

The total column of the above statementrepresentsthe group'sstatement of comprehensive income, prepared in accordancewith IFRSs adopted in the United Kingdom.

The revenue and capital columns are supplementary to the group'sstatement of comprehensive income and are prepared under guidance published by the Association of Investment Companies.

The profit forthe year and total comprehensive income forthe yearis attributable to equity holders of the parent.

Statement of financial position at 31 March 2025

		Group		Company
	Note	2025 £m	2024 £m	2025 £m	2024 £m
Non-current assets
Investments held at fair value through profit or loss	8	2,743.6	2,695.4	2,748.9	2,700.7
Investmentsin subsidiaries held at cost	8	–	–	0.9	0.9
Investment property	9	12.6	13.3	–	–
Property, plant and equipment	10	25.3	25.2	–	–
Deferred tax assets	11	5.3	5.3	–	–
Other receivables	12	–	–	30.5	35.5
Employee benefits	25	5.4	4.3	–	–
Non-current assets		2,792.2	2,743.5	2,780.3	2,737.1
Current assets
Asset held forsale	8	–	19.0	–	19.0
Trade and other receivables	12	10.3	7.3	6.4	5.0
Current tax assets	5	4.2	1.7	4.5	2.0
Cash and cash equivalents	13	151.3	227.4	148.5	227.3
Current assets		165.8	255.4	159.4	253.3
Total assets		2,958.0	2,998.9	2,939.7	2,990.4
Current liabilities
Trade and other payables	15	(16.4)	(24.4)	(22.1)	(38.2)
Employee benefits	25	(3.7)	(3.1)	–	–
Current liabilities		(20.1)	(27.5)	(22.1)	(38.2)
Non-current liabilities
Employee benefits	25	(4.8)	(5.0)	–	–
Deferred tax liabilities	11	(1.5)	(1.1)	–	–
Non-current liabilities		(6.3)	(6.1)	–	–
Total liabilities		(26.4)	(33.6)	(22.1)	(38.2)
Net assets		2,931.6	2,965.3	2,917.6	2,952.2
Equity
Share capital	16	3.0	3.1	3.0	3.1
Share premium	16	1.3	1.3	1.3	1.3
Capital redemption reserve		1.5	1.4	1.5	1.4
Capital reserve		2,689.9	2,716.6	2,691.6	2,717.1
Retained earnings		240.4	250.2	224.7	236.6
Own shares		(4.5)	(7.3)	(4.5)	(7.3)
Total equity		2,931.6	2,965.3	2,917.6	2,952.2
Undiluted net asset value	17	5558p	5452p
Diluted net asset value	17	5475p	5369p

The Company profit forthe year ended 31 March 2025was £66.0m (2024: £202.4m)

The financialstatements on pages 130 to 157were approved by the board and authorised forissue on 19 May 2025 andwere signed on its behalf by:

Mat Masters Rob Memmott

Chief Executive Officer Chief Financial Officer

The accounting policies and notes on pages 134 to 157 are an integral part of these financialstatements.

Statement of changes in equity for the year ended 31 March 2025

		Share	Share	Capital	Capital	Retained	Own	Total
	Note	capital £m	premium £m	redemption reserve £m	reserve £m	earnings £m	shares £m	equity £m
Group
Balance at 31 March 2023		3.1	1.3	1.4	2,555.4	247.4	(10.6)	2,798.0
Total comprehensive income
Profit for the year		–	–	–	163.3	40.5	–	203.8
Other comprehensive income		–	–	–	(0.4)	–	–	(0.4)
Total comprehensive income		–	–	–	162.9	40.5	–	203.4
Transactions with owners of the company
Contributions by and distributions to owners
Share-based payments		–	–	–	–	6.2	–	6.2
Transfer ofsharesto employees		–	–	–	–	(6.9)	6.9	–
Own shares purchased and cancelled		–	–	–	(1.7)	–	–	(1.7)
Own shares purchased		–	–	–	–	–	(3.6)	(3.6)
Dividends paid	6	–	–	–	–	(37.0)	–	(37.0)
Total transactions with owners		–	–	–	(1.7)	(37.7)	3.3	(36.1)
Balance at 31 March 2024		3.1	1.3	1.4	2,716.6	250.2	(7.3)	2,965.3
Total comprehensive income
Profit for the year		–	–	–	35.2	30.9	–	66.1
Other comprehensive income		–	–	–	0.8	–	–	0.8
Total comprehensive income		–	–	–	36.0	30.9	–	66.9
Transactions with owners of the company
Contributions by and distributions to owners
Share-based payments		–	–	–	–	4.5	–	4.5
Transfer ofsharesto employees		–	–	–	–	(6.8)	6.8	–
Own shares purchased and cancelled		(0.1)	–	0.1	(62.7)	–	–	(62.7)
Own shares purchased		–	–	–	–	–	(4.0)	(4.0)
Dividends paid	6	–	–	–	–	(38.4)	–	(38.4)
Total transactions with owners		(0.1)	–	0.1	(62.7)	(40.7)	2.8	(100.6)
Balance at 31 March 2025		3.0	1.3	1.5	2,689.9	240.4	(4.5)	2,931.6
Company
Balance at 31 March 2023		3.1	1.3	1.4	2,554.3	236.4	(10.6)	2,785.9
Profit and total comprehensive income		–	–	–	164.5	37.9	–	202.4
Transactions with owners of the company
Contributions by and distributions to owners
Share-based payments		–	–	–	–	6.2	–	6.2
Transfer ofsharesto employees		–	–	–	–	(6.9)	6.9	–
Own shares purchased and cancelled		–	–	–	(1.7)	–	–	(1.7)
Own shares purchased		–	–	–	–	–	(3.6)	(3.6)
Dividends paid	6	–	–	–	–	(37.0)	–	(37.0)
Total transactions with owners		–	–	–	(1.7)	(37.7)	3.3	(36.1)
Balance at 31 March 2024		3.1	1.3	1.4	2,717.1	236.6	(7.3)	2,952.2
Profit and total comprehensive income		–	–	–	37.2	28.8	–	66.0
Transactions with owners of the company
Contributions by and distributions to owners
Share-based payments		–	–	–	–	4.5	–	4.5
Transfer ofsharesto employees		–	–	–	–	(6.8)	6.8	–
Own shares purchased and cancelled		(0.1)	–	0.1	(62.7)	–	–	(62.7)
Own shares purchased		–	–	–	–	–	(4.0)	(4.0)
Dividends paid	6	–	–	–	–	(38.4)	–	(38.4)
Total transactions with owners		(0.1)	–	0.1	(62.7)	(40.7)	2.8	(100.6)
Balance at 31 March 2025		3.0	1.3	1.5	2,691.6	224.7	(4.5)	2,917.6

Statement of cash flows for the year ended 31 March 2025

		Group		Company
	Notes	2025 £m	2024 £m	2025 £m	2024 £m
Operating activities
Dividends and fund income distributionsreceived		38.5	57.9	38.5	57.9
Interest received		9.9	3.8	9.9	3.8
Cash received from customers		1.3	1.5	0.5	0.6
Cash paid to suppliers and employees		(29.7)	(23.5)	(38.8)	(23.7)
Taxesreceived		0.2	0.1	0.2	0.1
Group tax relief received		0.5	20.9	0.9	21.1
Group tax relief paid		(2.8)	(0.8)	(2.8)	–
Net cash flow from operating activities		17.9	59.9	8.4	59.8
Investing activities
Purchases of investments		(318.9)	(340.8)	(318.9)	(340.8)
Proceedsfrom realisation of investments		337.4	599.7	337.4	599.7
Proceedsfrom repayment of loansto group companies		–	–	5.0	–
Purchases of property, plant and equipment		(1.8)	(0.5)	–	–
Net cash flow from investing activities		16.7	258.4	23.5	258.9
Financing activities
Interest paid		(3.7)	(10.4)	(3.7)	(10.4)
Dividends paid to owners of the company		(38.4)	(37.0)	(38.4)	(37.0)
Proceedsfrom bank borrowings		–	70.0	–	70.0
Repayment of bank borrowings		–	(70.0)	–	(70.0)
Repayment of borrowingsfrom non-consolidated subsidiaries		–	(258.8)	–	(258.8)
Purchases of own shares		(67.7)	(5.3)	(67.7)	(5.3)
Net cash flow used in financing activities		(109.8)	(311.5)	(109.8)	(311.5)
Net (decrease)/increase in cash and cash equivalents		(75.2)	6.8	(77.9)	7.2
Cash and cash equivalents at yearstart		227.4	221.6	227.3	221.1
Effect of foreign exchange rate changes on cash		(0.9)	(1.0)	(0.9)	(1.0)
Cash and cash equivalents at year end	13	151.3	227.4	148.5	227.3

Reconciliation of net cash flow to movement in net debt for the year ended 31 March 2025

		Group		Company
	Notes	2025 £m	2024 £m	2025 £m	2024 £m
Net (decrease)/increase in cash and cash equivalentsin the year		(75.2)	6.8	(77.9)	7.2
Cash inflow from increase in borrowings		–	(70.0)	–	(70.0)
Cash outflow from decrease in borrowings		–	328.8	–	328.8
Change resulting from cash flows		(75.2)	265.6	(77.9)	266.0
Change resulting from foreign exchange movements		(0.9)	6.2	(0.9)	6.2
Net cash/(debt) at the start of the year	13,14	227.4	(44.4)	227.3	(44.9)
Net cash at the end of the year	13,14	151.3	227.4	148.5	227.3

Material accounting policies

General information

Caledonia Investments plc is an investment trust company domiciled in the United Kingdom and incorporated in England in 1928, under number 235481. The address of itsregistered office is Cayzer House, 30 Buckingham Gate, London SW1E 6NN. The ordinary shares of the company are listed on the London Stock Exchange under Equity shares(commercial companies).

These financialstatementswere authorised forissue by the directors on 19 May 2025.

These financialstatements are presented in poundssterling, asthis isthe currency of the primary economic environment inwhich Caledonia operates.

Material accounting policies

Critical accounting judgements and estimates Critical judgements

In the course of preparing the financialstatements, one judgement has been made in the process of applying the group's accounting policies, otherthan those involving estimations, that has had a significant effect on the amountsrecognised in the financial statements asfollows:

1. Assessment as an investment entity

The board has concluded that the company continuesto meet the definition of an investment entity, asitsstrategic objective of investing in a portfolio of investmentsforthe purpose of generating returnsin the form of income and capital appreciation remains unchanged and as a consequence investmentsin controlled entities are held at fair value through profit orlossratherthan consolidated in the group results. For further details on assessment as an investment entity please referto page 135. The company is exempt from UK corporation tax on capital gains provided it meetsthe HM Revenue& Customs criteria for an investment company set out in Section 1158 of the Corporation Tax Act 2010. Thisisjudgemental based on assessments performed by management prepared to maintain investment truststatusin accordancewith relevant taxation legislation.

Critical estimates

In addition to thissignificant judgement the directors have made one estimate,which they deem to have a significantrisk ofresulting in a material adjustment to the amountsrecognised in the financial statementswithin the next financial year. The details of the estimatewas asfollows:

1. Fair values of private equity financial instruments

For direct private investments(Private Capital investments), totalling £870.7m (2024: £820.3m) valuation techniques using a range of internally and externally developed unobservable inputs are used to estimate fair value. Valuation techniques make maximum use of market inputs, including reference to the current fair values of instrumentsthat are substantially the same (subject to appropriate adjustments). Private Capital assets have been disaggregated into categories and sensitised according to the degree of uncertainty attached to their estimation in note 23.

For private equity funds and fund of funds(unlisted Funds Pool investments excluding fundsinvested exclusively in quoted markets), totalling £882.9m (2024: £868.8m) held through externally managed fund vehicles, the estimated fair value is based on the mostrecent valuation provided by the external

manager, usually receivedwithin 3 to 6 months of the relevant valuation date. Management periodically assesseswhether reported net asset values are fair value based through consideration of a range of information, including but not limited to underlying valuation methodologies, governance and assurance frameworks, and correspondencewith third-party managers. Managementwere satisfied that the valuations provided in the current periodwere on a fair value basis.

Where required, valuations are adjusted forinvestments and distributions between the valuation date and the reporting date. The delay in manager NAV receipts creates a risk of changes or events occurring between the NAV and reporting dateswhich could impact valuations. We review market and otherrelevant conditions at the year end and considerwhether a valuation adjustment isrequired, making such an adjustmentwhere deemed necessary.

Fair value estimatesforthe above private assets are made at a specific point in time, based on market conditions and information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters ofsignificant judgement and therefore cannot be determinedwith precision.

Other judgement

Management has exercised judgment in determining the classification of money market investments held by the group as cash equivalents underIAS 7. In arriving at thisjudgement management has noted that it uses money market fundsto manage day-to-dayworking capitalrequirements, and that allsuch funds are highly liquid LowVolatility Net Asset Value productswith a minimum creditrating of AAAm, and a maximum weightedaverage maturity of 60 days. They have therefore judged that the risk of changesin value isinsignificant and investments can be readily converted to a known amount of cash upon redemption, and therefore classification as cash equivalentsis appropriate. They note that, although remote, there is not a zero risk ofsignificant change in value and thattherefore this classification isjudgemental.

Going concern

As at 31 March 2025, the board has undertaken an assessment of the appropriateness of preparing itsfinancialstatements on a going concern basis, taking into consideration future cash flows, current cash holdings of £151m, undrawn banking facilities of £325m and readily realisable assets of £965m as part of awider processin connectionwith its viability assessment. It has concluded that the group hassufficient cash, otherliquid resources and committed bank facilitiesto meet existing and newinvestment commitments.

The directors have concluded that the group has adequate resourcesto continue in operational existence for a period of at least 12 monthsfrom the date of approval of the financial statements. Accordingly, they continue to considerit appropriate to adopt the going concern basisin preparing the financialstatements.

The group has conducted a going concern assessmentwhich considered future cash flows, the availability of liquid assets and debt facilities, banking covenantrequirements and consideration of the economic environment over at least 12 monthsfrom the date of approval of these financialstatements.

In making this assessment, the directorstook comfort from the results of two stresstests,which considered the impact of significant market downturn conditions.

The firststresstest addressed two discrete scenarios: a 5% reduction in the value of Sterling versusthe US dollar compared to the rate on 31 March 2025 and a 12-month delay to Private Capitalrealisations.

The second stresstest modelled a market downturn event over a two-year period reflecting a fall in Public Companiesinvestment income of 20%,reduction of Private Capital investment income by 100%, an inability to realise the Private Capital portfolio and a 50% reduction in distributionsfrom the group'sfunds portfolio. To simulate an extreme downside scenario the impact of a market downturn event and all fund commitmentsfalling duewas also assessed. The directors do not believe the extreme downside scenario islikely but factorsthisinto the going concern assessment.

Underthese scenariosthe groupwould have a range of mitigating actions available to it, including sales of liquid assets, and usage of banking facilities,whichwould provide sufficient fundsto meet all of itsliabilities asthey fall due and still hold significant liquid assets overthe assessment period. As a result of this assessment the directors are confident that the companywill have sufficient funds to continue to meet itsliabilities asthey fall due for at least 12 monthsfrom the date of approval of the financialstatements and therefore have prepared the financialstatements on a going concern basis. Forfurther details on assessment of going concern and viability please referto page 68.

Basis of accounting

These group and parent company financialstatementswere prepared in accordancewith UK adopted international accounting standardsin conformitywith the requirements of the Companies Act 2006. IFRSs comprise accounting standardsissued by the International Accounting Standards Board and its predecessor body aswell asinterpretationsissued by the International Financial Reporting Interpretations Committee and its predecessor body.

The financialstatements have been prepared on an historical cost basis, except forthe revaluation of certain financial instruments and properties. Where presentational guidance set out in the Statement of Recommended Practice: Financial Statements of Investment Trust Companies and Venture Capital Trusts('SORP') issued by the Association of Investment Companiesin October 2019 is consistentwith the requirements of UK adopted international accounting standards, the directors have sought to prepare the financialstatements on a basis compliantwith the recommendations of the SORP.

The Statement of comprehensive income of the company has been omitted from these financialstatementsin accordancewith section 408 of the Companies Act 2006.

Underthe UK Corporate Governance Code and applicable regulations, the directors are required to satisfy themselvesthat it isreasonable to presume that the company is a going concern. Afterreviewing the company's performance projectionsfor a period of at least 12 months, the directors are satisfied that in taking account ofreasonably possible downsidesthe company has adequate accessto resourcesto enable it to meet its obligations as they fall due for at least 12 monthsfrom the date of approval of the financialstatements. Accordingly, the directors have adopted the going concern basisin preparing these financialstatements.

Adopted IFRSs and IFRSs not yet applied

In the current year, the group has not adopted any newstandards orinterpretations. Amendmentsto IFRSs adopted in the year have not had a material impact on the group.

At the date of approval of these financialstatements, IFRS 18 Primary Financial Statementswasin issue but not yet effective, and includesrequirementssetting out a newpresentation requirement forthe statement of profit orloss, and providing newdefinitions and disclosuresrelated to non-IFRS performance measures. IFRS 18 is not expected to have a material impact on the group financial statements.

Assessment as investment entity

Entitiesthat meet the definition of an investment entitywithin IFRS 10 are required to account for most investmentsin controlled entities as held at fair value through profit orloss. Subsidiariesthat provide investmentrelated services or engage in permitted investmentrelated activitieswith investees continue to be consolidated unlessthey are also investment entities.

Having considered the following, the board has concluded that the company meetsthe definition of an investment entity.

An investment entity is onewhich:

• obtainsfundsfrom investorsforthe purpose of providing them with investment managementservices
• investsfundssolely forreturnsfrom capital appreciation and/orinvestment income
• measures and evaluatesthe performance ofsubstantially all of itsinvestments on a fair value basis.

Basis of consolidation

In accordancewith the IFRS 10/IAS 28 Investment entities amendments, the consolidated financialstatementsinclude the financialstatements of the company and service entities controlled by the company made up to the reporting date. Control is achieved where the company hasthe power overthe potential investee as a result of voting or otherrights, hasrightsto positive or negative variable returnsfrom itsinvolvementwith the investee and hasthe ability to use its power overthe investee to affectsignificantly the amount of itsreturns.

The following subsidiaries are deemed service entities and are consolidated in the group financialstatements:

• Caledonia Group Services Ltd
• Buckingham Gate Ltd

Other associated entities and subsidiaries are disclosed in notes 26 and 27 to the financialstatements and are not consolidated in the group financialstatements, being held at fair value through profit orloss.

Foreign currencies

Transactionsin foreign currencies are recorded at the rate of exchange ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated to the functional currency at the foreign exchange rate ruling at the reporting date. Non-monetary assets and liabilitiesthat are measured in terms of historical cost in a foreign currency are translated to the functional currency using the exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currenciesthat are stated at fair value are translated to the functional currency at foreign exchange ratesruling at the datesthe fair valueswere determined.

In the financialstatements, foreign exchange gains orlosses are recognised in capital orrevenue reserve depending onwhetherthe gain orlossis of a capital orrevenue nature respectively.

Material accounting policies (continued)

Income

Dividendsreceivable on equity shares are recognised asrevenue when the shareholders'right to receive payment has been established, normally the ex-dividend date. Where no ex-dividend date is available, dividendsreceivable on or before the period end, are treated asrevenue. Overseas dividend income isshown net of withholding tax underinvestment income.

The fixed returns on debtsecurities, loans and non-equity shares are recognised on an effective interestrate basis,which isthe rate that exactly discounts estimated future cash receiptsthrough the expected life of the financial asset to that asset's net carrying amount.

Rental income isrecognised on a straight-line basis overthe lease term.

The company'sshare of net income from limited partnershipsis recognised asrevenuewhen received.

Where uncertainty arises overthe collectability of an amount already included in income, the uncollectable amount orthe amount in respect ofwhich the recovery has ceased to be probable, isrecognised as an expense. When the uncertainty over collectability isremoved, normally on receipt, the income is recognised in the Statement of comprehensive income on the same line asthe original expensewasinitially recognised.

Expenses

All expenses are accounted for on an accrual basis. In the financial statements, ongoing management expenses are included in the revenue column of the Statement of comprehensive income, whereas performance fees and share-based payment expenses – costsrelating to compensation schemesthat are linked directly to investment performance – are included in the capital column of the Statement of comprehensive income. Expenses of acquisition of an investment designated as held at fair value through profit or loss or expenses of an aborted acquisition or disposal of an investment are presented astransaction costs, or deducted from the proceeds ofsale as appropriate, and included in the capital column of the Statement of comprehensive income.

Non-recurring other expenses

Non-recurring expenses are expensesthat are unlikely to re-occur in the foreseeable future.

Leases

Lessor

Leases are classified asfinance leaseswheneverthe terms of the lease transfersubstantially all the risks and rewards of ownership to the lessee. All otherleases are classified as operating leases. The group does not have any finance leases.

Rental income from operating leasesisrecognised on a straightline basis overthe term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight-line basis.

Benefits provided as an incentive to enterinto an operating lease are also spread on a straight-line basis overthe lease term.

Lessee

On commencement of a contractwhich givesthe group the right to use assetsfor a period of time in exchange for consideration, the group recognises a right-of-use asset and a lease liability, unless the lease qualifies as a 'short-term' lease (that is, the term istwelve months orlesswith no option to purchase the lease asset) or a 'low-value' lease. Payments associatedwith short-term leases are recognised on a straight-line basis as an expense in the income statement.

Employee benefits

Pension schemes

Paymentsto defined contribution schemes are charged as an expense asthey fall due.

For defined benefitschemes, the cost of providing benefitsis determined using the projected unit credit method,with actuarial valuations being carried out at each reporting date. Re-measurement gains and losses are recognised in full in the period inwhich they occurin other comprehensive income.

Pastservice cost isrecognised immediately in the period of a plan amendment.

The retirement benefit obligation recognised in the Statement of financial position representsthe present value of the defined benefit obligations asreduced by the fair value ofscheme assets. Any assetresulting from this calculation islimited to the present value of available refunds and reductionsin future contributions to the plan.

Profit sharing and bonus plans

The group recognises a liability and an expense for bonuses and profitsharing, based on a formula that takesinto consideration the profit attributable to the company'sshareholders after certain adjustments. The group recognises a provisionwhere contractually obliged orwhere there is a past practice that has created a constructive obligation.

Share-based payments

The group issues equity-settled share-based paymentsto certain employees. Equity-settled share-based payments are measured at fair value at the date of grant and the fair value is expensed on a straight-line basis overthe vesting period, based on the group's estimate of the number ofsharesthatwill eventually vest.

As part of the share-based payment arrangements, the group pays a cash amount to employees on exercise of options, equating to the dividend entitlement on the option shares between grant and vesting dates. This payment istreated as a cash-settled sharebased payment and is expensed on a straight-line basis overthe vesting period, based on the group's estimate of the number of sharesthatwill eventually vest and a re-estimate of the fair value of the dividend entitlement.

Where employees of a subsidiary are granted rightsto the equity instruments of its parent as consideration forthe services provided to the subsidiary, the subsidiary recognises an equity-settled share-based payment transaction expensewith a corresponding intercompany balancewith the parent. In addition, the parent recognises an increase in equity and an increase in intercompany balance forthe amount of the share-based payment transaction.

An employee share trust is used for distributing shares awarded to employees under Caledonia'sshare remuneration schemes. The trustee purchasesshareswith money lent interest free by Caledonia and transferssharesto participating employees on exercise.

The transactionsthe employee share trust undertakes are considered to be performed by the trust as an agent for Caledonia. The transactions of the employee share trust are included in the separate financialstatements ofthe parent company and, following the requirements of IFRS 10, in the consolidated financial statements asif they arose in that company. Own shares held by the employee share trust as at the reporting date are accounted for astreasury shares.

National Insurance on share-based payment awards

National Insurance payable on the exercise ofshare awards has been charged as an expense spread overthe respective vesting periods of the awards. The charge is based on the difference between the market value of the estimated number ofsharesthat will vest and on the vested but unexercised awards at the reporting date, less any consideration due, calculated at the latest enacted National Insurance rate.

Taxation

The tax expense representsthe sum of tax currently payable and deferred tax.

The tax currently payable is based on the taxable profit forthe period. Taxable profit differsfrom net profit asreported in the Statement of comprehensive income because it excludesitems of income or expense that are taxable or deductible in other periods and it further excludesitemsthat are nevertaxable or deductible. The group'sliability for current tax is calculated using tax ratesthat were applicable at the reporting date.

Deferred tax isthe tax expected to be payable orrecoverable on differences between the carrying amounts of assets and liabilities in the financialstatements and the corresponding tax bases used in the computation of taxable profit and is accounted for using the liability method. Deferred tax liabilities are recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that future taxable profitswill be available againstwhich deductible temporary differences can be utilised. Investment trust companiesthat have approval assuch undersection 1159 of the Corporation Tax Act 2010 are not liable fortaxation on capital gains.

The carrying amount of deferred tax assetsisreviewed at each reporting date and adjusted to the extent that it is probable that sufficient future taxable profitswill be available to allowall or part of the assetsto be recovered.

Dividend distribution

Dividends are recognised in the period inwhich they are appropriately authorised and no longer at the discretion of the entity. Forinterim dividends, thiswill normally mean the date on which they are paid and, forfinal dividends, the date onwhich they are approved in general meeting.

Investments

Investments are recognised and derecognised on the datewhen their purchase orsale issubject to a relevant contract and the associated risks and rewards have been transferred. Where a purchase orsale is made under a contractwhose termsrequire deliverywithin the timeframe established by the market concerned, transactions are recognised on the trade date.

Investments held as part of the group's business of investing in financial assets are designated as held at fair value through profit orlossin both the consolidated financialstatements and the company financialstatements.

Investments designated as held at fair value through profit orloss are measured atsubsequentreporting dates at fair value. Gains or losses arising from changesin the value of investments designated as held at fair value through profit orloss, including foreign exchange movements, are included in net profit orlossforthe period as a capitalreturn.

Listed investments are valued at bid price orthe last traded price when a bid price is not available. Unlisted investments are valued using recognised valuation methodologies, based on the International Private Equity and Venture Capital Valuation Guidelines,which reflect the amount forwhich an asset could be exchanged between knowledgeable,willing parties on an arm's length basis. The portfolio valuation methodology is detailed on pages 161 to 162.

Distributionsfrom investment limited partnerships are treated as disposal proceeds orincome in accordancewith the nature of the distribution. Any surplus capital distributions afterrepaying partner's capital are treated asrealised gains.

Service subsidiaries are either designated as held at fair value through profit orloss or held at amortised cost in the company financialstatements.

When management is committed to a plan to sell an investment, the asset is available forimmediate sale and the sale is deemed highly probable at the balance sheet date., the asset is classified as held forsale and heldwithin current assets.

Capital reserve

The company maintains a capitalreserve. The following items are transferred into the capitalreserve from profit orloss:

• gains and losses on investments held at fair value through profit or loss
• fees and share-based payment expenseslinked to investment performance
• expenses and finance costsincurred directly in relation to capital transactions
• • actuarial gains and losses on defined benefit pension schemes
• • taxation on itemsrecognised in the capitalreserve.

Material accounting policies (continued)

Investment property

Investment properties are propertieswhich are held eitherto earn rental income orfor capital appreciation orfor both. Investment properties are stated at fair value.

The valuations are prepared by considering the aggregate of the net annualrentsreceivable from the properties andwhere relevant, associated costs. A yieldwhich reflectsthe specific risks inherent in the net cash flowsisthen applied to the net annual rentalsto arrive at the property valuation.

Any gain orloss arising from a change in fair value isrecognised in profit orloss. Rental income isrecognised on a straight-line basis overthe lease term.

Property, plant and equipment

Property is measured at fair value. Gains arising from changesin the fair value are included in other comprehensive income forthe period inwhich they arise and lossesincluded in profit orloss. To the extent gainsrepresent the reversal of cumulative losses previously recognised they are included in profit orloss.

Plant and equipment is measured at cost less accumulated depreciation and any accumulated impairment loss.

Assetsin course of construction are measured at cost less any accumulated impairment loss.

Depreciation is calculated towrite off the fair value or cost of items of property, plant and equipment lesstheir estimated residual values using the straight-line method overtheir estimated useful lives. Land and assetsin course of construction are not depreciated.

The estimated useful lives of property, plant and equipment are as follows:

Buildings	25 and 50 years
Fixtures and fittings	5-10 years
Office equipment	3-5 years

Accumulated depreciation on revalued property is eliminated against the gross carrying amount of the asset.

The gain orloss on the disposal orretirement of an asset is determined asthe difference between the sales proceeds and the carrying amount of the asset and isrecognised in the Statement of comprehensive income.

Impairment of assets

At each reporting date, the group reviewsthe carrying amounts of itstangible assetsto determinewhetherthere is any indication that those assets have suffered an impairment loss. If any such indication exists, an impairment lossisrecognised forthe amount bywhich the asset's carrying amount exceedsitsrecoverable amount, if any. The recoverable amount isthe higher of an asset's fair value less coststo sell and value in use.

Receivables

Receivables do not carry any interest and are stated at their nominal value asreduced by expected credit losses('ECL') arising from an annual ECL assessment ofrecoverable amounts. The company has applied the three stage model to intercompany receivables and determined they are not impaired on a stage one basis because creditrisk has not increased significantly since initialrecognition.

Cash and cash equivalents

Cash and cash equivalents comprises cash in hand, demand deposits and money market funds. Cash equivalents are shortterm, highly liquid investmentsthat are readily convertible to known amounts of cash and that are subject to an insignificantrisk of changesin value.

Borrowings

Interest-bearing bank loans and overdrafts are recorded at the fair value of proceedsreceived, net of direct issue costs. Finance charges, including premiums payable on settlement orredemption and direct issue costs, are accounted for on an accrual basisin the Statement of comprehensive income using the effective interest method and are added to the carrying amount of the instrument to the extent that they are notsettled in the period inwhich they arise. The effective interest method allocatesthe interest expense overthe life of the instrumentso asto reflect a constantreturn on the carrying amount of the liability.

Payables

Payables, are stated based on the amountswhich are considered to be payable in respect of goods orservicesreceived up to the balance sheet date. Financial liabilities are recognised at amortised cost in accordancewith IFRS 9.

Provisions

A provision isrecognised in the Statement of financial position when the company has a present legal or constructive obligation as a result of a past event, and it is probable that an outflowof economic benefitswill be required to settle the obligation. Provisions are measured at the directors' best estimate of the expenditure required to settle the obligation at the reporting date and are discounted to present valuewhere the effect is material.

In the financialstatements, provisionsrecognised forinvestments are included in the Statement of comprehensive income as a capitalreturn.

Share capital

Equity instrumentsissued by the company are recorded asthe proceedsreceived, net of direct issue costs.

Where The Caledonia Investments plc Employee Share Trust purchasesthe company's equity share capital, the consideration paid, including any directly attributable incremental costs(net of income taxes), is deducted from equity attributable to the company's owners until the shares are transferred. Where such shares are subsequently transferred, any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, isincluded in equity attributable to the company's owners.

Operating segments

Operating segments are based on the financial information reported to the chief operating decision maker, being the Executive Committee.

Notes to the financial statements

1. Net investment income

Investment income

	2025 £m	2024 £m
Income statement revenue column
Income from pool investments
Dividendsfrom UK listed companies	10.5	11.5
Dividendsfrom overseaslisted companies	11.4	10.3
Dividendsfrom unlisted companies	14.4	19.2
Distributionsfrom limited partnerships	4.4	3.6
Interest on unlisted debt investments	3.0	2.5
	43.7	47.1
Income from other investments
Dividendsfrom unlisted companies1‌‌	9.0	14.7
	52.7	61.8

1. During the year £9.0m of dividend income wasreceived from Caledonia CCIL Distribution Ltd and in the prior year £14.7m wasreceived from Caledonia US Investments Ltd.

Other income

	2025 £m	2024 £m
Income statement revenue column
Property income	0.9	0.9
Income statement capital column
US limited partnershipstax refunds	0.4	0.6

2. Expenses

Management expenses

	2025 £m	2024 £m
Income statement revenue column
Personnel expenses	15.4	12.9
Depreciation	1.2	1.1
Auditor'sremuneration	0.5	0.4
Other administrative expenses	11.2	9.6
Directors' fees and disbursementsrecharged	(0.8)	(0.9)
Management fees and recharges	(1.6)	(0.2)
	25.9	22.9
Income statement capital column
Personnel expenses	6.3	8.3
Transaction costs	0.3	0.1
Management fees	(0.5)	–
	6.1	8.4
	32.0	31.3

Further information

Auditor's remuneration

Fees payable to BDO LLP in respect ofservicesto Caledonia Investments plcwere asfollows:

	2025 £m	2024 £m
Audit services
Statutory audit – group	0.4	0.3
Non-audit services
Other assurance services	0.1	0.1
	0.5	0.4

Fees payable to BDO LLP in respect ofservicesto Caledonia Investments plc's non-consolidated subsidiarieswere asfollows:

	2025 £m	2024 £m
Audit services
Statutory audit – UK subsidiaries	0.1	0.7
Non-audit services
Other assurance services	–	0.1
	0.1	0.8

Personnel expenses

£m	£m
12.9	11.1
1.9	1.7
1.3	1.1
(0.7)	(1.0)
15.4	12.9
5.1	7.1
1.2	1.2
6.3	8.3
21.7	21.2

The average number of employees, including executive directors, throughout the yearwas asfollows:

	2025 No	2024 No
Investment and administration	76	71

The company did not have any employeesin eitherthe current or the prior year.

Total directors'remuneration expensed forthe yearwas £4.6m (2024: £5.3m), asfollows:

		Group
	2025 £m	2024 £m
Short-term employee benefits	2.8	2.8
Gains on exercise ofshare awards	1.8	2.5
	4.6	5.3

Notes to the financial statements (continued)

3. Treasury interest receivable

6. Dividends

	2025 £m	2024 £m
Interest on bank deposits and liquidity funds	9.9	3.2

4. Finance costs

	2025 £m	2024 £m
Interest on bank loans and overdrafts	3.5	3.4
Interest on loansfrom group companies	–	7.2
	3.5	10.6

5. Taxation

Recognised in profit for the year

	2025 £m	2024 £m
Current tax (expense)/income
Current year	2.8	3.4
Adjustmentsfor prior years	(3.0)	(1.5)
	(0.2)	1.9
Deferred tax (expense)/income
Origination and reversal of temporary differences	(0.4)	0.5
Adjustmentsfor prior years	(0.1)	–
	(0.5)	0.5
Total tax (expense)/income	(0.7)	2.4

Adjustmentsfor prior yearsrepresented settlement of prior year tax lossreliefsurrendered to group companies, finalised in the year.

Reconciliation of effective tax expense

	2025 £m	2024 £m
Profit before tax	66.8	201.4
Tax expense at the domestic rate of 25%	(16.7)	(50.4)
Non-deductible expenses	2.6	2.1
Unrecognised tax assets	(5.4)	(4.7)
Non-taxable gains on investments1‌‌	11.0	42.8
Non-taxable dividend income	11.3	14.0
Other temporary differences	(0.4)	0.1
Adjustmentsfor prior years	(3.1)	(1.5)
Tax (expense)/income	(0.7)	2.4

1. The Company is exempt from UK corporation tax on capital gains asit meetsthe HM Revenue & Customs criteria for an investment company set out in Section 1158 of the Corporation Tax Act 2010.

Recognised in other comprehensive income

	2025	2024
	£m	£m
Current tax income
Current year	0.4	0.6
Deferred tax income/(expense)
On re-measurements of defined benefit
pension schemes	–	0.2
On share options and awards	0.1	(0.4)
	0.1	(0.2)
Total tax income	0.5	0.4

Current tax assets

Current tax assets of £4.2m in the group and £4.5m in the company represented tax lossreliefsurrenderforsettlement (2024: £1.7m in the group and £2.0m in the company).

Amountsrecognised as distributionsto owners of the company in the yearwere asfollows:

	2025		2024
	p/share	£m	p/share	£m
Final dividend for the year
ended 31 March 2024 (2023)	51.47	27.9	49.20	26.7
Interim dividend for the year
ended 31 March 2025 (2024)	19.69	10.5	18.93	10.3
	71.16	38.4	68.13	37.0

Amounts proposed afterthe year end and notrecognised in the financialstatementswere asfollows:

Proposed final dividend for
the year ended 31 March 2025	53.91	28.5

The proposed final dividend forthe year ended 31 March 2025 was not included as a liability in these financialstatements. The dividend, if approved by shareholders at the annual general meeting to be held on 16 July 2025,will be payable on 7 August 2025 to holders ofshares on the register on 27 June 2025. The ex-dividend datewill be 26 June 2025. The deadline for elections underthe dividend reinvestment plan offered by MUFG Corporate Marketswill be the close of business on 17 July 2025.

Forthe purposes ofsection 1158 of the Corporation Tax Act 2010 and associated regulations, the dividends payable forthe year ended 31 March 2025 are the interim and final dividendsforthat year, amounting to £39.0m (2024: £38.3m).

7. Earnings per share

Basic and diluted earnings per share

The calculation of basic earnings pershare of the groupwas based on the profit attributable to shareholders and theweighted average number ofshares outstanding during the year. The calculation of diluted earnings pershare included an adjustment forthe effects of dilutive potentialshares.

The profit attributable to shareholders(basic and diluted)was asfollows:

	2025 £m	2024 £m
Revenue	30.9	40.5
Capital	35.2	163.3
Total	66.1	203.8

Theweighted average number ofshareswas asfollows:

	2025 000's	2024 000's
Issued shares at the yearstart	54,612	54,664
Effect ofshares cancelled	(740)	(1)
Effect ofshares held by the employee share trust	(151)	(270)
Basic weighted average number ofshares
in the year	53,721	54,393
Effect of performance shares,share options
and deferred bonus awards	793	844
Diluted weighted average number ofshares
in the year	54,514 55,237

8. Investments

	Group		Company
	2025	2024	2025	2024
	£m	£m	£m	£m
Investments held at fair value through profit or loss
Investmentslisted on a recognised stock exchange	964.7	949.8	964.7	949.8
Unlisted investments	1,778.9	1,745.6	1,784.2	1,750.9
	2,743.6	2,695.4	2,748.9	2,700.7
Investments held at cost
Service subsidiaries	–	–	0.9	0.9
Held for sale
Unlisted investments	–	19.0	–	19.0
	2,743.6	2,714.4	2,749.8	2,720.6

The movementsin non-current investmentswere asfollows:

	Listed equity £m	Unlisted equity1‌‌ £m	Unlisted debt £m	Total £m
Group
Balance at 31 March 2023	836.9	1,932.4	25.6	2,794.9
Transfer to Held forsale	–	(19.0)	–	(19.0)
Purchases at cost	76.5	265.0	1.9	343.4
Realisation proceeds	(43.5)	(556.2)	–	(599.7)
Gains/losses on investments	79.9	94.5	–	174.4
Accrued income	–	1.4	–	1.4
Balance at 31 March 2024	949.8	1,718.1	27.5	2,695.4
Transfer of debt for equity	–	21.2	(21.2)	–
Purchases at cost	106.8	202.0	11.5	320.3
Realisation proceeds	(114.2)	(202.5)	(1.5)	(318.2)
Gains/losses on investments	22.3	21.6	–	43.9
Accrued income	–	2.2	–	2.2
Balance at 31 March 2025	964.7	1,762.6	16.3	2,743.6
Company
Balance at 31 March 2023	836.9	1,941.6	25.6	2,804.1
Transfer to Held forsale	–	(19.0)	–	(19.0)
Purchases at cost	76.5	265.0	1.9	343.4
Realisation proceeds	(43.5)	(556.2)	–	(599.7)
Gains/losses on investments	79.9	91.5	–	171.4
Accrued income	–	1.4	–	1.4
Balance at 31 March 2024		949.8 1,724.3	27.5	2,701.6
Transfer of debt for equity	–	21.2	(21.2)	–
Purchases at cost	106.8	202.0	11.5	320.3
Realisation proceeds	(114.2)	(202.5)	(1.5)	(318.2)
Gains/losses on investments	22.3	21.6	–	43.9
Accrued income	–	2.2	–	2.2
Balance at 31 March 2025	964.7	1,768.8	16.3	2,749.8

1. Unlisted investmentsincluded limited partnership and open ended fund investments, including a loan facility to a wholly owned investment subsidiary investing in US PE funds. It also included £10.9m of non-pool investments(2024: £18.0m non-pool investments). For further detailsfair value measurement of investments please refer to note 23 on page 147.

9. Investment property

	Freehold property £m
Cost
Balance at 31 March 2023, 2024 and 2025	19.8
Revaluation
Balance at 31 March 2023	(4.7)
Revaluation in the year	(1.8)
Balance at 31 March 2024	(6.5)
Revaluation in the year	(0.7)
Balance at 31 March 2025	(7.2)
Carrying amounts
At 31 March 2023	15.1
At 31 March 2024	13.3
At 31 March 2025	12.6

At 31 March 2025, the group held one property classified as investment property, comprising that part of its head office building occupied by a third party tenant.

The fair value of the investment propertywas determined by Tuckerman, an external, independent property valuer, holding recognised and relevant professional qualifications andwith recent experience in the location and category of the property being valued. The valuation conformsto the Royal Institution of Chartered Surveyors('RICS') Valuation Professional Standards. Fees paid to the valuer are based on a fixed price contract.

Asthe propertywaslet to a third party tenant, itwas valued on the basis of the terms of the lease and currentrent payable.

The investment property held by the group is classified as Level 3 underthe fair value hierarchy (see page 149).

Property	Market value £m	Valuation technique	Key unobservable inputs	Range (weighted average)
Buckingham	12.6	Residual	Rent persq ft pa	£38.00 –
Gate		development		£85.00
		value		(£73.78)
			Rent-free period	1.5 yrs
			Capitalisation rate	5.5%
			Purchaser's costs	6.8%

An increased capitalisation rate of 0.25% would result in a decreased asset valuation of £0.6m and a decrease of 0.25% would result in an increased asset valuation of £0.6m. Conversely, an increase in the estimated rent by 10% would result in an increase in the asset valuation of £1.3m and a decrease of 10% would result in a decrease in the asset valuation of £1.3m. The above inputs are interdependent and partially determined by market conditions. The impact on the valuation could be mitigated by the interrelationship between these inputs.

Notes to the financial statements (continued)

The prior yearsensitivity to inputswas asfollows:

The investment property held by the group is classified as Level 3.

Property	Market value £m	Valuation technique	Key unobservable inputs	Range (weighted average)
Buckingham	13.3	Residual	Rent persq ft pa	£38.00 –
Gate		development		£85.00
		value		(73.78)
			Rent-free period	1.5 yrs
			Capitalisation rate	5.25%
			Purchaser's costs	6.8%

An increased capitalisation rate of 0.25% would result in a decreased asset valuation of £0.6m (restated) and a decrease of 0.25% would result in an increased asset valuation of £0.8m (restated). Conversely, an increase in the estimated rent by 10% would result in an increase in the asset valuation of £1.3m and a decrease of 10% would result in a decrease in the asset valuation of £1.3m. The above inputs are interdependent and partially determined by market conditions. The impact on the valuation could be mitigated by the inter-relationship between these inputs.

10. Property, plant and equipment Group

Cost Balance at 31 March 2023 32.4 4.7	37.1 0.5 (0.2) 37.4
Acquisitions – 0.5
Disposals – (0.2)
Balance at 31 March 2024 32.4 5.0
Acquisitions – 1.8	1.8
Balance at 31 March 2025 32.4 6.8	39.2
Depreciation
Balance at 31 March 2023 – (3.1)	(3.1)
Depreciation charge (0.6) (0.5)	(1.1)
Eliminate depreciation 0.6 –	0.6
Disposals – 0.2	0.2
Balance at 31 March 2024 – (3.4)	(3.4)
Depreciation charge (0.6) (0.5)	(1.1)
Eliminate depreciation 0.6 –	0.6
Balance at 31 March 2025 – (3.9)	(3.9)
Revaluation
Balance at 31 March 2023 (6.1) –	(6.1)
Revaluation in the year (2.1) –	(2.1)
Eliminate depreciation (0.6) –	(0.6)
Balance at 31 March 2024 (8.8) –	(8.8)
Revaluation in the year (0.6) –	(0.6)
Eliminate depreciation (0.6) –	(0.6)
Balance at 31 March 2025 (10.0) –	(10.0)
Carrying amounts
At 31 March 2023 26.3 1.6	27.9
At 31 March 2024 23.6 1.6	25.2
At 31 March 2025 22.4 2.9	25.3

Property is measured at fair value and comprised freehold land and buildings.

Propertywasrevalued at 31 March 2025 by an independent valuer. Had the property been carried underthe cost model, the carrying amountwould have been £24.0m (2024: £24.6m).

The fair value of the propertywas determined by Tuckerman, an external, independent property valuer, holding recognised and relevant professional qualifications andwith recent experience in the location and category of the property being valued. The valuation conformsto the Royal Institution of Chartered Surveyors ('RICS') Valuation Professional Standards. Fees paid to the valuer are based on a fixed price contract.

The external valuationswere prepared by considering the aggregate of the net annualrentsreceivable from the property and where relevant, associated costs. A yieldwhich reflectsthe specific risksinherent in the net cash flowsisthen applied to the net annual rentalsto arrive at the property valuation.

The property held by the group is classified as Level 3 underthe fair value hierarchy (see page 149).

Property	Market value £m	Valuation technique	Key unobservable inputs	Range (weighted average)
Buckingham	22.4	Rental	Rent persq ft pa	£40.00 –
Gate		yield		£85.00
				(£73.32)
			Capitalisation rate	5.5%
			Purchaser's costs	6.8%

An increased capitalisation rate of 0.25% would result in a decreased asset valuation of £1.1m and a decrease of 0.25% would result in an increased asset valuation of £1.2m. An increase in the estimated rent by 10% would result in an increase in the asset valuation of £1.1m and a decrease of 10% would result in a decrease in the asset valuation of £1.1m. The above inputs are interdependent and partially determined by market conditions. The impact on the valuation could be mitigated by the interrelationship between these inputs.

The prior yearsensitivity to inputs was asfollows:

Property	Market value £m	Valuation technique	Key unobservable inputs	Range (weighted average)
Buckingham	23.6	Rental	Rent persq ft pa	£40.00 –
Gate		yield		£85.00
				(£73.32)
			Capitalisation rate	5.25%
			Purchaser's costs	6.8%

An increased capitalisation rate of 0.25% would resultin a decreased asset valuation of £1.2mand a decrease of 0.25% would resultin an increased asset valuation of £1.2m. An increase in the estimated rent by 10% would resultin an increase in the asset valuation of £1.1mand a decrease of 10% would resultin a decrease in the asset valuation of £1.2m. The above inputs are interdependent and partially determined bymarket conditions. The impact on the valuation could bemitigated by the inter-relationship between these inputs.

11. Deferred tax

Deferred tax assets and liabilitieswere attributable to the following:

	Assets £m	Liabilities	Net
Group		£m	£m
2025
Employee benefits	5.3	(1.3)	4.0
Other timing differences	–	(0.2)	(0.2)
	5.3	(1.5)	3.8
2024
Employee benefits	5.4	(1.0)	4.4
Other timing differences	(0.1)	(0.1)	(0.2)
	5.3	(1.1)	4.2

Movement in temporary differences during the year

Group	Balance at year start £m	Compre hensive income £m	Other compre hensive income £m	Balance at year end £m
2025
Employee benefits	4.4	(0.5)	0.1	4.0
Other timing differences	(0.2)	–	–	(0.2)
	4.2	(0.5)	0.1	3.8
2024
Employee benefits	4.1	0.5	(0.2)	4.4
Other timing differences	(0.2)	–	–	(0.2)
	3.9	0.5	(0.2)	4.2

Deferred tax assets and liabilities are measured at the tax ratesthat are expected to apply to the periodwhen the asset isrealised or the liability settled, based on ratesthat have been enacted or substantively enacted by the balance sheet date.

Deferred tax balances are calculated on all temporary differences using a tax rate of 25%.

Group and company

Unrecognised deferred tax assets

Deferred tax assetswere notrecognised in relation to the following deductible temporary differences and unused tax losses:

	Group		Company
	2025 £m	2024 £m	2025 £m	2024 £m
Tax losses	125.0	82.9	125.0	82.9
Corporate Interest
Restrictions	–	4.0	–	4.0
Capital losses	82.3	76.6	63.2	63.2

These deductible temporary differences and unused tax losses do not expire.

Given the Company'sstatus as an investment trust company and the intention to continue meeting the conditionsrequired to obtain approval, the Company has not provided for deferred tax on any capital gains orlosses arising on the revaluation or disposal of investments held by the Company itself.

12. Trade and other receivables

		Group		Company
	2025 £m	2024 £m	2025 £m	2024 £m
Non-current assets
Other receivables	–	–	30.5	35.5

Company non-current other receivables comprise £30.5m (2024: £35.5m) due from a wholly owned subsidiary.

Current assets
Trade receivables	3.5	2.2	1.2	2.0
Non-trade receivables and
prepayments	6.8	5.1	5.2	3.0
	10.3	7.3	6.4	5.0

We estimate expected credit losses on the Group and Company receivablesto be under £0.1m (2024: lessthan £0.1m). Our ECL assessment included a reviewofrecoverability of the Trade receivableswhich comprise quoted investment income and private capitalsales balancesto confirm amountswere receivedwithin one month of the reporting date.

An aged analysis of group trade receivablesis disclosed below.

	Total £m	Within terms £m	0-1 month £m
2025	3.5	3.4	0.1
2024	2.2	2.1	0.1

13. Cash and cash equivalents

	Group		Company
	2025	2024	2025	2024
	£m	£m	£m	£m
Bank balances	9.8	3.9	8.3	4.5
Money market funds	141.5	223.5	140.2	222.8
Cash and cash equivalents	151.3	227.4	148.5	227.3

14. Interest-bearing loans and borrowings

Therewere no interest-bearing loans and borrowings outstanding at 31 March 2025 or 2024.

As at 31 March 2025 the group had undrawn committed facilities totalling £325m (2024: £250m), comprising two tranches: £175m with a three yearterm from BNP Paribas and Industrial and Commercial Bank of China thatwill expire in August 2027; and £150m with a five yearterm from The Royal Bank of Scotland International RBSI thatwill expire in August 2029. The bank facility issecured byway of floating charge overthe public companies shares held by BNP Paribas, as global custodian to the company. The facilities are in place to ensure the group hassufficient liquid fundsto meet itsworking capital and investmentrequirements, most notably drawdown noticesfrom private equity funds,whose exact timing can be unpredictable.

The previous £250m bilateral facilitieswith The Royal Bank of Scotland International RBSI and INGwere cancelled at the same time.

Notes to the financial statements (continued)

Covenants attached to the group loan facilities assess borrowing levels against the net assets of Caledonia plc and sub-categories of assets held therein, adjusted to take account of liquidity, asset concentration and the marketsinwhich they are invested. As at 31 March 2025, Caledonia plc had remaining borrowing capacity underthe covenants of £754m (2024: £560m), considerably in excess of undrawn facilities. Compliancewith covenantsis tested monthly.

During the yearthe group and company utilised £nil (2024: £70m) of an available £325m (2024: £250m) of bank revolving credit facilities.

15. Trade and other payables

	Group		Company
	2025 £m	2024 £m	2025 £m	2024 £m
Trade payables	1.3	1.1	0.1	10.5
Non-trade payables and
accrued expenses	3.7	3.1	10.6	7.5
Other payables	11.4	20.2	11.4	20.2
	16.4	24.4	22.1	38.2

Other payables of the group and company include short-term borrowing from non-consolidated subsidiaries of £11.4m (2024: £20.2m).

16. Share capital

	Ordinary shares £m	Deferred ordinary shares £m	Share premium £m	Total £m
Balance at 31 March 2023
and 2024	2.7	0.4	1.3	4.4
Transfer to capital
redemption reserve on
cancellation ofshare capital	(0.1)	–	–	(0.1)
Balance at 31 March 2025	2.6	0.4	1.3	4.3

The number of fully paid sharesin issuewas asfollows:

	Ordinary shares		Deferred ordinary shares
	2025 000's	2024 000's	2025 000's	2024 000's
Balance at the year start	54,612	54,664	8,000	8,000
Shares purchased and cancelled	(1,729)	(52)	–	–
Balance at the year end	52,883	54,612	8,000	8,000

The company had outstanding performance share scheme and deferred bonus awards(note 24).

As at 31 March 2025, the issued share capital of the company comprised 52,882,698 ordinary shares(2024: 54,611,759 ) and 8,000,000 deferred ordinary shares(2024: 8,000,000). The ordinary and deferred ordinary shares have a nominal value of 5p each.

The holders of the ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the company. In respect of the company's ordinary sharesthat are held by subsidiaries, all voting rights are suspended.

The deferred ordinary shares carry no voting rights and are not redeemable. They carry the right to a fixed cumulative preference dividend of 1% per annum (exclusive of any associated tax credit) of the nominal value ofsuch deferred ordinary shares, being 0.05p pershare, or £4,000 in aggregate, for allsuch shares currently in issue. The company isrequired to pay the dividend to the extent that it has distributable profits. On awinding-up or otherreturn of capital, the deferred ordinary shares carry the right to the payment of the amount paid up on such shares only after holders of the ordinary shares have received the sum of £100,000 in respect of each such ordinary share. All of the deferred ordinary shares are held by Sterling Industries Ltd, awholly-owned group company.

17. Net asset value ('NAV') and NAV total return ('NAVTR') APM

The group's undiluted net asset value is based on the net assets of the group at the year end and on the number of ordinary sharesin issue at the year end less ordinary shares held by The Caledonia Investments plc Employee Share Trust. The group's diluted net asset value assumesthe calling of performance share and deferred bonus awards.

		2025			2024
	Net assets £m	Number of shares1 000's	NAV p/share	Net assets £m	Number of shares1 000's	NAV p/share
Undiluted	2,936.1	52,750	5558	2,965.3	54,388	5452
Share awards	–	793	(83)	–	844	(83)
Diluted	2,936.1	53,543	5475	2,965.3	55,232	5369

1. Number ofsharesin issue at the year end isstated after the deduction of 133,025 (2024: 223,666) ordinary shares held by the Caledonia Investments plc Employee Share Trust.

Net asset value totalreturn is calculated in accordancewith AIC guidance, asthe change in NAV from the start of the period, assuming that dividends paid to shareholders are reinvested at NAV at the time the shares are quoted ex-dividend.

	2025	2024
	p	p
Diluted NAV at yearstart	5369	5068
Diluted NAV at year end	5475	5369
Dividends payable in the year	71	68
Reinvestment adjustment2	–	6
	5546	5443
NAVTR over the year	3.3%	7.4%

1. The reinvestment adjustment isthe gain or lossresulting from reinvesting the dividendsin NAV at the ex-dividend date.

18. Operating segments

The chief operating decision maker has been identified asthe Executive Committee,which reviewsthe company'sinternal reporting in orderto assess performance and allocate resources. Management has determined the operating segments based on these reports.

The performance of operating segmentsis assessed on a measure of group totalrevenue, principally comprising gains and losses on investments and derivatives hedging those investments and investment income. Reportable profit orlossis aftertreasury income and 'Otheritems',which comprise management and other expenses and provisions. Reportable assets equate to the group's total assets. Cash and cash equivalents and otheritems are not identifiable operating segments.

'Otherinvestments' comprise subsidiaries not managed as part of the investment portfolio.

Reportable segments are identifiedwith reference to investment 'pools'which are used by management to organise the asset allocation and performance measurement of the business. The pools are quoted equity, private companies(Private Capital) and private equity funds(Funds),with each pool exposed to differentrisks, and operated by different teams according to distinct investment criteria and subject to different internal performance targets.

	Profit/(loss) before tax		Total assets
	2025 £m	2024 £m	2025 £m	2024 £m
Public Companies	44.1	101.8	964.7	949.8
Private Capital	30.5	111.2	870.7	820.3
Funds	19.5	19.4	897.3	926.3
Investment portfolio	94.1	232.4	2,732.7	2,696.4
Other investments1	2.5	1.4	10.9	18.0
Total revenue/investments	96.6	233.8	2,743.6	2,714.4
Cash and cash equivalents	9.9	3.2	151.3	227.4
Other items	(39.7)	(35.6)	63.1	57.1
Reportable total	66.8	201.4	2,958.0	2,998.9

1. Other investmentsincluded £10.9m of non-pool investments(2024: £18.0m of non-pool investments).

Geographical segments

In presenting information on the basis of geographicalsegments, segmentrevenue is based on the currency of primary listing for listed securities, or country ofresidence for unquoted investments, and segment assets are based on the geographical location of the assets. Non-current assets belowcomprise investment property and property, plant and equipment (notes 9-10).

	UK £m	US £m	Other £m	Total £m
2025
Revenue	(78.1)	103.1	71.6	96.6
Non-current assets	37.9	–	–	37.9
2024
Revenue	7.8	102.6	123.4	233.8
Non-current assets	38.5	–	–	38.5

19. Related parties

Identity of related parties

The group and company had related party relationshipswith its subsidiaries(note 27) and associates(note 26) andwith its key management personnel, being its directors.

Transactions with key management personnel

Certain directors of the company and theirimmediate relatives had significant influence in The Cayzer Trust Company Ltd,which held 36.6% of the voting shares of the company as at 31 March 2025 (2024: 35.6%).

During the year, the group invoiced and received £0.1m (2024: £0.1m) in rent and administration feesfrom The Cayzer Trust Company Ltd.

In addition to theirsalaries, the group provided non-cash and post-employment benefitsto directors and executive officers. Details of directors' pension benefits are set out in the Directors' remuneration report on page 105.

The key management personnel compensationwas asfollows:

	Group
	2025	2024
	£m	£m
Short-term employee benefits	2.8	2.8
Equity compensation benefits	1.1	1.5
	3.9	4.3

Totalremuneration of directorsisincluded in 'Personnel expenses' (note 2).

Notes to the financial statements (continued)

Other related party transactions

Subsidiaries

Transactions between the company and itssubsidiarieswere asfollows:

	2025		2024
	Amount of trans actions £m	Balance at year end £m	Amount of trans actions £m	Balance at year end £m
Comprehensive income items
Dividendsreceivable on
equity shares	17.5	–	22.2	–
Interest receivable	3.0	–	2.4	–
Management fees payable	(32.6)	(12.6)	(31.4)	(11.4)
Interest payable	(0.1)	–	(7.3)	–
Taxation received	0.9	–	21.1	–
Taxation paid	(2.8)	–	–	–
Financial position items
Capital contributed1	(31.4)	–	–	–
Investment loans	(34.9)	31.7	13.9	66.6
Loansreceivable	(5.0)	30.5	–	35.5
Loans payable2	8.9	(11.4)	266.0	(20.2)

1. During the year the Company contributed itsinvestment in SIS Holdings Ltd to a wholly owned subsidiary SISH Shareholder LLP.

2. During the prior year \$328m (£266m) wasrepaid to Caledonia US Investments Ltd on the loan facility provided in 2023.

Associates

Transactions between the company and group and associates were asfollows:

	2025		2024
	Amount of trans actions £m	Balance at year end £m	Amount of trans actions £m	Balance at year end £m
Directors' fees1	0.1	–	0.1	–
Dividendsreceivable on
equity shares	2.7	–	–	–

1. Transactions with subsidiary.

20. Operating leases

Leases as lessor

The group leases out itsinvestment property under operating leases(note 9). The future minimum lease receipts under noncancellable leaseswere asfollows:

	2025 £m	2024 £m
Lessthan one year	0.9	0.9
Between one and five years	0.3	1.2
	1.2	2.1

During the year ended 31 March 2025, £0.7m (2024: £0.8m) wasrecognised asincome in the statement of comprehensive income in respect of operating leases.

21. Capital commitments

At the reporting date, the group and company had entered into unconditional commitmentsto limited partnerships and committed loan facility agreements, asfollows:

	Group		Company
	2025 £m	2024 £m	2025 £m	2024 £m
Investments
Contracted but not called	415.9	377.0	415.9	377.0
Loan facilities
Committed but undrawn	–	–	9.5	4.5
	415.9	377.0	425.4	381.5

Amounts are callablewithin the next 12 months. The group has conducted a going concern assessmentwhich considered future cash flows, the availability of liquid assets and debt facilities, over the 12-month period required. In making this assessment a number ofstressscenarioswere developed. The most extreme downside scenario included the impact of a market downturn event and all outstanding private equity fund commitments being drawn. Under thisscenario the groupwould have a range of mitigating actions available to it, including sales of liquid assets and usage of banking facilities,whichwould provide sufficient fundsto meet all of its liabilities asthey fall due and still hold significant liquid assets over the assessment period. Forfurther details on assessment of going concern and viability please referto page 68.

22. Contingencies

The company has provided guarantees capped at £6.5m, £9.0m and £5.0m to the trustees of the Caledonia Pension Scheme, the Sterling Industries Pension Scheme and the AmberIndustrial Holdings PLC Pension&Life Assurance Scheme respectively in respect of the liabilities of the participating employers of those schemes.

Management have notset out a maturity analysisin relation to the pensions guaranteestotalling £20.5m on the groundsthat management are unable to accurately allocate to the earliest period inwhich the guarantee could be called due to the conditions of this guarantee.

23. Financial instruments

Financial instruments comprise securities and otherinvestments, cash balances, borrowings and receivables and payablesthat arise from operations. The investment portfolio includeslisted and unlisted equity investments, debt instruments and investmentsin fundsthat are intended to be held forthe long term.

Risk analysis

The main types of financialrisk towhich the group is exposed are marketrisk (which encompasses price risk, currency risk and interestrate risk), creditrisk and liquidity risk.

The nature and extent of the financial instruments outstanding at the reporting date and the risk management policies employed are discussed below.

Market risk

Marketrisk embodiesthe potential for both losses and gains and includes price risk, currency risk and fair value interestrate risk.

The strategy formanagingmarketrisk is driven by the company's objectives,which are to outperformthe CPIH by 3% to 6% in the shorttermand the FTSE All-Share Total Return index overrolling ten year periods. Investments aremade in a range of instruments, including listed and unlisted equities, debt and investmentfunds, in a range ofsectors and regions.

Price risk

Price risk may affect the value of listed and unlisted investments as a result of changesin market prices(otherthan arising from interestrate risk or currency risk),whether caused by factors specific to an individual investment, itsissuer orfactors affecting all instrumentstraded in the market. Factors affecting instruments traded in the market could include changesin market prices whether driven by marketsentiment, information specific to individual investments, orthe movementsin foreign currency relative to the group'sfunctional currency of Sterling.

Asthe majority of financial instruments are carried at fair value, with fair value changesrecognised in the Statement of Comprehensive Income, all changesin market conditionswill affect portfolio asset prices.

Price risk is managed by constructing a diversified portfolio of instrumentstraded on various markets and hedgingwhere appropriate.

The exposures of listed and unlisted equity investments and fund interestswere asfollows:

	Group		Company
	2025 £m	2024 £m	2025 £m	2024 £m
Investments held at fair
value through profit or loss	2,727.3	2,667.9	2,732.6	2,673.2

The following table detailsthe sensitivity to a 10% variation in equity prices. The sensitivity analysisincludes all equity and fund investments held at fair value through profit orloss and adjusts their valuation at the year end for a 10% change in value.

	Group		Company
	2025	2024	2025	2024
	£m	£m	£m	£m
Increase in prices	272.7	266.8	273.3	267.3
Decrease in prices	(272.7)	(266.8)	(273.3)	(267.3)

The sensitivity to equity and fund investments hasincreased during the year due to net gains on investmentsin the yearmore than offsetting netrealisationsthereby increasing the portfolio value at the year end.

Currency risk

The group's currency risk is attributable to monetary itemswhich are denominated in currencies otherthan the group'sfunctional currency of Sterling. This excludesthe impact of foreign currency movements on equity instrumentswhich carry foreign currency price risk (see price risk section above). There is exposure to the risk that the exchange rate of the functional currency may change relative to other currenciesin a mannerthat has an adverse effect on the value of that portion of assets and liabilities denominated in currencies otherthan the functional currency.

The company's non-functional currency denominated monetary items and gains and lossesthereon are reviewed regularly by the directors and the currency risk is managed by the directorswithin the overall asset allocation strategies.

The fair values of the monetary itemsthat have foreign currency exposurewere asfollows:

	Group		Company
	2025 £m	2024 £m	2025 £m	2024 £m
Investmentsin debt
instruments	–	1.6	–	1.6
Cash and cash equivalents	23.1	15.9	22.9	15.8
	23.1	17.5	22.9	17.4

The following table detailsthe sensitivity to a 10% variation in exchange rates. Thislevel of change is considered to be reasonable, based on observation of market conditions and historic trends. The sensitivity analysisincludes all foreign denominated debt investments.

	Group		Company
	2025 £m	2024 £m	2025 £m	2024 £m
Sterling depreciates(weakens)	1.9	1.6	1.9	1.6
Sterling appreciates (strengthens)	(1.6)	(1.3)	(1.6)	(1.3)

The exposure to foreign currency hasincreased in the year due to an increase in foreign denominated cash and cash equivalents more than offsetting the reduction in foreign debt investments.

The group actively monitorsits exposure to foreign currency risk but does notseek to hedge against it.

Interest rate risk

Interestrate movements may affect the fair value of investmentsin fixed interestsecurities and the level of income receivable from floating income securities and cash at bank and on deposit.

The company and group held cash at bank, term deposits and money market funds,with the term to maturity of up to three months and fixed and floating rate, interest-bearing financial assets.

Notes to the financial statements (continued)

The company'sinterest bearing assets and liabilities are reviewed periodically by the company and interestrate risk is managed by the directorswithin the overall asset allocation strategies.

The exposure to interestrate risk on financial assets and liabilities was asfollows:

	Group		Company
	2025 £m	2024 £m	2025 £m	2024 £m
Fixed rate
Interest-bearing loansto
non-consolidated subsidiaries	–	1.6	–	1.6
Floating rate
Investmentsin debt
instruments	16.3	25.9	16.3	25.9
Cash and cash equivalents	151.3	227.4	148.5	227.3

The sensitivity analysis belowhas been determined based on the exposure to interestrates at the reporting date from a 50 basis point change taking place at the beginning of the financial year and held constant throughout the year. Thislevel of change is considered to be reasonable, based on observation of market conditions and historic trends.

	Group		Company
	2025 £m	2024 £m	2025 £m	2024 £m
Decrease in interest rates	(0.7)	(1.1)	(0.7)	(1.1)
Increase in interest rates	0.7	1.1	0.7	1.1

The group'ssensitivity to interestrates hasreduced overthe year due to a reduction in net cash balances.

The group does not considerthere is a material exposure to interest rate risk.

Credit risk

Creditrisk isthe risk thatthe counterparty to a financial instrument will failto discharge an obligation or commitment. A credit policy is in place and exposure to creditrisk ismonitored regularly.

The exposure to creditrisk in financial assetswas asfollows:

	Group		Company
	2025 £m	2024 £m	2025 £m	2024 £m
Investmentsin debt instruments	16.3	27.5	16.3	27.5
Operating and other receivables	10.3	7.3	36.9	40.5
Cash and cash equivalents	151.3	227.4	148.5	227.3
	177.9	262.2	201.7	295.3

The group's creditrisk is primarily attributable to its cash and cash equivalents, trade receivables and debt investments. For an aged analysis of trade receivablessee note 12. A group analysis of credit ratingsfor cash and cash equivalentsis presented below. All other financial assets are unrated.

	Group
Credit rating	2025 £m	2024 £m
AAAm1	141.5	223.5
A+ / A-1	9.8	3.9
	151.3	227.4

1. The group holds £141.5m (2024 - £223.5m) in Low Volatility Net Asset Value money market funds which all hold a AAAm rating from Standard & Poors and £9.8m (2024: £3.9m) of cash in current accounts with three commercial banks with credit ratingsfrom Standard & Poor's of A+ and A-. Debt instrumentsrelate to loansto investeeswithin the Private Capital pool totalling £16.3m (2024: £27.5m). Priorto making investmentsin debt instruments, management hasin place a process ofreviewthat includes an evaluation of a potential investee company's ability to service and repay its debt. Management assessesthe creditrisk relating to these instrument as part of an overall ongoing monitoring of its debt and equity positionsin each relevant investee.

The exposure to creditrisk on operating and otherreceivablesis mitigated by performing credit evaluations on investee companies as part of the due diligence process.

Creditrisk arising on money market liquidity funds and cash and cash equivalentsis mitigated by spreading liquidity investments and deposits across a number of approved counterpartiesin accordancewith board policy. These are "AAA" rated money market funds, as determined by the rating agencies Fitch, Moody's or Standard&Poor's; highly-rated banks operating in the London money market; orinvestment-grade clearing banksspecifically approved by the board. These creditratings are reviewed regularly.

At the year end, the group and company had money market liquidity funds of £141.5m and £140.2m respectively (2024: £224.2m and £223.5m).

At the year end, the group and company had £20.0m invested in each of the Aberdeen Liquidity Fund (Lux) GBP, the ILF GBP liquidity fund from Insight and the LGIM Liquidity Fund GBP, £15.0m invested in each of the Institutional Sterling Liquidity fund from Blackrock, the Sterling Liquidity fund from Aviva Investors and the Sterling liquid reservesfund from Goldman Sachs and £12.0m invested in the JP Morgan GBP liquidity fund. In addition the company and group had £23.2m and £24.5m invested respectively in the HSBC Global Liquidity Funds plc Sterling and US Dollar Liquidity Funds.

At the prior year end, the group and company had £30.5m invested in the JP Morgan GBP and US Dollarliquidity funds, £30m invested in each of the ILF GBP liquidity fund from Insight and the LGIM Liquidity Fund GBP, £28.6m invested in the Institutional Sterling and US Dollar Liquidity fundsfrom Blackrock, £26.0m invested in each of the Aberdeen Liquidity Fund (Lux) GBP, the Sterling Liquidity fund from Aviva Investors and the Sterling liquid reservesfund from Goldman Sachs. In addition the company and group had £25.7m and £26.4m invested respectively in the HSBC Global Liquidity Funds plc Sterling and US Dollar Liquidity Funds.

All transactionsin listed securities are settled on contract terms using approved brokers. The risk of default is considered minimal, as delivery ofsecuritiessold is only made once the broker has received payment. Payment is made on a purchase once the securities have been received by the broker. The tradewill fail if either party failsto meet their obligations. Listed security trades are settled through BNP Paribas Global Custody.

Fair value

Most of the financial instruments are carried at fair value in the Statement of financial position. Usually, the fair value of the financial instruments can be reliably determinedwithin a reasonable range of estimates. For certain otherfinancial instruments,specifically operating and otherreceivables and payables, the carrying amounts approximate fair value due to the immediate orshort term nature of these financial instruments.

Liquidity risk

Liquidity risk arises as a result of the possibility that the group and company may not be able to meet its obligations asthey fall due.

The corporate treasury function providesservicesto the company and group, coordinating accessto domestic financial marketsfor both borrowing and depositing. Group companies accesslocal financial marketswhen thisis more favourable, in liaisonwith the corporate treasury function. Executive management monitorsthe group'sliquidity on aweekly basis, including the level of undrawn committed bank facilities.

Bank facilitieswere undrawn at 31 March 2025 and 2024.

Capital management policies and procedures

The group's capital management objectives are:

• to ensure that the group and companywill be able to continue as a going concern
• to maximise the income and capitalreturn to the company's shareholders, principally through the use of equity capital, although the groupwill maintain appropriate borrowing facilities, to be used forshort-term working capital or bridging finance, currently £325m (2024: £250m).

The group'stotal capital at 31 March 2025was £2,931.6m (2024: £2,965.3m) and comprised equity share capital and reserves of £2,931.6m (2024: £2,965.3m) and £nil of borrowings(2024: £nil). The groupwas ungeared at the year end (2024: ungeared) and had £325m (2024: £250m) of undrawn committed bank facilities.

The board monitors and reviewsthe broad structure of the group's and company's capital on an ongoing basis. Thisreviewincludes:

• the planned level of gearing,which takesinto account planned investment activity
• the possible buy-back of equity sharesfor cancellation,which takes account of the discount of the share price to net asset value pershare
• the annual dividend policy.

The group's objectives, policies and processesfor managing capital are unchanged from the preceding year.

The parent company issubject to the following externally imposed capitalrequirements:

• as a public limited company, the company isrequired to have a minimum issued share capital of £50,000
• to maintain its approval as an investment trust company, the company isrequired to complywith the provisions ofsection 1158 of the Corporation Tax Act 2010 as amended by the Investment Trust (Approved Company) (Tax) Regulations 2011.

The parent company has compliedwith these requirements, which are unchanged since the previous year end.

Fair value hierarchy

The company measuresfair values using the following fair value hierarchy,reflecting the significance of the inputs used in making the measurements:

• Level 1 Inputsthat are quoted market prices(unadjusted) in active marketsforidentical instruments.
• Level 2 Inputs otherthan quoted pricesincluded in Level 1 that are observable either directly orindirectly.
• Level 3 Inputsthat are unobservable.

The table belowanalysesfinancial instruments held at fair value according to level in the fair value hierarchy intowhich the fair value measurement is categorised:

	Group		Company
	2025 £m	2024 £m	2025 £m	2024 £m
Investments held at fair value
Level 1	964.7	949.9	964.7	949.9
Level 2	14.4	8.4	14.4	8.4
Level 3	1,764.5	1,737.1	1,769.8	1,742.4
	2,743.6	2,695.4	2,748.9	2,700.7

The following table shows a reconciliation from the opening balancesto the closing balancesforfair value measurementsin Level 3 of the fair value hierarchy:

	Group		Company
	2025 £m	2024 £m	2025 £m	2024 £m
Balance at the year start	1,737.1	1,953.2	1,742.4	1,961.5
Transferred to Held for Sale	–	(19.0)	–	(19.0)
Purchases	213.5	269.8	213.5	269.8
Disposal proceeds	(203.9)	(327.8)	(203.9)	(327.8)
Gains and losses on
investmentssold in the year	56.2	122.7	56.2	122.7
Gains and losses on
investments held at the
year end	(40.6)	(263.2)	(40.6)	(266.2)
Accrued income	2.2	1.4	2.2	1.4
Balance at the year end	1,764.5	1,737.1	1,769.8	1,742.4

The following table providesinformation on significant unobservable inputs used at 31 March 2025 in measuring financial instruments categorised as Level 3 in the fair value hierarchy.

Notes to the financial statements (continued)

Private company assets have been disaggregated into categories asfollows: Assetsin the large, earnings based category have an Enterprise Value of >£200m, and benefit from a reasonable number of comparative data points, aswell as having sufficientsize to make their earningsreliable and predictable. The assetsin the small and medium, earnings based category have an Enterprise Value of <£200m and have a more limited universe of comparable businesses available. Manager valuations are used for assetswhere the net asset method is employed. During the prior yearthe large categorisationwasincreased to >£200m.

For private company assetswe have chosen to sensitise and disclose EBITDA multiple inputs because their derivation involves the mostsignificant judgementswhen estimating valuation, includingwhich data setsto consider and prioritise. Valuations also include other unobservable inputs, including earnings,which are based on historic and forecast data and are lessjudgemental. For each asset category, inputswere sensitised by a percentage deemed to reflect the relative degree of estimation uncertainty, and valuation calculationsre-performed to identify the impact.

Private equity fund assets are each held in and managed by the same type of fund vehicle, valued using the same method of adjusted manager valuations, and subject to broadly the same economic risks. They are therefore subject to a similar degree of estimation uncertainty. They have been sensitised at an aggregated level by 5% to reflect a degree of uncertainty over managers' valuationswhich form the basis of theirfair value.

At 31 March 2025

Description / valuation method	Fair value £m	Unobser vable input	Weighted average input	Input sensit ivity +/-	Change in valu ation +/- £m
Internally developed
Private companies
Large, earnings	555.5	EBITDA multiple	12.5x	10.0%	+56.2/- 59.8
Small and medium, blend of methods	67.5	Various			+6.8/ -7.5
Transaction	55.0		1	5%	+/-2.8
Net assets /	192.7	Multiple	1	0.1x	+/-19.3
manager valuation
	870.7				+85.1/-
					89.4
Non-pool companies	10.9
Total internal	881.6
Externally developed
Private equity fund
Net asset value	882.9	Manager NAV	1	5%	+/-44.1
					+129.2/-
	1,764.5				133.5

The table belowsets out information aboutsignificant unobservable inputs used at the prior year end, 31 March 2024 in measuring financial instruments categorised as Level 3 in the fair value hierarchy.

At 31 March 2024

Description / valuation method	Fair value £m	Unobser vable input	Weighted average input	Input sensit ivity +/-	Change in valu ation +/- £m
Internally developed
Private companies
Large, earnings	473.9	EBITDA multiple	12.1x	10.0%	+51.1/- 52.7
Small and medium, earnings	164.0	EBITDA multiple	9.1x	10.0%- 15%	+15.3/- 14.4
Net assets / manager valuation	182.4	Multiple	1	0.1x	+18.6/- 18.8
	820.3				+85.0/- 85.9
Non-pool companies	18.0
Total internal	838.3
Externally developed
Private equity fund
Net asset value	898.8	Manager NAV	1	5%	+/-44.9
					+129.9/-
	1,737.1				130.8

Private capital companies

Valuation approach

For each asset,management considers a range of valuation methods and selectthosewhich are consideredmost appropriate for each asset,taking into consideration the quantity and quality of data points availablewith eachmethod. Methodsinclude inter alia:

Indicative offers. We regularly receive indications of interestfrom potential acquirersfor our private capital assets, either as part of a structured sale process orin the formof a direct approach. Where we judge it appropriate,the insight gained fromsuch approachesis incorporated into the data sets used in arriving at valuations. Where there is an offerfromcredible buyer or buyers, and there is an intention to advance discussions, our practice isto considerfair values derived froman indicative enterprise value based on offers receivedwith an appropriate discount applied. Discounts aimto reflectthe unique uncertainty associatedwith the execution of each transaction, and are normally in a range of 5-20%.

Multiples

Thismethod involvesthe application of an earningsmultiple to the maintainable earnings ofthe business,most commonly earnings before interest,tax, depreciation and amortisation ("EBITDA") multiples, and islikely to be appropriate forinvestmentsin established businesseswith an identifiable ongoing earningsstream. Suchmultiples are derived from(i) comparable public companies based on geographic location, industry,size,targetmarkets and otherfactorsthatmanagement considersto be reasonable and (ii) reportedmergers and acquisitionstransactionsinvolving comparable companies. EBITDAmultiplesranged from10x to 15x (2024: 4x to 15x),with aweighted average of 11.3x (2024: 11.5x). Earnings are obtained fromportfolio company statutory and management accounts and forecastmanagement accounts. Maintainable earnings are estimated by adjusting reported and forecast earningsfor non-recurring items(for example restructuring expenses), forsignificant corporate actions, and, in exceptional cases,run-rate adjustments.

Net assets

Thismethod islikely to be appropriate for businesseswhose value derives principally fromthe underlying value of its assetsratherthan its ongoing earnings. A third-party valuationmay be used to derive the fair value of a particular asset or group of assets,most commonly property assets.

Having selected an appropriatemethod,managementthen considers a range of data relevantto each asset. The data selected and the assumptions used are in each case examined by the Valuation Committee and Audit and Risk Committee to ensure sufficient challenge and reflection has beenmade on the decisions made to arrive at valuations.

In arriving at valuationsforthe Private Capital portfolio the directors have conducted a portfolio analysis, examining company and sector specific vulnerabilities,the quantity and quality of data available, as well as considering operating and financial leverage and liquidity. They have classified the investmentsinto five categories based on a combination of enterprise value, valuation technique and sector as shown on the following page.

At 31 March 2025,the investmentswere classified asfollows:
------------------------------------------------------------	--	--	--

Investment	Category	EV Range £m	Valuation technique	Valuation £m
Stonehage Fleming	Large, internally developed	>200m	Earnings	221.4
AIR-serv	Large, internally developed	>200m	Earnings	197.7
Cobehold	Utilise external valuation	N/A	Net assets	192.7
Butcombe	Large, internally developed	>200m	Earnings	136.5
DTM	Utilise transaction price	N/A	Transaction	55.0
Cooke	Small and Medium,	<200m	Blended	44.1
Optics	internally developed		method
Other				23.3
investments
				870.7

At 31 March 2024,the investmentswere classified asfollows:

Investment	Category	EV Range £m	Valuation technique	Valuation £m
Cobehold	Utilise external valuation	N/A	Net assets	181.0
AIR-serv	Large, internally developed	>200m	Earnings	170.1
Stonehage Fleming	Large, internally developed	>200m	Earnings	168.5
Butcombe	Large, internally developed	>200m	Earnings	135.2
	Cooke Optics Small and Medium, internally developed	<200m	Earnings	105.4
Other				60.1
investments
				820.3

Notes to the financial statements (continued)

The valuation of Private Capital companiesmay also be informed by offerswe have received frominterested partiesin the year.

More details on the valuation processforindividual assetswithin these categoriesis outlined below.

Large, internally developed

AIR-serv, Stonehage Fleming and Butcombe use an earnings multiple methodwith earnings derived from trading over historic, current and forecast periods. A particularly high quality set of comparator companieswasidentifiedwhen arriving at an appropriate multiple.

Small and medium, internally developed

Cooke Optics and SportsInformation Services used a blend of methods comprising the earnings multiple method,weighting of outcomes and discounted cash flows. Earningswere derived from trading over historic, current and forecast periods. Multipleswere arrived at after considering a basket ofsectorspecific transactions and sectorspecific multiples. Weightings of outcomeswere based on future expected outcomes. Discounted cashflowtechniques included forecast cashflows and appropriate discountrates.

Cooke Optics and SportsInformation Services are market-leading companies operating in niche sectorsso the quantity of available suitable publicly quoted comparatorsislow.

Transaction

Direct Tyre Management (DTM) used the price of the recent transaction method.

Utilise external valuation

Cobehold'sfair value is derived from the valuation prepared by Cobepa (the manager)which reflectsthe net asset value of the group as at 31 December 2024, Cobehold's year end.

Non-pool companies

Non-pool companies comprise principally cash or group company receivables or payables held in subsidiary investment entities.

Private equity funds

Private equity fund interests are valued on a net assets basis, estimated based on the managers' NAVs. Managers' NAVs apply valuation techniques consistentwith IFRS and are normally subject to audit. Managers' NAVs are usually published quarterly, two to four months afterthe quarter end. Consequently, the fund valuationsincluded in these financialstatementswere based principally on the 31 December 2024 managers' NAVs.

24. Share-based payments

The company has a performance share scheme that entitlessenior employeesto receive options overthe company'sshares,which are exercisable subjectto service and performance conditions. For nil-cost option awards granted in 2015 onwards, one-third ofthe shares comprised in the awardsmay be exercised afterthree years and two-thirds afterfive years.

The company also has a deferred bonus plan, underwhich senior employees compulsorily defer part oftheir annual bonus, being any bonusin excess of 50% oftheir basic salary forthe bonus year, into shares.

The terms and conditions ofthe grants outstandingwere asfollows, whereby all grants are settled by physical delivery ofshares:

Grant date	Entitlement	Vesting conditions	Number of shares
Performance share scheme awards
26.06.15	Award grant to seniorstaff	Note 1	916
26.05.16	Award grant to seniorstaff	Note 1	2,585
21.07.17	Award grant to seniorstaff	Note 1	3,769
30.05.18	Award grant to seniorstaff	Note 1	5,393
31.05.19	Award grant to seniorstaff	Note 1	19,714
04.08.20	Award grant to seniorstaff	Note 1	161,110
04.06.21	Award grant to seniorstaff	Note 1	115,738
30.05.22	Award grant to seniorstaff	Note 1	152,075
25.11.22	Award grant to seniorstaff	Note 1	5,169
30.05.23	Award grant to seniorstaff	Note 1	186,741
24.11.23	Award grant to seniorstaff	Note 1	19,665
28.05.24	Award grant to seniorstaff	Note 1	227,912
07.11.24	Award grant to seniorstaff	Note 1	6,218
			907,005
	Deferred bonus awards to senior staff
30.05.22	Compulsory award	Note 2	34,283
30.05.23	Compulsory award	Note 2	1,976
28.05.24	Compulsory award	Note 2	29,224
			65,483

1. Three/five years ofservice with vesting on a graduated basisfrom 10% to 100% for annualised NAV total return of 3% to 10% and (for investment executives) annualised pool total returnsin a range of 4% to 15%, in each case measured over three yearsfor one-third of the award and five years for the remaining two-thirds of the award. Investment executives' awards are measured asto 80% by reference to pool total returns and 20% by reference to NAV total return, other than Mr Cayzer-Colvin's awards, which are 60% and 40% respectively.

2. Three years ofservice.

All performance share awards have a life of ten years and all deferred bonus awards have a life of four years.

The fair value ofservicesreceived in return for performance share scheme and deferred awards grantedwas measured indirectly, by reference to the share price at the date of grant.

Theweighted average share price at the date of exercise ofshare awards during the yearwas asfollows:

	2025 p	2024 p
Weighted average share price	3521	3467

Underthe schemes, awardswere grantedwith service and non-market performance conditions. Such conditionswere not taken into account in the fair value measurement of the services received at the dates of grant.

Employee expenseswere asfollows:

Years ended 31 March	2025 £m	2024 £m
Performance share awards granted in 2018	–	0.6
Performance share awards granted in 2019	–	0.4
Performance share awards granted in 2020	0.2	0.7
Performance share awards granted in 2021	0.8	1.1
Performance share awards granted in 2022	0.8	1.1
Performance share awards granted in 2023	0.1	0.8
Performance share awards granted in 2024	1.0	1.3
Performance share awards granted in 2025	1.3	–
Deferred bonus awardsfor 2021	0.1	0.6
Deferred bonus awardsfor 2022	0.5	0.5
Deferred bonus awardsfor 2024	0.3	–
	5.1	7.1

Notes to the financial statements (continued)

25. Employee benefits

Group

	2025 £m	2024 £m
Non-current assets
Defined benefit pension asset	5.4	4.3
Current liabilities
Profit sharing bonus	(3.7)	(3.1)
Non-current liabilities
National Insurance on performance shares and
deferred bonus awards	(2.8)	(2.7)
Dividends payable on performance shares and
deferred bonus awards	(2.0)	(2.3)
	(4.8)	(5.0)
Total employee liabilities	(8.5)	(8.1)

Defined benefit pension obligations

The group operatesthree plansin the UK that provide pension benefitsfor employees and makes contributionsto one of the plans. The schemes are approved by HMRC fortax purposes and operated separately from the group being managed by an independentset of trustees,whose appointment is determined by the schemes' documentation and legislation. The schemes are subject to UK funding regulations,which require the group and the trusteesto agree a funding strategy and contribution schedule where necessary. Three (2024: three) of the schemeswere in surplus on an IAS 19 basis. One scheme surpluswasrecognised in full asthe company considersthere is an unconditionalright to a refund underIFRIC 14, one scheme surpluswas capped at the economic benefit ofreduced future contributions and one scheme surpluswas unrecognised. Two schemeswere effectively closed to new membersin April 1996 and the otherscheme in April 1997. Newemployeesjoining afterthat datewere offered alternative defined contribution pension arrangements. Caledonia Group Services Ltd, awholly owned subsidiary of Caledonia Investments plc, isthe Sponsoring Employerfor all Schemes.

Virgin Media section 37 case

The group has undertaken an impact assessment for each scheme, which includesthe reviewof available historicalrecords,relevant enquiries and the receipt of advice. Based on the group'simpact assessment, no significant adjustments are expected to be required to the defined benefit pension obligations of the group's pension schemesin respect of the Virgin Media section 37 case as at the reporting date. The groupwill continue to monitorthe developmentsin relation to the matter.

	2025 £m	2024 £m
Present value of funded obligations	(43.5)	(49.0)
Fair value of plan assets	72.3	74.1
Present value of net assets	28.8	25.1
Irrecoverable surplus	(23.4)	(20.8)
	5.4	4.3

Changesin the present value of defined benefit obligationswere asfollows:

	2025 £m	2024 £m
Balance at the year start	49.0	50.6
Service cost	0.1	0.1
Interest cost	2.3	2.4
Actuarial (gain)/lossfrom changes:
- in demographic assumptions	(0.8)	(0.6)
- in financial assumptions	(4.0)	(0.9)
- experience gains	(0.2)	0.2
Plan amendment	0.2	–
Actual benefit payments	(3.1)	(2.8)
Balance at the year end	43.5	49.0

Changesin the fair value of plan assetswere asfollows:

	2025 £m	2024 £m
Balance at the year start	74.1	71.9
Interest income	3.5	3.4
Return on plan assetslessinterest income	(2.1)	1.5
Employer contributions	0.1	0.1
Actual benefit payments	(3.1)	(2.8)
Administrative expenses	(0.2)	–
Balance at the year end	72.3	74.1

Amountsrecognised in management expensesin the Statement of comprehensive incomewere asfollows:

	2025 £m	2024 £m
Service cost	0.1	0.1
Interest on obligations	2.3	2.4
Interest on plan assets	(3.5)	(3.4)
Plan amendment	0.2	–
Scheme administrative expenses	0.2	–
	(0.7)	(0.9)

Amountsrecognised in other comprehensive income were asfollows:

	2025 £m	2024 £m
Actuarial gains arising from financial assumptions	4.0	0.9
Actuarial gains arising from demographic
assumptions	0.8	0.6
Actuarial gains/(losses) from experience
adjustments	0.2	(0.2)
Return on plan assetslessinterest income	(2.1)	1.5
Increase in irrecoverable surplus	(2.6)	(3.6)
Re-measurement gains/(losses) in the year	0.3	(0.8)

An analysis of plan assets at the end of the yearwas asfollows:

	2025 £m	2024 £m
Equities	13.1	35.3
Bonds	49.9	27.2
Cash	9.3	11.6
	72.3	74.1

The analysis of plan assets above included an underlying asset allocation of investment funds.

Principal actuarial assumptions at the reporting date (expressed as weighted averages)were asfollows:

	2025 %	2024 %
Discount rate at the year end	5.6	4.8
Future salary increases	na	3.0
Future pension increases	3.2	3.3
RPI price inflation	3.2	3.3

Mortality rates are assumed to followthe Self-Administered Pension Schemes'Series 4' very lighttableswith an allowance forfuture improvementsin linewith the CMI 2023 core projectionsmodelwith a long-termtrend of 1.50% pa and an initial addition of 0.75% pa. Life expectancy on retirementin normal health is assumed to be 26.9 years(2024: 27.8 years)formales and 28.2 years(2024: 28.8 years) forfemaleswho are currently 62 years of age.

Expected contributionsto group post-employment benefit plansfor the year ending 31 March 2026were £nil(2025: £0.1m).

In the UK, the funding isset on the basis of a triennial funding valuation by the actuariesforwhich the assumptions may differ from those above. IAS 19 requires'best estimate' assumptionsto be usedwhereasthe funding valuation uses'prudent' assumptions. As a result of these valuations, the group and the scheme trustees agree a Schedule of Contributions,which sets out the required contributionsfrom the employer and employeesfor currentservice. Where the scheme isin deficit, the Schedule of Contributions also includesrequired contributionsfrom the employerto eliminate the deficit. The mostrecent triennial valuationswere completed in 2024 forthe Caledonia Pension Scheme (completed) and Amber Industrial Holdings pension scheme (in progress) and 2022 forthe Sterling Industries Pension Scheme. A summary of the recent funding obligations andweighted average duration of the defined benefit obligationswas asfollows:

	Obligations at 31 Mar 2024 £m	Weighted average duration at 31 Mar 2025 years
Caledonia Pension Scheme	26.3	11
	At 30 Sep 2022 £m	At 31 Mar 2025 years
Sterling Industries Pension Scheme	17.2	9

	At 30 Mar	At 31 Mar
	2021	2025
	£m	years
Amber Industrial Holdings Pension Scheme	13.0	11

Sensitivities

The calculation of the defined benefit obligation issensitive to the assumptionsset out above. The following table summarisesthe estimated increase in defined benefit obligationsto a change in individual actuarial assumptions,while holding all other assumptions constant. Thissensitivity analysis may not be representative of the actual change in the defined benefit obligation asit is unlikely that the change in an assumptionwould occurin isolation, assome of the assumptions may be correlated.

	2025 £m	2024 £m
Reduction in the discount rate of 0.25%	1.1	1.3
Increase in inflation of 0.25%	0.7	0.9
Increase in life expectancy of one year	1.8	2.0

Risks

The pension schemestypically expose the group to riskssuch as:

• Investmentrisk the schemes hold theirinvestmentsin equities and bonds, the value ofwhich fluctuates,whether caused by factorsspecific to an individual investment, itsissuer orfactors affecting all instrumentstraded in the market.
• Interestrate risk the schemes' liabilities are assessed using marketrates of interest, based on corporate bond yields, to discount the liabilities and are therefore subject to any volatility in the movement of the marketrate of interest. The net interest income or expense recognised in profit orlossis calculated using the marketrate of interest.
• Inflation risk a significant proportion of the benefits underthe schemesislinked to inflation. Although the schemes' assets are expected to provide a good hedge against inflation overthe long term, movements overthe short term would increase the schemes' net deficit.
• Mortality risk in the event that memberslive longerthan assumed, the liabilities may turn out to have been understated originally and a deficit may emerge if funding has not been adequately provided forthe increased life expectancy.

26. Interests in associates

Company	Class	Holding %	Registered office
Sports	Ordinary	22.6	Unit 1/2 Whitehall
Information			Avenue, Kingston, Milton
Services			Keynes,Buckinghamshire,
(Holdings) Ltd1			MK10 0AX
Stonehage	Preferred	39.8	Third Floor, 1 Le Truchot,
Fleming Family &	A1 Ordinary	8.0	St Peter Port, Guernsey,
Partners Ltd			GY1 1WD

1. SportsInformation Services(Holdings) Ltd is held via a subsidiary SISH Shareholder LLP

The company is an investment trust company and, accordingly, does not equity account for associatesthat are designated as investments held at fair value through profit orloss.

Aggregated amountsrelating to associates, extracted on a 100% basis,were asfollows:

	2025 £m	2024 £m
Assets	323.0	395.9
Liabilities	(224.7)	(269.4)
Equity	98.3	126.5
Revenues	408.8	429.1
Profit	11.9	15.7

Notes to the financial statements (continued)

27. Subsidiaries

			Key to				Key to
Company	Class	Holding %	Registered office	Company	Class	Holding %	Registered office
Caledonia Investments				Crewkerne Investments Ltd	A Ordinary	50.51	7
Amber 2010 Ltd	Ordinary	100.01	7		B Ordinary	100.01
Buckingham Gate Ltd2	Ordinary	100.01	7	Easybox Self-Storage Ltd	Ordinary	100.01	7
Caledonia CCIL Distribution Ltd Ordinary		100.01	7	Edinmore Investments Ltd	Ordinary	100.01	7
Caledonia Financial Ltd	Ordinary	100.01	7	SISH Shareholder LLP	Equity right	100.01	7
Caledonia Group Services Ltd2	Ordinary	100.01	7	Sterling Crewkerne Ltd	Ordinary	100.01	7
Caledonia Land & Property Ltd Ordinary		100.01	7	Sterling Industries Ltd	Ordinary	100.01	7
Caledonia Treasury Ltd	Ordinary	100.01	7	The Union-Castle Mail Steamship Co Ltd	Ordinary A Ordinary	100.01 100.01	7
Caledonia US Investments Ltd	Ordinary	100.01	7
AIR-serv
AIR-serv Belgium BV 3	Ordinary	100.0	8	AIRvending Ltd3	Ordinary	100.0	13
AIR-serv France SARL3	Ordinary	100.0	9	Crossbow Bidco Ltd3	Ordinary	100.0	13
AIR-serv Germany GmbH3	Ordinary	100.0	10	Crossbow Midco Ltd3	Ordinary	100.0	13
AIR-serv Netherlands BV3	Ordinary	100.0	11	Crossbow Topco Ltd	Ordinary	99.81	13
					Growth	34.71
AIR-serv Spain SLU3	Ordinary	100.0	12
Butcombe Group
A.E. Smith & Son Ltd4	Ordinary	100.0	14	La Cave des Vins Ltd4	Ordinary	100.0	14
A.S.B.M. Ltd4	Ordinary	100.0	14	La Rocque Enterprises Ltd4	Ordinary	100.0	14
A.S.B.O. Ltd4	Ordinary	100.0	14	La Rocque Inn (Jersey) Ltd4	Ordinary	100.0	14
A.S.B.T. Ltd4	Ordinary	100.0	14	Lapwing (Trading) Ltd4	Ordinary	100.0	14
Aurora Hotel Ltd4	Ordinary	100.0	14	Le Hocq Hotel Ltd4	Ordinary	100.0	14
Bath Street Wine Cellar Ltd4	Ordinary	100.0	14	Les Garcons Ltd4	Ordinary	100.0	15
Brasserie du Centre Ltd4	Ordinary	100.0	14	Longueville Distributors Ltd4	Ordinary	100.0	14
Bucktrout & Company Ltd4	Deferred	100.0	15	M Still Catering Ltd4	Ordinary	100.0	16
	Ordinary Preference	100.0 100.0
Butcombe Brewery Ltd4	Ordinary	100.0	16	Marais Hall Ltd4	Ordinary	100.0	17
Butcombe Brewing Company Ltd4	Ordinary	100.0	16	Mary Ann Products(Jersey) Ltd4	Ordinary	100.0	14
Caesarea Hotel (Jersey) Ltd4	Ordinary	100.0	14	Mitre Hotel (Jersey) Ltd4	Ordinary	100.0	14
Café de Paris(Jersey) Ltd4	Ordinary	100.0	14	Nightbridge Ltd4	Ordinary	100.0	14
Caledonia TLG Bidco Ltd4	Ordinary	100.0	16	Old Court House Hotel (St Aubin) 1972 Ltd4	Ordinary	100.0	14
Caledonia TLG Ltd	Ordinary A	100.01	14	Parade Hotel (Jersey) Ltd4	Ordinary	100.0	14
	Ordinary B	1.11
	Ordinary C	75.41
	Preference	66.81
Caledonia TLG Midco Ltd4	Deferred Ordinary	100.01 100.0	14	Peirson (1971) Ltd4	Ordinary	100.0	14
Captains Holdings Ltd4	Ordinary	100.0	15	Puffin NewCo Ltd4	Ordinary	100.0	14
Channel Wines & Spirits	Ordinary	100.0	14	Red Lion Ltd4	Ordinary	100.0	14
(Jersey) Ltd4
CirrusInns Holdings Ltd4	Ordinary	100.0	16	Robin Hood (Jersey) Ltd4	Ordinary	100.0	14
CirrusInns Ltd4	Ordinary	100.0	16	S.L. Ltd4	Ordinary	100.0	14
Citann Ltd4	Ordinary	100.0	14	Ship Holdings Ltd4	Ordinary	100.0	15
	Preference	100.0
Cosy Corner (Jersey) Ltd4	Ordinary	100.0	14	Square Ltd4	Ordinary	100.0	14
Craig Street Brewing Company Ltd4	Ordinary	100.0	14	St John's Hotel Ltd4	Ordinary	100.0	14
Divette Holdings Ltd4	Ordinary	100.0	15	Stag Hotel (Jersey) Ltd4	Ordinary	100.0	14
Don Inn (Jersey) Ltd4	Ordinary	100.0	14	Sussex Hotel Ltd4	Ordinary	100.0	14
Evenstar Ltd4	Ordinary	100.0	14	The Guernsey Brewery Co	Ordinary	100.0	15
				(1920) Ltd4	Preference	100.0
Exeter Hotel (Jersey) Ltd4	Ordinary	100.0	14	The Independent Brewing Company Ltd4	Ordinary	100.0	14
Farm Street Inns Ltd4	Ordinary	100.0	16	The Liberation Group Ltd4	Ordinary	100.0	14
FarmersInn Ltd4	Ordinary	100.0	14	The Liberation Group UK Ltd4	Ordinary	100.0	16

Company	Class	Holding %	Key to Registered office	Company	Class	Holding %	Key to Registered office
Butcombe Group (continued)
Five Oaks Hotel Ltd4	Ordinary	100.0	14	The Liberation Pub Company (Guernsey) Ltd4	Ordinary	100.0	15
Foresters Arms(Jersey) Ltd4	Ordinary	100.0	14	The Liberation Pub Company (Jersey) Ltd4	Ordinary	100.0	14
Gimbels(Jersey) Ltd4	Ordinary	100.0	14	The Post Horn Ltd4	Ordinary	100.0	14
Glo'ster Vaults Ltd4	Ordinary	100.0	14	The Royal Oak Inn Trading Ltd4	Ordinary	100.0	16
Great Union Hotel (Holdings) Ltd4	Ordinary	100.0	14	Trafalgar Hotel (Jersey) Ltd4	Ordinary	100.0	14
Great Western Hotel Ltd4	Ordinary	100.0	14	Union Inn (Jersey) Ltd4	Ordinary	100.0	14
Guernsey Leisure Company Ltd4	Ordinary	100.0	15	Victor Hugo Ltd4	Ordinary	100.0	14
Guppy's Holdings Ltd4	Ordinary	100.0	15	Victoria (Valley) Ltd4	Ordinary	100.0	14
Guppy's of Guernsey Ltd4	Ordinary	100.0	15	Victoria Hotel (Jersey) Ltd4	Ordinary	100.0	14
Hautville Ltd4	Ordinary	100.0	15	Wellington Hotel Ltd4	Ordinary	100.0	14
Horse & Hound (Jersey) Ltd4	Ordinary	100.0	14	Wests Cinemas Ltd4	Ordinary	100.0	14
John Tregear Ltd4	Ordinary	100.0	14	White Hart Ltd4	Ordinary	100.0	15
Cooke Optics
Chaplin Bidco Ltd5	Ordinary	100.0	18	Cooke Optics(Hong Kong) Ltd5	Ordinary	100.0	21
Chaplin Midco Ltd5	Ordinary	100.0	18	Cooke Optics(India) Private Ltd5	Ordinary	100.0	22
Chaplin Topco Ltd	A Ordinary B Ordinary C Ordinary	100.01 75.31 98.61	18	Cooke Optics Holdings Ltd5	Ordinary	100.0	18
Cooke OpticsInc.5	Ordinary	100.0	19	Cooke Optics Ltd5	Ordinary	100.0	18
Cooke (Shanghai) Optics Technology Co Ltd5	Ordinary A	100.0	20	Cooke Optics TV Ltd5	Ordinary	100.0	18
Cooke Optics Group Ltd5	Ordinary	100.0	18
Direct Tyre Management
Cefni Tyres Ltd6	Ordinary	100.0	23	IT5 Holdings Ltd6	Ordinary	100.0	23
Clan Rock Bidco Ltd6	Ordinary	100.0	23	IT5 Fleetmobile Ltd6	Ordinary	100.0	23
Clan Rock Midco Ltd6	Ordinary	100.0	23	Project Lafite Bidco Ltd6	Ordinary	100.0	23
Clan Rock Topco Ltd	Ordinary	98.6	23	Project Lafite Topco Ltd6	Ordinary	100.0	23
Direct Tyre Management Ltd6	Ordinary	100.0	23	Tyreforce NW Ltd6	Ordinary	100.0	23
Direct Tyre Sales Ltd6	Ordinary	100.0	23	Tyrewatch.com Ltd6	Ordinary	100.0	23
DTM Holdings Ltd6	Ordinary	100.0	23	Tyre Plus Durham Ltd6	Ordinary	100.0	23

1. Directly held by the company

2. 1. Included in the consolidation
3. 1. Subsidiary of Crossbow Topco Ltd

Registered office addresses

• 1. Cayzer House, 30 Buckingham Gate, London SW1E 6NN
• 1. Rubensstraat 104/57, 2300 Turnhout, Belgium
• 1. Parc d'Activitésles Béthunes, 16 rue du compas, 95310 Cergy Pontoise Cedex, France
• 1. Elisabethstr. 1, 52428 Jülich, Germany
• 1. Spuiweg 22 D, 5145 NE Waalwijk, The Netherlands
• 1. C/ Isla de Alegranza 2, nave 53, 28703 San Sebastián de los Reyes, Madrid, Spain
• 1. Redgate Road, South Lancashire Industrial Estate, Ashton-In-Makerfield, Wigan, Lancashire, WN4 8DT
• 1. Tregear House, Longueville Road, St Saviour, Jersey JE2 7WF
• 1. Hougue Jehannet, Vale, Guernsey GY3 5UF

• Subsidiary of Caledonia TLG Ltd

• Subsidiary of Chaplin Topco Ltd

• 1. Subsidiary of Clan Rock Topco Ltd
• 1. Butcombe Brewery Havyatt Road Trading Estate, Havyatt Road, Wrington, Bristol, BS40 5PA
• 1. Marais Hall, Marais Square, St Anne, Alderney GY9 3TS
• 1. 1 Cooke Close, Thurmaston, Leicester LE4 8PT
• 1. 4131 Vanowen Place, Burbank, CA 91505, USA
• 1. Rooms 503/504, No 1 Building, No 908 Xiuwen Road, Minhang District, Shanghai, China
• 1. TMF Hong Kong Limited, 31F, Tower Two, Times Square, Matheson Street, Causeway Bay, Hong Kong
• 1. C/o Late B KRISHNA MURTHY PLOT NO. 8 ROAD NO 13 Banjara Hills Hyderabad Telangana India 500034
• 1. Unit 16 Thompson Road, Whitehills Business Park, Blackpool, FY4 5PN

Company performance record (unaudited)

The 10-yearrecord of the company'sfinancial performance is asfollows:

								Rolling 10 years annualised
	Profit/ (loss) for the year £m	Diluted earnings per share p	Annual dividend p	Net assets £m	Diluted NAV per share p	Share price p	Total share holder return %	FTSE All-Share Total Return %
2016	41.1	73.1	52.6	1,644	2890	2285	3.8	4.7
2017	290.1	518.4	54.8	1,899	3395	2750	5.2	5.7
2018	26.5	47.4	57.0	1,837	3285	2650	5.3	6.7
2019	198.2	354.7	59.3	2,002	3582	2980	11.6	11.1
2020	(172.5)	(315.0)	61.1	1,787	3236	2435	6.7	4.4
2021	467.6	837.8	62.9	2,225	4000	2645	7.1	6.0
2022	611.3	1101.5	64.8	2,783	5041	3540	11.9	7.2
2023	144.0	259.0	67.4	2,798	5068	3390	9.5	5.8
2024	203.4	369.0	70.4	2,965	5369	3280	8.6	5.8
2025	66.9	121.3	73.6	2,932	5475	3540	7.5	6.2

1. Annual dividends are stated in relation to the year'sresultsfrom which they were paid. Dividendsfor 2017 and 2022 exclude the special dividend of 100.0p and 175.0p.

Investments summary (unaudited)

Holdings over 1% of net assets at 31 March 2025

Name	Pool	Geography	Business	Value £m	Net assets %
Stonehage Fleming	Private Capital	Chan Is.	Family office services	221.4	7.6
AIR-serv Europe	Private Capital	UK	Forecourt vending	197.7	6.7
Cobepa	Private Capital	Europe	Investment company	192.7	6.6
Butcombe Group	Private Capital	Chan Is.	Pubs, bars & inns	136.5	4.7
HighVista Strategies	Funds	US	Funds of funds	99.9	3.4
Philip Morris	Public Companies	US	Tobacco & smoke-free products	90.1	3.1
Watsco	Public Companies	US	Ventilation products	76.6	2.6
Microsoft	Public Companies	US	Software	73.6	2.5
Axiom Asia funds	Funds	Asia	Funds of funds	73.4	2.5
Oracle	Public Companies	US	Software	72.3	2.5
TexasInstruments	Public Companies	US	Semiconductors	64.2	2.2
De Cheng funds	Funds	Asia	Private equity funds	58.5	2.0
Direct Tyre Management	Private Capital	UK	Tyre managementservices	55.0	1.9
Cooke Optics	Private Capital	UK	Cinematography lenses	44.1	1.5
Fastenal	Public Companies	US	Industrialsupplies	43.1	1.5
Charter Communications	Public Companies	US	Cable communications	40.4	1.4
Unicorn funds	Funds	Asia	Funds of funds	39.9	1.4
Thermo Fisher Scientific	Public Companies	US	Pharma and life sciencesservices	38.7	1.3
Moody's Corporation	Public Companies	US	Financialservices	38.3	1.3
Asia Alternativesfunds	Funds	Asia	Funds of funds	38.2	1.3
Hill & Smith	Public Companies	UK	Infrastructure	35.6	1.2
Croda International	Public Companies	UK	Speciality chemicals	34.6	1.2
Boyne funds	Funds	US	Private equity funds	33.4	1.1
Pool Corp	Public Companies	US	Poolservices	31.9	1.1
Spirax Sarco	Public Companies	UK	Steam engineering	31.0	1.1
AE Industrial funds	Funds	US	Private equity funds	29.0	1.0
Stonepeak funds	Funds	US	Private equity funds	28.6	1.0
CenterOak funds	Funds	US	Private equity funds	28.5	1.0
Alibaba Group	Public Companies	Asia	E-commerce	28.5	1.0
Other assets				757.0	25.5
Investment portfolio				2,732.7	93.2
Cash and other net assets				198.9	6.8
Net assets				2,931.6	100.0

Glossary of terms and alternative performance measures (unaudited)

Alternative performance measures ('APMs')

APMs are not prescribed by accounting standards but are industry specific performance measureswhich help users of the annual accounts and financialstatementsto betterinterpret and understand performance.

Termsin this glossary identified as APMs have been highlighted by the symbol:

APM

Discount

Ordinary shares are quoted on the stock market and can trade at a discount to the NAV of the company. The following discount applied to the shares:

	31 Mar 2025 £m	31 Mar 2024 £m
Share price (b)	3540p	3280p
NAV (a)	5475p	5369p
Discount ((a-b)/a)
(expressed as a percentage)	35.3%	38.9%

Distributable profits

Distributable profitsinclude profits distributable underthe Companies Act 2006 and include distributable reserves, being realised revenue and capital profits, less any unrealised lossesin excess of unrealised profits.

	31 Mar 2025	31 Mar 2024
	£m	£m
Retained earnings	104.5	176.3
Distributable capital gains and losses	2,487.0	2,415.2
	2,591.5	2,591.5

Dividend cover

Dividend coveristhe ratio of netrevenue (as defined below) to the annual dividend payable (excluding special dividends) to shareholders out of profitsforthe year. It helpsto indicate the sustainability of annual dividends.

	31 Mar 2025 £m	31 Mar 2024 £m
Net revenue (b)	30.9	40.5
Dividend payable (a)	39.0	38.3
Dividend cover ((b)/a) (expressed as a percentage)	79%	106%

Ex-dividend date

The date immediately preceding the record date (as described below) for a given dividend. Shareholderswho acquire theirshares on or afterthe ex-dividend datewill not be eligible to receive the relevant dividend.

APM Investment and pool returns

The company usesthe modified Dietz method as a measure of the performance of an investment orinvestment pool over a period. This method dividesthe gain orlossin value plus any income, less any capital cash flows, by the average capital invested overthe period of measurement. Average capital takesinto account the timing of individual cash flows.

Net assets

Net assets provides a measure of the value of the company to shareholders and istaken from the IFRS group net assets.

Net asset value ('NAV')

NAV is a measure of the value of the company, being its assets – principally investments made in other companies and cash held – minus any liabilities. NAV pershare is calculated by dividing net assets by the number ofsharesin issue, adjusted forshares held by the company's Employee Share Trust and for dilution by the exercise of vested share awards. NAV takes account of dividends payable on the ex-dividend date.

See financialstatements note 17.

APM NAV total return ('NAVTR')

NAVTR is a measure of howthe NAV pershare has performed over a period, considering both capitalreturns and dividends paid to shareholders. NAVTR is calculated asthe increase in NAV pershare between the beginning and end of the period, plus accretion from the assumed dividend reinvestment in the period. We use this measure asit enables comparisonsto be drawn against an investment index in orderto benchmark performance. The result is plotted on page 23. and the calculation followsthe method prescribed by the Association of Investment Companies('AIC').

See financialstatements note 17.

	31 Mar 2025	31 Mar 2024
Closing NAV pershare (p)	5475p	5369p	a
Dividends paid out (p)	71p	241p	b
Effect of re-investing dividends(p)	–	6p	c
Adjusted NAV pershare (p)	5446p	5443p	d=a+b+c
Opening NAV pershare (p)	5369p	5068p	e
NAV total return (%)	3.3%	7.4%	=(d/e)-1

Glossary of terms and alternative performance measure (unaudited) (continued)

APM Net revenue

Netrevenue comprisesincome from investmentsless management expenses, financing costs and tax. Netrevenue comprisesthe revenue column presented in the Group statement of comprehensive income on page 130 and differsfrom total comprehensive income in excluding gains and losses on investments and otheritems of a capital nature. The separation of revenue and capital profits and lossesisrequired by the AIC SORP as being of fundamental importance to shareholders and other users of the financialstatements of investment trust companies.

APM Ongoing charges

The total of investment management fees and other expenses as shown in the income statement, as a percentage of the average monthly net asset value, following the guidance provided by the Association of Investment Companies. Expense itemsincluded in the ongoing charges calculation comprise recurring costsrelating to the operation of the company. Ongoing charges exclude transaction costs, external performance fees and share-based payment expenses,which are directly linked to investment performance, and re-measurement of defined benefit pension schemes, also linked to market movements.

Share-based payments comprise awards underthe company's performance share scheme,which vestsubject to achieving NAVTR targets, aswell asservice requirements, plus deferred bonus awardswhich arise from annual bonus awards over 50% of basic salary,which also relate to the company'sinvestment performance.

	31 Mar 2025 £m	31 Mar 2024 £m
Management expenses(a)	25.9	22.9
Annualised average net assets(b)	2,960.5	2,841.1
Ongoing charges(a)/(b)
(expressed as a percentage)	0.87%	0.81%

Annualised average net assets -		Annualised average net assets -
31 Mar 2025	£m	31 Mar 2024	£m
Apr 24	2,937.2	Apr 23	2,791.4
May 24	2,963.1	May 23	2,796.1
Jun 24	2,946.1	Jun 23	2,779.3
Jul 24	2,978.7	Jul 23	2,781.5
Aug 24	2,946.8	Aug 23	2,804.1
Sep 24	2,917.7	Sep 23	2,876.1
Oct 24	2,950.3	Oct 23	2,854.0
Nov 24	3,004.5	Nov 23	2,848.3
Dec 24	2,963.4	Dec 23	2,863.5
Jan 25	3,007.1	Jan 24	2,859.4
Feb 25	2,978.9	Feb 24	2,873.7
Mar 25	2,931.6	Mar 24	2,965.3
Average	2,960.5	Average	2,841.1

Record date

The cut-off date onwhich a shareholder needsto be beneficially entitled to a share on the company'sshare registerin orderto qualify for a forthcoming dividend.

APM Total Shareholder Return ('TSR')

TSR measuresthe return to shareholders, taking into account the change in share price over a period of time aswell as all the dividends paid during that period. It is assumed that the dividends are reinvested at the time the shares are quoted ex dividend.

Valuation methodology

Investments are measured at the directors' estimate of fair value at the reporting date, in accordancewith IFRS 13 Fair Value Measurement. Fair value isthe price thatwould be received to sell an asset in an orderly transaction between market participants at the measurement date.

Publicly traded securities

Listed investmentsin an active market are valued based on the closing bid price on the relevant exchange on the reporting date. When a bid price is unavailable, the price of the mostrecent transactionwill normally be used.

Unquoted securities

Caledonia's valuation methodology for unquoted securitiesis derived from the International Private Equity and Venture Capital ('IPEV') Valuation Guidelines(December 2022). This guidance came into effect for periods beginning on or after 1 January 2023 and supersedes previous guidance.

Unquoted companies

Unquoted company investments are valued by applying an appropriate valuation technique,which makes maximum use of market-based information, is consistentwith models generally used by market participants and is applied consistently from period to period, exceptwhere a changewould result in a better estimation of fair value.

The value of an unquoted company investment is generally crystalised through the sale orflotation of the entire business, ratherthan the sale of an individual instrument. Therefore, the estimation of fair value is based on the assumed realisation of the entire enterprise at the reporting date. Recognition is given to the uncertaintiesinherent in estimating the fair value of unquoted companies and appropriate caution is applied in exercising judgements and in making the necessary estimates.

The valuation methodology appliesthe following steps:

• 1. determine the enterprise value using an appropriate valuation technique
• 1. adjust the enterprise value forfactorsthat a market participant would take into account,such assurplus assets, excessliabilities and other contingencies
• 1. deduct the value of instrumentsranking ahead of those held to derive the attributable value
• 1. apportion the attributable value between the remaining financial instruments
• 1. allocate the amounts derived according to the holding in each financial instrument.

Valuation methods

Enterprise value is normally determined using one of the following valuation methodologies:

Multiples

This methodology involvesthe application of an earnings multiple to the maintainable earnings of the business and islikely to be appropriate for an investment in an established businesswith an identifiable stream of continuing earnings.

Maintainable earnings are assessed using the latest available financial data. Earnings and balance sheet data are adjusted, where appropriate, for exceptional or non-recurring items and an average of more than one year's earnings may be used to estimate maintainable earningsfor cyclical or volatile businesses.

The earnings multiple used is most commonly earnings before interest, tax, depreciation and amortisation ('EBITDA') and is determined by reference to market-based multiples appropriate forthe business. Where possible, an average ofseveral appropriate market multipleswill be used. The aim isto identify comparator companiesthat are similarin terms ofrisk and growth prospects to the company being valued. The transaction multiples ofsimilar comparator unquoted companies may also be considered in determining the earnings multiple.

Multiples of comparable companies may be adjusted individually orin aggregate to reflect points of difference between the comparators and the company being valued,with reference to the risk profile and earnings growth prospectsthat underpin the earnings multiple. Risk arisesfrom a range of factors, including the nature of the company's operations, markets, competitive position, quality of management and employees and capitalstructure. Other reasonsfor adjustment may include the size and diversity of the entity, the rate of growth of earnings,reliance on key employees, diversity of products and customer base, and the level of borrowing. Adjustmentwill also be considered to the extent that a prospective acquirerwould take account of additionalrisks associatedwith holding an unquoted share, including their ability to drive a realisation atwill.

Net assets

The net assets methodology islikely to be appropriate for a businesswhose value derives mainly from the underlying value of its assetsratherthan its ongoing earnings,such as a property holding company or an investment business. It may also be appropriate for a businessthat is not making an adequate return on assets and forwhich a greater value can be realised by liquidating the business and selling its assets. A third-party valuation may be used to give the fair value of a certain asset or group of assets, most commonly property assets.

Valuation methodology (continued)

Indicative offers

We regularly receive indications of interest from potential acquirers for our private capital assets, either as part of a structured sale process orin the form of a direct approach. Wherewe judge it appropriate, the insight gained from such approachesis incorporated into the data sets used in arriving at valuations. Where there is an offerfrom a credible buyer or buyers, and there is an intention to advance discussions, our practice isto consider fair values derived from an indicative enterprise value based on offersreceivedwith an appropriate discount applied. Discounts aim to reflect the unique uncertainty associatedwith the execution of each transaction and are normally in a range of 5-20%.

Calibration and backtesting

When the price of an initial investment is deemed fair value (which is generally the case if the investment is considered an orderly transaction), the valuation techniquesthat are expected to be used to estimate fair value in the future are calibrated by using market inputs at the date the investmentwas made. Calibration validatesthat the valuation techniques using contemporaneous market inputswill generate fair value at inception and therefore give confidence thatsubsequent valuations using updated market inputswill generate fair value at each future measurement date.

Backtesting enablesthe valuerto understand any substantive differencesthat legitimately occur between the exit price and the previousfair value assessment, by applying the information known at exit to the previous valuation technique. Backtesting is used to help refine the valuation process.

Fund interests

Fund interestsreferto participationsin externally managed investment vehiclesthat invest in awiderrange of assetsthan is feasible for an individual investorto value separately.

Open-end funds, including investment companieswith variable capital, typically reportregular net asset values,which usually provide a reliable basisto estimate fair value. Management periodically assesseswhetherreported net asset values are fair value based through consideration of a range of information, including but not limited to underlying valuation methodologies, governance and assurance frameworks, and correspondence with third-party managers. If the price reported by the fund is not available at the reporting date, the latest available price is used and may be adjusted to take account of changes or eventsto the reporting date, if material.

Closed-end fundsinclude unlisted investment companies and limited partnerships. Forthese investments, the fair value estimate is based on a summation of the estimated fair value of the underlying investments('fund NAV') attributable to the investor. Fund NAV may be usedwhere there is evidence that the valuation is derived using fair value principles. Fund NAV reports are normally received some time afterthe reporting date, typically two orthree months, butsometimes up to six months. The latest available fund NAVwill normally provide the basis of a fair value estimate, adjusted forsubsequent investments and realisations. Adjustment may also be necessary forfeatures of the fund agreement not captured in the valuation report,such as performance fees or carried interest. The timing of fund NAV reports creates a risk of changes or events occurring between the fund NAV and reporting dates,which impacts valuation. Thisissue is monitored carefully and, if of a material nature, can lead to adjustments either at the specific fund level or more broadly acrossthe relevant funds affected by the identified change or event. If a decision has been made to sell the fund interest or portion thereof, the expected sale pricewould normally provide the best estimate of fair value.

Other investments

Otherinvestmentsinclude preference shares, loan notes or facilities, options,warrants and treasury instrumentsthat are not publicly traded and do not form part of an investment in an unlisted company. Forsuch investments, appropriate valuation techniques are adopted and used consistently.

Environmental, Social and Governance factors

Environmental, Social and Governance ('ESG') factors, both quantitative and qualitative, may impact fair value. Our fair estimatestherefore incorporate ESG initiatives and the ESG regulatory environment to the extent they are known or knowable.

Information for investors

Registrar

Our Registraris: MUFG Corporate Markets('MUFG') Central Square 29 Wellington Street Leeds LS1 4DL

Shareholder enquiries: (open 9.00am to 5.30pm) 0371 664 0300 or +44 371 664 0300 if calling from overseas

Share dealing service: (open 8.00am to 4.30pm) 0371 664 0445 or +44 371 664 0445 if calling from overseas

Callsto 0371 are charged at the standard geographic rate andwill vary by provider. Calls outside the United Kingdom are charged at the applicable internationalrate.

MUFG also provide an online service, Signal Shares, throughwhich you can viewyourshareholding details, transaction and dividend histories, change your address, bank mandate and electronic communication preference and use the online proxy voting service. Signal Sharesis available atwww.signalshares.com.

Financial calendar

Final dividend ex-dividend date	26 June 2025
Final dividend record date	27 June 2025
Annual general meeting	16 July 2025
Final dividend payment date	7 August 2025
Half-yearresults announcement	November 2025
Anticipated interim dividend payment date	January 2026
2026 annualresults announcement	May 2026
2026 annualreport publication	June 2026

Electronic communications

You may elect to receive communicationsfrom the company electronically via itswebsite as an alternative to receiving hard copy accounts and circulars. If youwould like to change your communication preference, you may do so atwww.signalshares. com or bywriting to MUFG at FREEPOST SAS, MUFG Corporate Markets, Central Square, 29 Wellington Street, Leeds, LS1 4DL (if you are a UK based shareholder) orto SAS, MUFG Corporate Markets, Central Square, 29 Wellington Street, Leeds, LS1 4DL. No stamp isrequired forlettersfrom UK shareholders.

Share price information

The company's ordinary shares are listed on the London Stock Exchange underthe SEDOL code of 0163992 or TIDM code of CLDN. Prices are published daily in the Financial Times underthe 'Investment Companies' heading and in otherleading newspapers and can also be viewed on the company'swebsite at www.caledonia.com.

The ISIN for Caledonia's ordinary sharesis GB0001639920.

Monthly net asset value

The company releases a net asset value announcement and publishes a factsheetshortly after each month end. These can be found on the company'swebsite atwww.caledonia.com.

Boiler room and other scams

Investment and pension scams are often sophisticated and difficult to spot. Shareholders are advised to bewary of any unexpected offersreceived by email, post ortelephone and to check the Financial Conduct Authority's Warning List if any unsolicited communication isreceived. Visitwww.fca.org.uk/scamsmart for more information.

Directors and advisers

Chair

David C Stewart2,3

Executive directors

Mathew S D Masters(Chief Executive Officer) Robert W Memmott (Chief Financial Officer) Jamie M B Cayzer-Colvin

Non-executive directors

Farah A Buckley2,3,4 The Hon Charles W Cayzer2 Guy B Davison1,2,4 M Anne Farlow1,2,3,4 Claire L Fitzalan Howard2,3,4 Lynn R Fordham1,2,4 William P Wyatt²

• 1. Member of the Audit and Risk Committee
• 1. Member of the Nomination Committee
• 1. Member of the Remuneration Committee
• 1. Member of the Governance Committee

Secretary

Richard Webster

Registered office

Cayzer House 30 Buckingham Gate London SW1E 6NN

Registered number

Registered in England no 235481

Auditor

BDO LLP 55 Baker Street London W1U 7EU

Registrar

MUFG Corporate Markets Central Square 29 Wellington Street Leeds LS1 4DL

Brokers

J.P. Morgan Cazenove 25 Bank Street Canary Wharf London E14 5JP

Peel Hunt LLP 7th Floor 100 Liverpool Street London EC2M 2AT

Solicitors

Freshfields LLP 100 Bishopsgate London EC2P 2SR

ShareGift

We support ShareGift, the charity share donation scheme (registered charity number 1052686). Through ShareGift, shareholders who have only a small number of shares, which might be considered uneconomic to sell, are able to donate them to charity. Donated shares are aggregated and sold by ShareGift, the proceeds being passed on to a wide range of UK charities. See sharegift.org or call +44 20 7930 3737 for further details.

Updates

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This report is printed on paper certified in accordance with the FSC® (Forest Stewardship Council®) and is recyclable and acid-free. Pureprint Group is FSC certified and ISO 14001 certified showing that it is committed to all-round excellence and improving environmental performance is an important part of this strategy. Pureprint Group aims to reduce at source the effect its operations have on the environment and is committed to continual improvement, prevention of pollution and compliance with any legislation or industry standards.

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Caledonia Investments plc Cayzer House 30 Buckingham Gate London SW1E 6NN

tel +44 20 7802 8080 email enquiries@caledonia.com web www.caledonia.com