Personal Assets Trust PLC — Capital/Financing Update 2012

Nov 28, 2012

This document comprises a supplementary prospectus relating to Personal Assets Trust plc prepared in accordance with the prospectus rules and listing rules of the UK Listing Authority made under section 73A of the Financial Services and Markets Act 2000 (the "Supplementary Prospectus"). This document has been approved by the Financial Services Authority in accordance with section 85 of the Financial Services and Markets Act 2000. This document will be made available to the public in accordance with the Prospectus Rules by being made available at www.patplc.co.uk.

This Supplementary Prospectus is supplemental to, and should be read in conjunction with, the prospectus published by the Company on 28 February 2012 (as supplemented by the supplementary prospectus published on 20 June 2012) relating to the issue of up to 500,000 New Shares in aggregate (the "Prospectus"). Except as expressly stated herein, or unless the context otherwise requires, the definitions used or referred to in the Prospectus also apply in this Supplementary Prospectus.

The Directors of the Company and the Company each accept responsibility for the information contained in this Supplementary Prospectus and the Prospectus. The Directors and the Company having taken all reasonable care to ensure that such is the case, the information contained in this Supplementary Prospectus and the Prospectus is, to the best of the knowledge of the Directors and the Company, in accordance with the facts and does not omit anything likely to affect the import of such information.

PERSONAL ASSETSTRUST PLC

(incorporated in Scotland with registered no. SC074582 and registered as an investment company under section 833 of the Companies Act 2006)

Issue of up to 500,000 New Shares in aggregate

Sponsored by

Dickson Minto W.S.

This Supplementary Prospectus and the Prospectus do not constitute, and may not be used for the purposes of, an offer or solicitation to anyone in any jurisdiction in which such offer or solicitation is not authorised or to any person to whom it is unlawful to make such offer or solicitation. The distribution of this Supplementary Prospectus and the Prospectus and the offering of New Shares in certain jurisdictions may be restricted and accordingly persons into whose possession this Supplementary Prospectus and/or the Prospectus comes are required to inform themselves about and to observe such restrictions. The New Shares have not been, and will not be, registered under the United States Securities Act of 1933 (as amended) or under any of the relevant securities laws of Canada, Australia or Japan. Accordingly, the New Shares may not (unless an exemption from such Act or such laws is available) be offered, sold or delivered, directly or indirectly, in or into the USA, Canada, Australia or Japan. The Company will not be registered under the United States Investment Company Act of 1940 (as amended) and investors will not be entitled to the benefits of such Act.

Dickson Minto W.S., which is authorised and regulated in the United Kingdom by the Financial Services Authority, is the sponsor and solicitor to the Company. Dickson Minto W.S. is not acting for any other person in connection with the Issues. Apart from the responsibilities and liabilities, if any, which may be imposed on Dickson Minto W.S. by the Financial Services and Markets Act 2000 or the regulatory regime established thereunder, Dickson Minto W.S. will not be responsible to anyone other than the Company for providing the protections afforded to clients of Dickson Minto W.S. and is not advising any other person in relation to any transaction contemplated in or by this document.

Potential investors should consult their stockbroker, bank manager, solicitor, accountant or other financial adviser before investing in the Company. Potential investors should also consider the risk factors relating to the Company set out in the Prospectus.

Events arising since publication of the Prospectus

This Supplementary Prospectus is being published in relation to the Issues. This Supplementary Prospectus is a regulatory requirement under the Prospectus Rules following the publication of: (i) a circular dated 28 November 2012 in connection with the recommended proposals to make certain changes to the Company's investment and dividend policies (the "Circular"); and (ii) the Company's interim report and accounts for the period ended 31 October 2012. This Supplementary Prospectus has been approved for publication by the FSA.

Significant new factors

Proposed changes to the investment and dividend policies

The Circular contains notice of a general meeting of the Company to be held at 10.30 a.m. on 21 December 2012 (the "General Meeting") at which Shareholders will be asked to consider and, if thought fit, approve proposed changes to the Company's investment and dividend policies. Subject to Shareholder approval at the General Meeting, the following sections of the Prospectus should be amended:

Proposed changes to the Summary

Summary of the investment policy The Company is an investment trust with the ability to invest globally. Its investment policy is to protect and increase (in that order) the value of shareholders' funds per share over the long term. While the Company uses the FTSE All-Share Index (the "Index") as its comparator for the purpose of monitoring performance and risk, the composition of the Index has no influence on investment decisions or the construction of the portfolio.

The Company will invest in equities and fixed income securities and it may also hold cash and cash equivalents (which may, depending on circumstances, include gold). The Company may use derivatives as a way of increasing or reducing its investment exposure and to enhance and protect investment positions. The Company may also from time to time make use of currency hedging.

The Company has no predetermined maximum or minimum levels of exposure to asset classes, currencies or geographic areas. The Company's equity portfolio is typically concentrated in a short list of stocks and turnover tends to be low. No holding in an individual company will represent more than 10 per cent. by value of the Company's total assets at the time of acquisition.

The Company is prepared to make use of both gearing and liquidity, the former by using short-term borrowed funds or derivatives such as FTSE 100 Futures. The Company's gearing will not exceed 50 per cent. of shareholders' funds in aggregate. In exceptional circumstances, the Company's liquidity could be as high as 100 per cent. of shareholders' funds. These limits would not be exceeded without shareholder approval.

The Company may also invest in other investment trusts, especially as a way of gaining exposure to a region or industry in which the Company preferred not to invest directly. The Company's policy is not to invest more than 15 per cent. of its gross assets in other investment trusts and other listed investment companies.

Dividend policy The Company aims to pay as high, secure and sustainable a dividend as is compatible with protecting and increasing the value of its shareholders' funds and maintaining its investment flexibility. Dividends are payable in July, October, January and April of each year.

Proposed changes to Part 1 of the Prospectus

Investment Policy

The Company is an investment trust with the ability to invest globally. Its investment policy is to protect and increase (in that order) the value of shareholders' funds per share over the long term. While the Company uses the FTSE All-Share Index (the "Index") as its comparator for the purpose of monitoring performance and risk, the composition of the Index has no influence on investment decisions or the construction of the portfolio. As a result, the Company's investment performance is likely to diverge from that of the Index. Our definition of "risk" is fundamentally different from that commonly used by other global growth investment trusts and the industry at large (ours being "risk of losing money" rather than "volatility of returns relative to an index"). Taking this as our definition of risk, the Board will usually, although not invariably, prefer the Company's portfolio as a whole to have a lower level of risk than the Index.

The Company will invest in equities and fixed income securities and it may also hold cash and cash equivalents (which may, depending on circumstances, include gold). The Company may use derivatives as a way of increasing or reducing its investment exposure and to enhance and protect investment positions. The Company may also from time to time make use of currency hedging.

The Company has no predetermined maximum or minimum levels of exposure to asset classes, currencies or geographic areas but these exposures are reported to, and monitored by, the Board in order to ensure that adequate diversification is achieved. The Company's equity portfolio is typically concentrated in a short list of stocks and turnover tends to be low. No holding in an individual company will represent more than 10 per cent. by value of the Company's total assets at the time of acquisition.

The Company is prepared to make use of both gearing and liquidity, the former by using short-term borrowed funds or derivatives such as FTSE 100 Futures. The Company's gearing will not exceed 50 per cent. of shareholders' funds in aggregate. In exceptional circumstances, the Company's liquidity could be as high as 100 per cent. of shareholders' funds. These limits would not be exceeded without shareholder approval.

The Company may also invest in other investment trusts, especially as a way of gaining exposure to a region or industry in which the Company preferred not to invest directly. The Company's policy is not to invest more than 15 per cent. of its gross assets in other investment trusts and other listed investment companies.

Dividend Policy

The Company aims to pay as high, secure and sustainable a dividend as is compatible with protecting and increasing the value of its shareholders' funds and maintaining its investment flexibility. Dividends are payable in July, October, January and April of each year.

Interim Report and Accounts for the period ended 31 October 2012

On 28 November 2012, the Company published its interim report and accounts covering the six month period to 31 October 2012 (the "Interim Report"). By virtue of this document, the Interim Report is incorporated in, and forms part of, the Prospectus.

Historical financial information

Historical financial information relating to the Company on the matters referred to below is included in the Interim Report as set out in the table below and is expressly incorporated by reference into this document and the Prospectus. The non-incorporated parts of the Interim Report are either not relevant to investors or covered elsewhere in the document.

	Interim Report for six months ended
	31 October 2012
Nature of information	Page No.
Financial summary	2
Key features	2
Condensed group income statement	6
Condensed group balance sheet	8
Condensed group statement of changes in equity	8
Condensed group cash flow statement	9
Notes to the unaudited accounts	6 to 7

Selected financial information

The information in this section is information regarding the Company which has been prepared by the Company and has been extracted directly from the historical financial information referred to in the above section entitled "Historical financial information". Selected historical financial information relating to the Company which summarises the financial condition of the Company for the six months ended 31 October 2012 is set out in the following table:

Net asset value	Six months ended 31 October 2012
Net assets (£'000) Net asset value per Share (£)	538,017 344.67
Share price (£)	350.00
Income Revenue return after expenses and taxation (£'000) Revenue return per Share (£) Dividend per Share (£)	2,935 2.00 2.80
Portfolio summary Shareholders' funds (£'000)	538,017
NAV/share price returns Net asset value return Share price return	2.7% 2.7%

Operating and financial review

A description of changes to the Company's portfolio of investments is set out in the section headed "Portfolio as at 31 October 2012" in the Interim Report as follows:

	Interim Report
	for six months ended
	31 October 2012
Nature of information	Page No.
Portfolio as at 31 October 2012	4

Significant change

Since 31 October 2012 (being the end of the last financial period of the Company for which financial information has been published), there has been no significant change in the financial or trading position of the Company.

Documents available for inspection

Full copies of the Interim Report and the Circular are available for inspection during normal business hours on any weekday (Saturdays, Sundays and public holidays excepted) at the offices of Dickson Minto W.S., Broadgate Tower, 20 Primrose Street, London EC2A 2EW and 16 Charlotte Square, Edinburgh EH2 4DF until 27 February 2013. Full copies of the Interim Report are also available on the Company's website (www.patplc.co.uk).

Copies of this Supplementary Prospectus are available for inspection at www.hemscott.com/nsm.do and, until 27 February 2013, copies are available for collection, free of charge, from the offices of Dickson Minto W.S., Broadgate Tower, 20 Primrose Street, London EC2A 2EW and 16 Charlotte Square, Edinburgh EH2 4DF and from the registered office of the Company, 10 St Colme Street, Edinburgh EH3 6AA. Copies of this Supplementary Prospectus are also available on the Company's website (www.patplc.co.uk).

General

To the extent that there is any inconsistency between any statement in or incorporated by reference in this document and any other statement in or incorporated by reference in the Prospectus, the statements in or incorporated by reference in this document will prevail.

Save as disclosed in this Supplementary Prospectus, no other significant new factor, material mistake or inaccuracy relating to information included in the Prospectus has arisen or been noted, as the case may be, since the publication of the Prospectus.

28 November 2012