SCHRODER BRITISH OPPORTUNITIES TRUST PLC

Annual Report • Jul 29, 2025

Schroder British Opportunities Trust plc Annual Report and Financial Statements for the year ended 31 March 2025 Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 Section 1: Strategic Report Performance Summary 3 Chair’s Statement 4 Investment Manager’s Report 6 Top 10 Equity Investments 12 Schroders’ Investment Approach and Process 18 Investment Portfolio 21 The Company 22 Stakeholder Engagement – Section 172 Report 27 Risk Report 30 Viability Statement and Going Concern 34 Section 2: Governance Board of Directors 38 Directors’ Report 40 Audit and Risk Committee Report 44 Management Engagement Committee Report 47 Nomination Committee Report 48 Valuations Committee Report 50 Directors’ Remuneration Report 51 Statement of Directors’ Responsibilities 54 Section 3: Independent Auditor’s Report and Financial Statements Independent Auditor’s Report 58 Statement of Comprehensive Income 63 Statement of Changes in Equity 64 Statement of Financial Position 65 Cash Flow Statement 66 Notes to the Financial Statements 67 Section 4: Other Information Annual General Meeting – Recommendations 82 Notice of Annual General Meeting 83 Explanatory Notes to the Notice of Meeting 84 De nitions of Terms and Alternative Performance Measures 86 Information about the Company 88 Contents 1 This is not a sustainable product for the purposes of the FCA rules. References to the consideration of sustainability factors and ESG integration should not be construed as a representation that the Company seeks to achieve any particular sustainability outcome. Scan this QR code on your smartphone camera to sign-up to receive regular updates on Schroder British Opportunities Trust plc Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 1 Section 1: Strategic Report Performance Summary 3 Chair’s Statement 4 Investment Manager’s Report 6 Top 10 Equity Investments 12 Schroders’ Investment Approach and Process 18 Investment Portfolio 21 The Company 22 Stakeholder Engagement – Section 172 Report 27 Risk Report 30 Viability Statement and Going Concern 34 Section 1: Strategic Report Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 2 Section 1: Strategic Report Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 3 Performance Summary At 31 March 2025 Section 1: Strategic Report Some of the nancial measures above are classi ed as Alternative Performance Measures, as de ned by the European Securities and Markets Authority and are indicated with an asterisk (). De nitions of these performance measures, and other terms used in this report, are given on pages 86 and 87 together with supporting calculations where appropriate. ^ includes investment in liquidity fund. Net asset value (“NAV”) per share total return 0.5% Year ended 31 March 2024: 2.5% Net asset value (“NAV”) per share 110.54p Year ended 31 March 2024: 110.05p Net Cash^ £8,992,000 Year ended 31 March 2024: £11,585,000 Share price total return –12.6% Year ended 31 March 2024: 16.1% Share price 69.50p Year ended 31 March 2024: 79.50p Share price discount to NAV per share 37.1% Year ended 31 March 2024: 27.8% Ongoing charges 1.50% Year ended 31 March 2024: 1.40% “The Portfolio Managers continue to identify a robust pipeline of opportunities in the UK private equity market, with strong and consistent deal flow across their focus sectors.” Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 4 Section 1: Strategic Report Chair’s Statement I am pleased to present my rst annual report as Chair, and the Company’s fthannual report since the launch of the Company in 2020. This report covers the year ended 31 March 2025. Circular Alongside this report, the Board has also issued a circular to shareholders including a notice of General Meeting scheduled for 9 September 2025, detailing the Board’s proposals to amend the Company’s investment objective and investment policy to change its strategy such that it will invest only in private equity investments. At the same time as amending the investment policy to re ect a wholly private equity portfolio, the proposals also seek approval to adopt updated Articles of Association, contingent on the adoption of the new investment policy, to bring forward the date on which shareholders will be given an opportunity to vote on the Company’s continuation from early 2028 to early 2027 (“Continuation Vote”). The resolution gives shareholders the same weighted voting provisions as that provided for by the 2028 resolution and amends the process for acessation by providing for a managed wind-down. These proposals will take the form of shareholder resolutions, which, if passed, will replace the Company's investment policy (which includes its investment objective) as well as adopting aprocedure for the disposal of assets and returns of capital to shareholders should shareholders not support a continuation of the Company. As has always been the Board’s intention, shareholders will be consulted ahead of the 2027 vote being put to shareholders and alternative proposals put forward if appropriate. Performance During the year under review, the Company’s NAV per share increased marginally by 0.5% from 110.54p. This follows an increase in the previous year of 2.5% and 11.2% from inception. The modest increase in NAV over the past 12months was primarily driven by positive revaluations in the private equity portfolio. The private equity holdings performed well overall, achieving a fair value gain of £0.5million during the year, despite some individual revaluation pressures, foreign exchange movements, and other market headwinds. Over the year, the public equity portfolio was broadly at, contributing 0.12% to the Company’s NAV performance. The Company’s investment strategy, favouring growth capital and buyout opportunities over venture or pre-IPO exposures, has underpinned its performance amid a challenging in ationary and interest rate backdrop. Across the private portfolio, companies have exhibited both higher sales growth and stronger operational pro tability than listed market equivalents. At the year end, the portfolio consisted of 10 private companies (71.7% of NAV); 20public companies (18.9% of NAV) and cash and other net liabilities of £9.0 million (9.4% of NAV).The top 10 holdings represented 79.3% of total investments. Performance Fee Under the terms of the Alternative Investment Fund Manager Agreement, the Investment Manager is entitled to a performance fee. As of 31 March 2025, aperformance fee of £1,670,000 remained accrued but unpaid (31 March 2024: £1,670,000). Realised gains totalling £554,000 arising from the partial disposal of the investment in Waterlogic during 2023/24 and the sale of the investment in Graphcore in 2024/25 are available to settle the accrued performance fee. It has been agreed that this amount will be paid during the current nancial year. The Investment Manager and the Board have agreed that certain changes should be made to the performance fee to more closely align it to the Company’s strategy. These are as follows: • costs taken into account when calculating the performance fee are currently restricted to costs associated with the private equity portfolio. In future all administrative and operating costs of the Company will be taken into account, as well as taxes payable in respect of the PE portfolio; and • for the purposes of the performance fee calculation, cash, cash equivalents and money market funds, excluding any gains generated, will be included within the Private Equity portfolio. The e ective date of the changes will be from 1 April 2025, to align the new arrangements with the Company’s nancial reporting periods. Justin Ward Chair Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 5 Section 1: Strategic Report Market UK markets were volatile during the year under review, initially due to uncertainty from the change in government. The new Labour government aimed to stimulate economic growth, but policy shifts such as higher employer national insurance and increased minimum wages dented business and consumer con dence. This contributed to ongoing softness in the share prices of domestically oriented UK companies, particularly small and mid-cap stocks. Initial optimism in larger UK rms following Donald Trump’s re-election in the US faded as global markets confronted an unstable geopolitical climate characterised by new UStari s and heightened policy uncertainty. Despite this volatility, the Company’s private equity holdings provided resilience, focused on UK small and mid-sized businesses within services and software sectors. Although private equity activity was muted in early 2024 due to persistent in ation and elevated interest rates, the latter half of the year saw a marked recovery in investor sentiment and deal ow, supported by improved economic indicators and political stability. The Company’s diversi ed approach continued to help weather market headwinds, with the private equity portfolio currently valued at 1.5x cost, highlighting strong performance versus original investment. Valuations The Company continues to apply a cautious approach to valuation, ensuring portfolio companies are held at carefully considered valuations as compared to publicly traded peers. As a reminder, the private portfolio is subject to a valuations process led by independent non-executive Director Professor Tim Jenkinson, an acknowledged expert of private equities valuation metrics. The Company is fortunate to have a specialist valuations team within Schroders, which is independent of the Portfolio Managers, and who report their ndings directly to the Board. The results reported re ect their in-depth analysis and a discursive and challenging valuations process. In all cases, public market comparables are used. Discount management The discount to NAV widened during the year under review from 27.8% to 37.1%. Given the Board’s con dence in the valuations process, as outlined above, there is little logic to this discount applying to the Company other than to cite market sentiment to private equity investment companies generally. It certainly does not re ect the aggregate operational performance of the Company’s unquoted holdings since inception, which represents 71.3% of the Company’s investments. Buybacks are one of several mechanisms the Board actively considers for reducing this discount. The use of our cash reserves is a matter of regular review. We aim to balance the bene ts of highly accretive buybacks when discounts are high against ensuring that we hold appropriate reserves to fund potential follow-on investments in the private portfolio and capture the best of the new investment opportunities that we continue to see. Given the current pipeline, particularly from companies that want to stay private for longer, and taking into consideration the current size of the trust, we have chosen not to buy back throughout the year. Board changes During the year, Jemma Bruton and Ijoined the Board as independent non-executive Directors and following the retirement of Neil England at the 2024 AGM, I succeeded him as Chair of the Company. Subsequent to year end, it was agreed that e ective from 30 September 2025, Jemma will act as Chair to the Management Engagement Committee. Dividend No dividend has been declared or recommended for the year. The Company is focused on providing capital growth and has a policy to only pay dividends to the extent that it is necessary to maintain the Company’s investment trust status. Presentation from the Portfolio Managers The Portfolio Managers have recorded an overview of the year end results and you can access this presentation either by using the following link or via the website: https://schro.link/sbot2025 Regular news about the Company can also be found on the Company’s website. Shareholder meetings Both the Annual General Meeting and General Meeting will be held on 9September 2025 at 1:00pm and 1:30pm respectively, at 1London Wall Place, London EC2Y 5AU. The Board welcomes shareholders’ comments and questions for them or for the Portfolio Managers. A short presentation will be given by the investment management team at the AGM. Please contact us via our Company Secretary’s email: amcompanysecretary@schroders.com or, if you prefer to write in, to: The Company Secretary, Schroder British Opportunities Trust plc, at the above address. We will endeavour to get your questions answered at or prior to the AGM and will be providing answers to commonly asked questions on our webpage. Shareholders are encouraged to cast their votes for both meetings by proxy to ensure that they are counted. The Directors consider that all of the resolutions listed are in the best interests of the Company and its shareholders and therefore recommend a vote in favour of each, as the Directors intend to do in respect of their own holdings. Outlook The Board recognises that, since the Company’s IPO in 2020, much of the positive performance of the Company’s portfolio has come from its minority equity investments in private companies, which to date have delivered a return of 1.5x the original investment and which as at 31March 2025 represented 71.3% of Total Investments. As such, and following a comprehensive shareholder consultation exercise, the Board has published a circular which details proposals to change the Company’s investment objective and investment policy such that they are focused entirely on minority investments in private companies. The Portfolio Managers continue to identify a robust pipeline of opportunities in the UK private equity market, with strong and consistent deal ow across their focus sectors. Our strategy will remain centred on small to mid-sized buyout-stage companies, which o ers access to a broader range of investment opportunities with comparatively less competition. With the majority of capital now deployed across a well-diversi ed portfolio, we are entering a phase where asset maturity and company performance will increasingly drive realisation opportunities and long-term returns. Justin Ward Chair 28 July 2025 Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 6 Section 1: Strategic Report Investment Manager’s Report Changes during the year On 17th March 2025, a statement was released regarding the proposed material change to the Company’s investment policy. Since IPO, the Company’s net asset value (“NAV”) has increased from £73.5 million to £81.7 million, with a fair value gain of £13.7 million. This gain comprises of: £21.3^million fair value gain on the unquoted (private equity) portfolio; £1.9^million fair value gain on derivatives and money market instruments; and, partially o\set by a £9.5 million fair value loss on the quoted portfolio. We have seen strong performance in the private equity portfolio, which is currently held at 1.5x original investment, whilst the quoted portfolio has faced diTcult market conditions and has detracted from the overall NAV performance. It is therefore the view of both the Investment Manager and the Board, that the private equity portion of the portfolio o\ers a better opportunity set in the current environment. As such and following discussions with shareholders, the Board is proposing to materially change the Company’s Investment Policy such that it is focused entirely on private equity investments (the “Proposed Material Change”). “Our focus will continue to be on small to mid-sized buyout-stage companies, as they tend to benefit from a favourable capital supply-demand dynamic and face lower competition for a broader range of deals... this market segment offers compelling entry points for investment with less reliance on debt financing and significant potential for value creation.” Tim Creed Peraveenan Sriharan Summary !"#$#%"$&'()+,-$#%) .,/+,&",',0)0") 1 23/&,, 4 Net asset value increased by 0.5%, from £81.3 million as at 31 March 2024 to £81.7^million as at 31 March 2025. – Main positive performers over the 12 months: – Head rst (unquoted) – Trustpilot (quoted) – Pirum (unquoted) – Main negative performers over the 12 months: – Rapyd (unquoted) – Cera Care (unquoted) – SSP (quoted) Focus on growing mostly pro table companies that have strong balance sheets and that can sustainably compound their earnings over the long run. Unquoted allocation focused on growth capital and small/mid-market buyout-stage companies, avoiding areas at greatest valuation risk. Main activity over the 12 months included: – New private equity investments made in HeadFirst and Acturis – Sale of Graphcore (unquoted) – New public equity investments Forterra and Warpaint – Exit of listed positions in Ascential, Learning Technologies and Sosandar (quoted) Investment strategy shift The Board have put forward proposals to shift the investment strategy to focus entirely on private equity investments which we believe o\ers a better opportunity set in the current environment. New drivers of PE market returns Strategies focused on identifying mid market companies that exhibit strong underlying nancial performance poised to do well in current environment. Future opportunities Strong pipeline of opportunities within the UK private equity market and we continue to see interesting deal ow in the core sectors. Source: Schroders, 2025. Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 7 Section 1: Strategic Report As at 31 March 2025, private equity investments accounted for 71.7% of NAV, public equity investments 18.9%, and cash and other net liabilities 9.4%. Should shareholders vote to approve the Proposed Material Change, it is expected that the Company’s public equity investments will be transitioned to cash, cash equivalent investments or other instruments as permitted by the Company’s investment policy, pending reinvestment into private equity investments. Tim Creed and Peraveenan Sriharan will remain Co-Portfolio Managers, with responsibility for the entire portfolio, following the Proposed Material Change. They will be supported by, Chris Taylor, Head of Pan European Equities, who will oversee the transition of the existing public equity portfolio on behalf of Schroders. Rory Bateman, the public sleeve Co-Manager retired at the end of February 2025 and Uzo Ekwue has stepped down as Co-Portfolio Manager. The Proposed Material Change is subject to approval by shareholders. Market The early part of the reporting period was characterised by a newly elected Labour government, which promised to prioritise economic growth. At the time there was a^stable global economic backdrop, dominated by US exceptionalism, which featured vibrant economic growth and investment. However, in the lead up to October’s main scal event, the new UK^government highlighted the problems facing the nation and delivered one of the most far-reaching Budgets in many years, which included increases in national insurance for employers as well as National Minimum Wage increases. Consumers, and businesses, con dence took a^hit and has led to sustained weakness in share prices of the UK market’s domestic stocks, particularly in small and mid-sized companies. In the US, Donald Trump’s victory in the November election for a second term initially boosted market sentiment for larger UK-listed companies that were exposed to the US economy. The strength of the dollar provided a further tailwind to the performance of those companies with signi cant international earnings. However, since President Trump’s inauguration in January, we have witnessed an increasingly uncertain geopolitical and business environment with a slew of executive orders which targeted government eTciency and tari\s on all countries exporting to the US and particularly China. In this more uncertain environment, all companies have seen a varying level of impact and have struggled to perform, both in the UK and elsewhere in the world. While the Company’s private equity (“PE”) portfolio has continued to perform well in aggregate, private equity markets have not been immune to economic headwinds over the past few years, with 2024 and early 2025 providing both challenges and reasons for optimism. As a reminder, our focus is on the small to mid-market area of the UK private equity landscape. UK private equity activity was relatively subdued during the rst half of 2024, with persistent in ation, high interest rates and geopolitical uncertainty. In the second half of 2024 and into 2025, improved economic indicators and political stability helped revive investor con dence. According to KPMG’s UK mid-market PE snapshot for 2024, mid-market PE deal volumes rose to their highest levels in more than three years in the second half of 2024, with deal volume up 15.5% year-on-year. Whilst listed markets have been particularly volatile since the announcement of the US trade tari\s, given the nature of our portfolio, small to mid-market UK private equity into predominately services and software- oriented companies, we do not expect any signi cant impact on the portfolio. We are closely monitoring the impact of the US^trade war and the associated global market volatility. Although the initial measures are not expected to signi cantly a\ect the portfolio, we are continually assessing the longer-term implications for^global capital markets in this ever-changing environment. Portfolio performance Since the Company’s IPO in December 2020, the NAV has been resilient despite a^volatile market backdrop. Over the past 12^months, the slight positive NAV growth has been driven by fair value gains primarily in the portfolio’s private equity (unquoted) allocation, which is illustrated below. Attribution analysis (£m) for 12 months to 31 March 2025 Money Quoted Unquoted Market Funds Net cash Other NAV Value as at 31 March 2024 19.4 52.9 10.8 0.8 (2.6) 81.3 + Investments 3.0 8.2 8.6 (19.8) – – – Realisations at value (7.1) (3.0) (11.5) 21.6 – – +/– Fair value gains/(losses) 0.1 0.5 0.3 – – 0.9 +/– Costs and other movements – – – (1.8) 1.3 (0.5) Value as at 31 March 2025 15.4 58.6 8.2 0.8 (1.3) 81.7 Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 8 Section 1: Strategic Report Key positive and negative performers over the 12 months to 31 March 2025 Top 5 contributors Contribution % Head rst 2.0 Trustpilot 0.8 Pirum Systems 0.7 Expana 0.7 Graphcore 0.6 Bottom 5 contributors Contribution % Rapyd –3.0 Cera Care –1.0 SSP –0.6 Trainline –0.6 Discoveries –0.5 The net asset value increased 0.50% from £81.3 million to £81.7 million over the period, which comprised: • Quoted holdings: 0.12% • Unquoted holdings: 0.62% • Money Market Funds: 0.37% • Costs and other movements: –0.61% Private equity holdings The portfolio’s private equity (unquoted) holdings have continued to perform well in aggregate. During the rst six months of the nancial year, the portfolio saw a fair value loss of £2.2 million, driven by revaluations of Rapyd, Learning Curve and Cera Care, combined with the impact of a depreciation of the GBP versus the USD and EUR speci cally during the third quarter of 2024 when FX markets were particularly volatile. This loss was o\set in the second half of the year by strong performance across the portfolio, which led to a fair value gain of £2.8 million, resulting in an overall fair value gain of £0.5^million for the portfolio during the year. We believe that the Company’s private equity focus on the ‘growth capital’ and ‘buyout’ areas of the private equity landscape, in contrast to venture capital and pre-IPO areas, which have been more negatively impacted by rising in ation and interest rates, has contributed to the resilience of the NAV. Looking closer at the past 12 months, the main driver of growth has been the performance metric, i.e. portfolio company trading gains. This was partially o\set by valuation multiple contraction which demonstrates prudence in our valuation of the portfolio, especially in comparison to public market comparables (as illustrated below), combined with net debt, foreign exchange and other. Private equity allocation attribution – 12 months to 31 March 2025 Increase (net of capital activity) driven primarily by good business performance Past performance is not a guide to future performance and may not be repeated. The value of investments and the income from them may go down as well as up and investors may not get back the amounts originally invested. 1 Includes new investments in HeadFirst and Acturis as well as distribution from the sale of Graphcore. Source: Schroders Capital, 2025. The portfolio’s private equity companies valued on an Earnings before Interest, Taxes, Depreciation and Amortisation (“EBITDA”) basis have seen slightly stronger sales growth than publicly listed comparable companies, delivering 12% sales growth vs 11% for public comparables over the past 12 months. At the same time, these portfolio companies are demonstrating stronger pro tability from operations than public comparables (49% vs 33%). Despite these favourable metrics, these portfolio companies are being valued more prudently on aggregate than public comparators, as illustrated below. 8 Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 9 Section 1: Strategic Report Good sales growth with strong pro tability from operations… …while prudently valued Past performance is not a guide to future performance and may not be repeated. The value of investments and the income from them may go down as well as up and investors may not get back the amounts originally invested. Source: Schroders Capital, using latest available data as at 31 March 2025. 1 Peer group sector-speci c public comparables. 2 SBO private equity portfolio companies valued on an EBITDA basis (therefore excluding Rapyd) and their relevant peer group sector-speci c public comparables. EBITDA margin represents EBITDA as a percentage of total revenue, showing how much pro t a company generates from core operations, before accounting for non-operating expenses and accounting adjustments. 3 EV/EBITDA = Enterprise Value / Earnings Before Interest, Tax, Depreciation, and Amortisation. EBITDA is a measure of core corporate pro tability. EV/EBITDA is a valuation metric used to compare relative value of di\erent businesses. EBITDA margin is a pro tability ratio that compares the EBITDA of a company to its net revenue. Turning to individual private equity portfolio companies, the most signi cant contributor over the year was HeadFirst, an international Human Resources tech service provider. The Company invested in HeadFirst in Q2 2024, gaining exposure via Schroders’ long-standing investment partner, IceLake. The new capital invested was used to nance HeadFirst’s acquisition of Impellem Group, with the aim of creating a world leader in workforce solutions for Science, Technology, Engineering and Mathematics (“STEM”). Since acquisition, the combined group has focused on expanding their Human Resource Development (“HRD”) tech capabilities, digital and IT talent solutions, and strengthening its global presence. The business has been performing well, resulting in an upwards valuation of approximately 49% on cost at 31 March 2025. Pirum Systems, a leading provider of post-trade automation and collateral management technology for the global securities industry, also increased in value during the year. This was driven by strong business performance. ...and continuing to be valued at a notable discount to public comparables EV/EBITDA multiple (x) 3 – weighted average ...while having increased pro tability from operations EBITDA margin – weighted average 2 Sales outperformed public comparables... Last 12 months’ sales growth – weighted average 1 SBO private equity portfolio companies Peer group sector-specific public comparables 12% 11% 49% 33% 21.4x 26.3x Expana, previously Mintec, is a global price reporting agency and market intelligence company with over 200 years of heritage and expertise. During 2024, the business rebranded to consolidate its diverse portfolio of products and brands under one identity with the aim of creating a singular market intelligence powerhouse for the agrifood sector. Expana launched a^ground-breaking new platform that leverages AI and machine learning to deliver faster, deeper insights. Following these events, the business continues to perform well, and we have therefore revalued the business upwards by 5.7% during the year. Graphcore was sold during the rst half of the year to SoftBank Group Corp, which led to the return of the Company’s initial capital investment plus a slight pro t driven by an FX gain. This resulted in an uplift to the carrying value prior to exit. On the more challenging side, the largest negative contributor to NAV during the year was Rapyd, a global ntech platform. Whilst the business continued to perform operationally during the period, the investment landscape in the payments sector remains challenging, with comparable businesses amending their long-term growth outlooks. As a result, we have built in prudence to the valuation multiple applied ahead of the recent funding round formally closing. More recently, Rapyd received regulatory approval for the acquisition of PayU, a^leading provider of best-in-class payment solutions to emerging markets operating in over 30 countries, which was signed back in August 2023 and completed on 14^March 2025. This milestone marks an important step in Rapyd’s ongoing expansion, strengthening its position in key global markets. Whilst Cera Care, the digital rst healthcare at home company, also negatively contributed to the overall NAV during the year, the business continues to perform well and made considerable progress during the year, now delivering over two million home visits per month with nearly 10,000 frontline workers. It is projected that Cera Care generated savings of up to £125 million for the NHS during the winter of 2024 by delivering eight million preventative home healthcare visits. Additionally, Cera Care was recently named in the 2025 The Times 100 fastest growing companies list. Cera Care, however, raised capital through a^convertible loan and re nanced its debt facility, while also securing a new debt facility for add-ons; in which the Company was adversely a\ected by dilution from the convertible and warrants issued to lenders. Finally, Acturis represents a strong addition to the portfolio – a software company with a proven track record in the insurance industry. We believe the ongoing digitisation of insurance distribution and administration supports continued growth in this segment. Public equity (quoted) holdings The Company's public equity portfolio contributed 0.12% to the overall increase in NAV over the period. Trustpilot was the top public equity performer over the year. Though known to consumers primarily as a platform to rate businesses, Trustpilot’s revenue comes from premium services for companies on its platform including tools to manage reviews and customer feedback insights. The company shares have performed strongly following a record year for booking growth. Elsewhere in the portfolio, On the Beach Group shares have had an impressive year. Last year the company started selling city break packages as well as beach destinations, with demand remaining high amongst Britons continuing to prioritise spending on travel. The main detractors to performance included travel foodservice company SSP, digital rail and coach technology platform, Trainline, and electronic component design and manufacturer, DiscoverIE. Trainline has achieved double-digit revenue growth and remains Europe’s most downloaded rail app. It is currently undertaking a £75 million share buyback programme. However, its shares have faced headwinds following the government’s launch of an industry consultation on the Railways Bill. This initiative forms part of the next step to establish Great British Railways, a government-owned online retail site for rail tickets which aims to consolidate all individual train operators. SSP Group, the travel hub specialist, has struggled in the face of an uncertain economic outlook. This has been exacerbated by proposed US tari\s, which threaten global growth prospects. In^response, the group has launched a^turnaround plan focused on cost reduction, aiming to protect margins and returns in a challenging economic environment. DiscoverIE Group has seen its share price decline over the past 12 months, primarily due to sector-wide inventory destocking as OEM customers reduce excess stock accumulated during the pandemic. Despite strong order growth and consistent earnings, multiple revenue forecast downgrades have eroded investor con dence. This has led to a valuation de-rating, with the stock now trading at a^ ve-year low on a forward P/E basis. The disconnect between robust operational performance and share price suggests a^more cautious and “wait-and-see” attitude among investors. Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 10 Section 1: Strategic Report Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 11 Section 1: Strategic Report Portfolio diversi cation While having notable exposure to software, the portfolio is well-diversi ed across a number of growing industry sectors. Portfolio breakdown by industry as % of total equity investments (as at 31 March 2025) Portfolio changes Over the year, we continued to scour both private and public markets for the brightest growth prospects, focusing on small and mid-sized companies. Private equity activity New private equity investments during the nancial year include investments into HeadFirst, an international HR tech service provider operating in fteen European countries, and Acturis, a leading SaaS provider for brokers, insurers and managing general agents across the insurance market. During the period, the sale of Graphcore was completed, which resulted in the return of invested capital and a slight pro t driven by an FX gain. Following the period end, the Company announced a new private equity investment into JMG Group, one of the UK’s fastest-growing insurance brokers. This marks the Company’s twelfth private equity investment, further diversifying its portfolio of high quality, growth orientated businesses with a focus on long-term value creation. The transaction is expected to close in September 2025 and will be subject to customary closing conditions. Public equity activity Global events, intelligence, and advisory services rm Ascential saw their shares jump on the news that the board had agreed a £1.2^billion conditional bid for the company from rival Informa. We subsequently sold out of the position. AIM-listed Learning Technologies was another portfolio holding subject to bid activity over the year. The digital learning and talent management group’s board agreed a 100p per share o\er from General Atlantic, re ecting a bumper 34% premium to Learning Technologies share price before bid interest initiated in September. We fully sold out of the position in March. We also sold out of our position in women’s fashion brand Sosandar during the period. New to the portfolio over the year was Forterra, a manufacturer of building products for the UK construction industry, and Warpaint London, a producer and supplier of colour cosmetics. Outlook Following discussions with shareholders, the Board issued an announcement on 17th^March 2025 and have subsequently published a^circular outlining a proposed amendment to the Company’s investment objective and policy. The proposal would see the Company’s strategy shift to focus exclusively on private equity investments. Challenging market conditions have led to the Company’s public equity investments detracting from overall NAV performance since inception, whilst the private equity portfolio is currently valued at 1.5x cost. Both the Investment Manager and the Board believe that concentrating on private equity presents a more attractive opportunity for shareholder returns, both now and in the future. Furthermore, we are encouraged by the robust pipeline of opportunities in the UK private equity market and continue to observe compelling deal ow across our core sectors. This change is subject to shareholder approval. If approved, it is expected the Company will be fully invested in private equity investments by the end of 2026. As a reminder, our focus will continue to be^on small to mid-sized buyout-stage companies, as they tend to bene t from a^favourable capital supply-demand dynamic and face lower competition for a^broader range of deals. Additionally, this market segment o\ers compelling entry points for investment with less reliance on debt nancing and signi cant potential for value creation. Furthermore, small to mid-sized buyouts can grow to become acquisition targets for larger buyout funds, providing an additional exit path. Schroder Investment Management Limited 28 July 2025 Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 12 Section 1: Strategic Report The Company’s top ten holdings as of 31 March 2025 are set out below, with overviews of each company and recent updates regarding their businesses. Top 10 Equity Investments Fair value Fair value as of % of total as of % of total Quoted 31/03/2024 equity 31/03/2025 equity Unquoted (£’000) investments (£’000) investments Expana (formerly Mintec) 1 Unquoted 9,591 13.3 10,136 13.7 Pirum Systems 1 Unquoted 6,884 9.5 7,466 10.1 Cera Care Unquoted 8,046 11.1 7,234 9.8 EasyPark 1 Unquoted 6,171 8.5 6,506 8.8 CFC Underwriting 1 Unquoted 5,661 7.8 6,245 8.4 Culligan 1 Unquoted 5,585 7.7 5,390 7.3 HeadFirst 1 Unquoted – – 5,094 6.9 Acturis 1 Unquoted – – 4,351 5.9 Rapyd Financial Network 1 Unquoted 6,837 9.5 4,339 5.9 Learning Curve 1 Unquoted 1,556 2.2 1,850 2.5 Source: Schroders. Total equity investments = total investments minus holding in money market fund. 1 The fair value disclosed for the following investments represents the Company’s investment in an intermediary vehicle: – Expana held via Synova Merlin LP. – Pirum Systems held via Bowmark Investment Partnership LP. – EasyPark held via Purple Garden Invest (D) AB. – CFC Underwriting held via Vitruvian Investment Partnership. – Culligan held via EPIC-1b Fund.Y – Head rst held via ILC HF 2 C.V. – Acturis held via Astorg VIII Co-Invest Acturis – Rapyd Financial Network held via Target Global Fund. – Learning Curve held via Agilitas Boyd 2020 Co-Invest Fund. Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 13 Section 1: Strategic Report Expana 1 (unquoted holding) Leading provider of food-related commodity pricing and analytics, serving the global supply chain through its SaaS platform Expana enables the world’s largest food and manufacturing brands to implement more e%cient and sustainable procurement strategies. They do this through their cutting-edge Software as a Service platform, Mintec Analytics, which delivers market prices and analysis for thousands of commodities, food ingredients and associated materials. Their data and tools empower their customers to understand prices better, analyse their spend and negotiate with con dence. 1 Formerly Mintec. Latest updates: – In June 2024, Mintec oTcially rebranded to Expana, consolidating a diverse portfolio of products and brands under one dynamic identity. The rebranding aim is to provide an integrated solution that brings together the diverse capabilities of these brands under one banner, enhancing their market intelligence o\erings. – During the year, Expana opened a new oTce in London to strengthen its global presence and enhance collaboration among its growing team of over 300 professionals worldwide. – In terms of product development, during the year, Expana signi cantly enhanced its Cost Model Forecast o\ering, building on its 2023 launch to make it a more powerful and integrated tool for strategic decision making. Cera Care (unquoted holding) Europe’s largest provider of digital- rst home healthcare Cera Care is Europe’s largest provider of digital- rst home healthcare. They are transforming healthcare by moving services such as care, nursing, telehealth and repeat medications out of hospitals and into people’s own homes through technology. In combining pioneering technology with their community of professional carers and nurses, Cera Care are empowering people to live longer, better, healthier lives in their own homes. Latest updates: – During 2024, Cera Care secured over $150 million in funding to roll out its AI-led home healthcare model. The funding is aimed at expanding service lines, advancing clinical trials and investing in digital training and productivity-enhancing technology for sta. – Cera Care was set to save the NHS up to £125 million by delivering up to eight million preventative healthcare visits, helping to keep thousands of elderly and vulnerable people out of hospital. – The company won the Tech for Good Prize at the UK Tech Awards for its impact on health and social care – The company launched a scheme to help economically inactive and unemployed adults by providing them with vital tech and digital skills to build a digitally empowered healthcare workforce – Cera Care launched a technology powered clinical trials programme to bene t over-65s with new treatment options for conditions like cardiovascular disease and cancer. – Cera Care began using AI-driven robots to carry out 3,000 care visits a week for elderly and vulnerable individuals. These robots help reduce care costs and support human carers by reminding patients to eat, drink and take medication, and by gathering health data. Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 14 Section 1: Strategic Report Pirum (unquoted holding) A leading provider of post-trade automation and collateral management technology for the global securities industry Pirum has created a set of award-winning, highly innovative and exible services which are tailored to fully support the complexities of nancial institutions around the world. Pirum provides a secure processing hub which seamlessly links market participants, allowing them to electronically process and verify key transaction details. Through easy integration with their services, Pirum’s clients have increased processing e%ciency, reduced operational risk and improved pro tability by reducing manual processing. Latest updates: – Pirum has continued to make considerable strides with product development. During 2024, two major products were launched that expanded its capabilities across the securities nance lifecycle. These included: o RepoConnect: a dedicated platform for real-time matching, reconciliation and lifecycle automation of Repo and Buy/Sell Back trades. o TradeConnect: a pre-trade connectivity platform for equities and xed income, extending Pirum’s services into the front oTce. – Pirum launched a borrower automation solution, enabling full automation of the recall lifecycle with its rst clients well ahead of the May 2024 deadline of T+1 settlement in the US, Canada and Mexico. Rapyd (unquoted holding) Integrates the world’s many payment networks and technologies into a single platform Rapyd is the fastest way to power local payments anywhere in the world, enabling companies across the globe to access markets quicker than ever before. By utilising Rapyd’s payments network and Fintech-as-a-Service platform, businesses and consumers can engage in local and cross-border transactions in any market. The Rapyd platform is unifying fragmented payment systems worldwide by bringing together 900-plus payment methods in over 100(countries. Latest updates: – Following the announced acquisition of a substantial part of PayU Global Payment Organisation for $610 million in July 2023, Rapyd completed the transaction in March 2025 after receiving approvals from seven di\erent regulators worldwide. To nalise the deal, Rapyd raised $500 million (majority in equity with a small amount of debt), with the company’s valuation for the round at approximately $4.5 billion. – The combined business is expected to deliver transactions in over 100 countries, service over 250,000 merchant clients globally and expand Rapyd’s payments network to over 1,200^payment methods. – Rapyd was named one of the Top 100 Cross-Border Payment Companies for 2024 by FXC Intelligence and won the award for Best Cross-Border Merchant Solution at the Merchant Payments Ecosystem (“MPE”) event in Berlin. Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 15 Section 1: Strategic Report EasyPark (unquoted holding) Parking tech company that helps drivers to nd, manage and pay for both parking and electric vehicle charging EasyPark’s technology supports its users, cities and parking operators with parking administration, planning and management. The company has a unique market coverage with presence in over 20 countries and more than 3,200(cities. Latest updates: – In January 2025, EasyPark Group completed the acquisition of Flowbird Group, a global mobility player providing integrated parking and transportation solutions, as it continues its global growth strategy. The deal will extend EasyPark’s global reach and be highly complementary to its existing business. – Flowbird Group operates under the brands Flowbird, YourParkingSpace, TPARK, Extenso Cloud, and Yellowbrick and o\ers multiple mobility solutions, covering equipment and services such as pay and display machines, software, and park & charge. Flowbird Group also o\ers transportation solutions, both within ticketing and open payments for debit and credit cards, as well as mobile wallets. – During the year, EasyPark expanded its reach by adding over 400 towns and cities in North America and Europe to its apps, increasing its presence to over 20 countries and 4,000+ cities. – The business was listed as one of the fastest growing companies in Europe by the Financial Times and Statista. CFC Underwriting (unquoted holding) Technology-driven global insurance business For over 20 years, CFC has built market-leading solutions to some of the insurance industry’s biggest challenges. The company uses technology and data science to stay one step ahead. From developing cutting-edge insurance products, pioneering autonomous underwriting, deploying advanced threat intelligence, to offering unparalleled service to its partners and customers, CFC is re-imagining the world of specialist insurance. Latest updates: – In April 2024, CFC announced the acquisition of Australian managing general agent, Solution Underwriting, expanding its footprint in Australia. Solution is a specialist insurance underwriter with a focus on nancial lines insurance products. – During the year, CFC won the Underwriting Innovation of the Year award at the Insurance Insider US Honors 2024. This was in recognition of their pioneering secondaries transaction insurance product which provides coverage for niche private equity deals. Additionally, CFC was named Underwriting Team of the Year at the Cyber Insurance Awards USA and M&A Insurance Provider of the Year at the Private Equity Awards. – The company doubled its transaction liability team and introduced a new solution to cover title to shares loss, further strengthening its M&A insurance capabilities. – In terms of product innovations, recent highlights have included the launch of a revolutionary cyber insurance product called Cyber Proactive Response (“CPR”). This product removes traditional exclusions and introduces world- rst coverage features, aiming to rede ne how cyber risk is managed. Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 16 Section 1: Strategic Report Culligan (unquoted holding) Water systems treatment company for homes and businesses across the globe Culligan is an innovative brand in consumer-focused, sustainable water solutions and services. It was established in 1936 as a provider of water softening solutions for residences in Northbrook, Illinois, and has since grown to become a worldwide leader in water treatment needs, from the simplest ltration system to complex industrial water solutions. Latest updates: – Since its combination with UK-headquartered Waterlogic in 2022 to create a leader in clean and sustainable drinking water solutions and services, Culligan has made progress both operationally and through further acquisitions. – In May 2024, Culligan agreed to sell its Commercial and Industrial business in Italy, France and the UK to Grundfos. The sale aligns with Culligan’s strategy to focus more on consumer and residential water solutions. – Culligan introduced ZeroWater Technology in its pitchers and dispensers, which are certi ed to lter ve times more contaminants than leading competitors. Acturis (unquoted holding) A leading SaaS provider for the insurance industry Acturis is a UK-based Software-as-a-Service (“SaaS”) company that provides digital solutions for the general insurance industry. Founded in 2000, Acturis is known for its cloud based platform that supports brokers, insurers and MGAs (Managing General Agents) in streamlining insurance distribution and operations. Latest updates: – Following increased investment from private equity rm Astorg in July 2024, the business is focused on their commitment to long-term growth and international expansion. – Acturis made multiple strategic partnerships during the year, including: o Cowbell in July 2024: a cyber insurance provider, to accelerate the adoption of cyber insurance among SMEs and mid-market businesses. o Covea Insurance in July 2024: Covea expanded its product o\ering on the Acturis platform with the launch of a new Home IHP product, enhancing digital distribution capabilities. o In December 2024, Acturis and Aviva launched a Broker API to simplify and speed up the claims process for brokers. – Acturis was named a “Great Place to Work” in 2024, highlighting its strong workplace culture and employee satisfaction. Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 17 Section 1: Strategic Report HeadFirst (unquoted holding) International HR tech service provider HeadFirst Global is an ambitious world leading STEM talent and Managed Service Provider powered by a cutting-edge HR technology platform. HeadFirst Global provides a global, differentiated technology and talent proposition in the fast- evolving workforce solutions ecosystem whilst unlocking exciting new opportunities for mission-critical talent across a(diverse global customer network. HeadFirst Global ampli es technology and talent, powering the next world of work. Latest updates: – In March 2025, HeadFirst Group merged with Impellam Group, forming Head rst Global, one of the world’s largest STEM talent and managed service providers. The merger has created a global powerhouse with a distinctive HR tech platform, combined deep industry knowledge with advanced digital capabilities. – Following the merger, the combined entity was rebranded HeadFirst Group, with the aim to deliver intelligent, data-drive HR services across the globe. – HeadFirst was recognised as a “Great Place to Work” in 2024. – In February 2025, the Group appointed a new CEO, Edzard Overbeek, former CEO of HERE Technologies. Learning Curve (unquoted holding) UK training and education specialist Learning Curve works with further education providers, employers and learners to help them achieve success. Since 2004, the company has grown both organically and through acquisition to become one of the largest and most diverse providers in the country. Latest updates: – Learning Curve made progress during the year and introduced new services and partnerships including: o Blended Learning Enhancements: through a partnership with AIM Quali cations, they improved digital learning environments for Access to Higher Education providers; o Expanded Prison Education Services: launched a^recruitment campaign to grow their prison education programmes; and o Adult Skills Fund Guidance: they provided structured support and resources to help learners and providers navigate the new Adult Skills Fund. Schroders’ Investment Approach and Process In this section, we detail our investment approach and process as relevant during the year. Should shareholders vote in favour of the proposed strategy change to shift focus entirely to private equity, then the below approach and process for private equity shall remain whilst the public equity approach and process will no longer be applicable. Investment approach During the year, the Company combined Schroders’ extensive public and private equity investment experience to access UK^company growth across the life cycle, focusing on small and medium-sized businesses. The Company’s portfolio has been constructed from the bottom up, with investments focused on quality, growing and predominantly pro table companies, that have strong balance sheets and that can sustainably compound their earnings over the long run. Typically, these businesses will exhibit considerable pricing power (which is particularly bene cial in these times of high in ation), strong management teams, and will already be delivering strong revenue growth. Where portfolio companies have not yet reached pro tability, the investment team seek out companies that are well-funded and possess a clear route towards pro tability. Given the high-growth nature of the opportunities targeted, the portfolio will have notable exposure to software and IT^services areas of the market. However, the portfolio is well-diversi ed to include other sectors, such as consumer services, healthcare, leisure and nancial services. The Portfolio Managers place a high priority on the price paid as a crucial factor in determining long-term investment returns. To ensure they do not overpay for growth opportunities, they maintain discipline in the valuation process. The portfolio focuses on high-growth names that have robust business models and are well-positioned to bene t from secular tailwinds. These companies are expected to be either at or near pro tability and exhibit strong growth characteristics, such as increasing customer numbers or expanding market share. The team is also aware that market ineTciencies often result in signi cant disparities between underlying company fundamentals and market estimates, which is referred to as the 'Growth Gap'. Consequently, the team actively seeks opportunities to exploit this Growth Gap. They believe that markets tend to overlook future prospects, rely too heavily on extrapolating historical growth trends, and overreact to short-term news. When evaluating potential investments, the team looks for companies that demonstrate a^positive Growth Gap compared to consensus estimates, along with catalysts that could lead to a re-rating of the shares, strong valuation support, attractive risk-reward pro les, and good governance. In terms of the portfolio’s listed investment strategy, the team aims to invest in UK small and medium-sized businesses with a^market capitalisation range between £50^million and £2^billion. These companies have the potential to provide primary capital to support growth. In terms of the portfolio’s private equity allocation, the investment team focus on direct and co-investment opportunities that span the growth capital and small/mid- market buyout areas of the market, where they believe numerous companies exist with considerable transformation potential, while avoiding areas that the team believe pose heightened valuation risk (see gure below). The Company’s private equity allocation leverages Schroders Capital’s more than 25^years’ experience in private equity investing and 100+ European specialist GP relationships to create strong deal ow for high selectivity of direct and co-investments. Schroders Capital has c.£17^billion of private equity assets under management (as at 31^December 2024) and was awarded “Co-investor of the Year” at the RealDeals Private Equity Awards 2023. Source: Schroders. For illustrative purposes only and should not be viewed as a recommendation to buy or sell. Where we denote Valuation risk as the risk around the perceived value of an underlying asset whereas investment risk encompasses a broader set of risks beyond valuation including but not limited to factors such as market dynamics, economic conditions and industry speci c risks. The Company’s private equity allocation by stage: Past performance is not a guide to future performance and may not be repeated. The value of investments and the income from them may go down as well as up and investors may not get back the amounts originally invested. Source: Schroders. For illustrative purposes only and should not be viewed as a recommendation to buy or sell. Venture seed/early Venture late/pre-IPO Growth Small buyout Mid buyout Large/mega buyout Turnaround The Company’s target areas for private equity investments Areas of heightened valuation risk – areas with greatest amount of capital vs number of deals Growth - Emerging companies - Technology and/or market risk - Early revenue generating - High growth - Unprofitable Buyout - Mature companies - Valuation and execution risk - Moderate growth - Profitable - Transformational and M&A value creation Growth/Buyout - Established companies - Valuation and execution risk - High growth - Profitable or near-profitable - Organic and M&A value creation Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 18 Section 1: Strategic Report Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 19 Section 1: Strategic Report Investment process Under the current strategy, the Company’s portfolio is managed by the Portfolio Managers, who employ a collaborative, team-based approach, creating a^combination of Schroders’ public and private equity capabilities with oversight in place. The Company believes that it is appropriate for the Investment Manager to separate the investment process between private and public equity investments to re ect the clear di\erences in executing individual investments in the private versus public equity markets. However, portfolio construction and rst-line risk management are the joint responsibility of the private equity and public equity investment teams within the Portfolio Managers, alongside the AIFM, who has responsibility for the risk management of the Company, delegated from the Board. Private equity investment process The private equity investment process is illustrated above. The investment team believes that high-quality deal sourcing is fundamental to long-term success and spend considerable time on this activity by working closely with their extensive network of European specialist GP relationships. Sourcing e\orts are further enhanced by technology, including advanced proprietary tools, internal databases and third-party information services. An assessment of whether the investment opportunity meets the key^criteria for inclusion in the Company is undertaken early to ensure a proposal is suitable and conforms to the investment policy and objectives. The comprehensive due-diligence process undertaken will include an assessment of the following for a particular company: The below section details the public equity investment process, as relevant during the year. However, as previously mentioned, should shareholders vote in favour of the proposed new investment policy as set out in the circular, this section will no longer be applicable. Public equity investment process During the year, the Portfolio Managers select public equity stocks for the Company based principally on ideas generated by Schroders’ in-house research capability, but also by making selective use of Schroders’ network of contacts, and of sell-side research. The Portfolio Managers conduct an initial screen to narrow down the universe into high-growth names that have robust business models and are well-positioned to bene t from secular tailwinds. These companies are expected to be either at or near pro tability and exhibit strong growth characteristics, such as increasing customer numbers or expanding market share. The universe is typically characterised by small and medium-sized businesses with a market capitalisation range between £50^million and £2^billion. The management team actively seeks opportunities to exploit the 'Growth Gap' created by market ineTciencies that create signi cant disparities between underlying company fundamentals and market estimates. IneTcient markets tend to overlook future prospects, rely too heavily on extrapolating historical growth trends, and overreact to short-term news. This allows the team to invest in companies that demonstrate a positive Growth Gap along with catalysts that could lead to a re-rating of the shares, strong valuation support, attractive risk-reward pro les, and good governance. Positioning in the market Technology differentiation Scale of market opportunity Competitive landscape Management breadth, depth & experience Strength of existing nancing syndicate Prospective nancing needs Underlying modelling assumptions Exit route, options & plan Proposed terms & valuation Engagement As part of our process, we meet with company management teams and/or GPs (in the case of private equity co-investments) in advance of investing. We maintain this engagement throughout the life of our investment. We take pride in our level of engagement with companies. Our brand, as well as extensive analytical resource a\ords us the ability to regularly engage on all aspects of corporate strategy. During the year, we engaged with a number of our public equity portfolio companies. We discussed capital allocation and strategy with SSP Group including the company’s joint venture with Adani in relation to the privatisation of airports in India. We also met with Trainline around their 2025 remuneration policy, particularly focusing on the revenue and EPS components of Trainlines long-term investment policy as well as the justi cation for increasing the CEO’s pay above that of the average employee. We^engaged with Mobico Group on a number of topics, including setting minimum employer pension contributions, plans to roll out electric and hydrogen vehicles, and the group’s exposure to US lawsuits related to ‘alleged health-related risks linked to exposure to per- and poly uoroalkyl substances and aqueous re ghting foam’ which was agged as an ESG controversy by MSCI. Regarding the portfolio’s public equity holdings, Schroders voted at 29 meetings over the 12-month period: – 29 AGM meetings – 366 proposals voted (100% of proposals) – Votes for management proposals: 98.1% (359 out of the 366 resolutions) – Votes against management proposals: 1.9% (7 out of the 366 resolutions) Resolutions Schroders voted against included: – Partial or no disclosure of bonus targets – Lack of stretching revenue targets in long-term incentive plan – Gender diversity – Share buyback repurchase amounts Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 20 Section 1: Strategic Report Schroder British Opportunities Trust plcYAnnual Report and Financial Statements 2025 21 Section 1: Strategic Report Country of incorporation (of underlying Total Quoted/ holding where Industry Fair value investments Holding unquoted applicable) Sector £’000 % Investment Portfolio As at 31 March 2025 Expana (formerly Mintec) 1 Unquoted United Kingdom Software 10,136 12.3 Schroder Special Situations Fund Sterling Liquidity Plus Quoted Luxembourg Collective – SICAV 8,193 10.0 Pirum Systems 1 Unquoted United Kingdom Software 7,466 9.1 Cera EHP S.à r.l. Unquoted United Kingdom Health Care Technology 7,234 8.8 EasyPark 1 Unquoted Sweden Software 6,506 7.9 CFC Underwriting 1 Unquoted United Kingdom Insurance 6,245 7.6 Culligan (formerly Waterlogic) 1 Unquoted United Kingdom Diversi ed Consumer Services 5,390 6.6 HeadFirst 1 Unquoted Netherlands Human Resource Technology 5,094 6.2 Acturis 1 Unquoted United Kingdom Software 4,351 5.3 Rapyd Financial Network 1 Unquoted United Kingdom IT Services 4,339 5.3 Learning Curve 1 Unquoted United Kingdom Diversi ed Consumer Services 1,850 2.2 Watches of Switzerland Quoted United Kingdom Specialty Retail 1,787 2.2 Volution Quoted United Kingdom Building products 1,703 2.1 On the Beach Quoted United Kingdom Hotels, Restaurants & Leisure 1,631 2.0 SSP Quoted United Kingdom Hotels, Restaurants & Leisure 1,204 1.5 OSB Quoted United Kingdom Financial Services 1,198 1.4 GB Quoted United Kingdom Software 975 1.2 Trainline Quoted United Kingdom Hotels, Restaurants & Leisure 847 1.0 Trustpilot Quoted United Kingdom Interactive Media & Services 787 1.0 Discoverie Quoted United Kingdom Electrical Equipment 752 0.9 Mobico Quoted United Kingdom Ground Transportation 690 0.8 Dalata Hotel Quoted Ireland Hotels, Restaurants & Leisure 625 0.8 Bytes Technology Quoted United Kingdom Software 608 0.7 Judges Scienti c Quoted United Kingdom Machinery 499 0.6 Luceco Quoted United Kingdom Electrical Equipment 487 0.6 Victorian Plumbing Quoted United Kingdom Specialty Retail 451 0.5 Warpaint London Quoted United Kingdom Cosmetics 392 0.5 Forterra Quoted United Kingdom Building products 304 0.3 MaxCyte Quoted United Kingdom Life Sciences Tools & Services 279 0.3 Lendinvest Quoted United Kingdom Financial Services 134 0.2 Invinity Energy Systems Quoted Jersey Electrical Equipment 74 0.1 Total investments 2 82,231 100.0 1 The fair value disclosed for the following investments represents the Company’s investment in an intermediary vehicle: Expana (held via Synova Merlin LP) Rapyd Financial Network (held via Target Global Fund) Pirum Systems (held via Bowmark Investment Partnership LP) Culligan (held via Epic-1b Fund) Easypark (held via Purple Garden Invest (D) AB) CFC Underwriting (held via Vitruvian Investment Partnership LLP) Learning Curve (held via Agilitas Boyd 2020 Co-invest Fund) Head rst (held via ILC HF 2 C.V. Fund) Acturis (held via Astorg VII Co-Invest Lithium Fund) 2 Total investments comprise: £’000 % Unquoted 58,611 71.3 Quoted on FTSE 250 9,576 11.6 Collective investment scheme – money market instruments 8,193 10.0 Listed on AIM 2,804 3.4 Quoted on FTSE All Share 2,422 2.9 Listed on a recognised stock exchange overseas 625 0.8 Total 82,231 100.0 Schroder British Opportunities Trust plc?Annual Report and Financial Statements 2025 22 Section 1: Strategic Report The Company Purpose, values and culture Purpose The Company’s purpose is to provide all investors with access to high quality public and private equity companies, which are predominantly based in the UK and are focused on sustainable growth, resulting in long-term shareholder value, in line with the investment objective. The Board’s focus is on long-term growth rather than providing shareholders with dividend income. Values The Company’s culture is driven by its values: excellence, integrity and transparency, with collegial behaviour and constructive, robust challenge. The values are all centred on achieving returns for shareholders in line with the Company’s investment objective. As the majority of the Directors are shareholders in the Company, the Directors’ interests are aligned with those of other shareholders in this regard. The Board is responsible for promoting strong relationships with the Investment Manager and other service providers, as well as maintaining constructive relationships with shareholders, in order to promote their best interests. Culture The Board is committed to encouraging and actively creating a culture that is responsive to the views of shareholders and its wider stakeholders. As the Company has no employees and acts through its service providers, its culture is represented by the values and behaviour of the Board and third parties to which it delegates. The Board encourages a culture of constructive challenge with all key suppliers and transparency with all stakeholders. The Board engages with its outsourced service providers to safeguard the Company’s interests and ensure our service providers meet the standards expected by the Company. As part of this ongoing monitoring, the Board receives reporting from its service providers with respect to their anti-bribery and corruption policies; Modern Slavery ActN2015 statements; diversity policies; and greenhouse gas and energy usage reporting, to ensure they are in line with expectations. Business model The Company is a listed investment trust, that has outsourced its operations to thirdNparty service providers. The Company’s strategy is to meet its investment objective to deliver long-term returns throughout the life of the Company by investing in aNdiversi ed public equity and private equity portfolio of predominantly UK companies. The Board recognises that, since the Company’s IPO in 2020, much of the positive performance of the Company’s portfolio has come from its minority equity investments in private companies. ANcircular has been sent to shareholders detailing the Board's proposals to change the investment objective and policy, which would result in shifting the Company’s strategic focus to be entirely on the private equity part of the portfolio. The proposed change would take eDect directly after completion of the General Meeting convened to consider the proposed change on 9 September 2025. Should the proposal not be approved by shareholders, the Company will continue to be managed as it is currently. The Board has appointed the Investment Manager, Schroder Unit Trusts Limited, to implement the investment strategy and to manage the Company’s assets in line with the appropriate restrictions placed on it by the Board, including limits on the type and relative size of holdings which may be held in the portfolio and on the use of gearing, cash, derivatives and other nancial instruments as appropriate. The terms of the appointment are described more completely in the Directors’ Report including delegation to the Investment Manager. The Investment Manager also promotes the Company using its sales and marketing teams. The Board and Investment Manager work together to deliver the Company’s investment objective, as demonstrated in the diagram below. • Set objectives, strategy and KPIs • Appoints the Investment Manager and other service providers to achieve objectives • The Investment Manager implements the investment strategy by following an investment process • Supported by strong research and risk environment • Regular reporting and interaction with the Board The Board is focused on ensuring that: • the Company remains attractive to investors • the fees and ongoing charges remain competitive • Marketing and sales capability of the Investment Manager • Support from the corporate broker with secondary market intervention to support discount/ premium management • Portfolio and risk management • Achievement of KPIs • Use of gearing • Discount/premium and liquidity management through share issuance and repurchase Strategy Oversight Promotion Investment Competitiveness SHAREHOLDER VALUE Board Schroder British Opportunities Trust plc?Annual Report and Financial Statements 2025 23 Section 1: Strategic Report Investment trust status The Company carries on business as an investment trust. Its shares are listed and admitted to trading on the main market of the London Stock Exchange. It has been approved by HM Revenue & Customs as an investment trust in accordance with section 1158 of the Corporation Tax ActN2010, by way of a one-oD application and it is intended that the Company will continue to conduct its aDairs in aNmanner which will enable it to retain this status. The Company is domiciled in the UK and is an investment company within the meaning of section 833 of the Companies Act 2006. The Company is not a “close” company for taxation purposes. Circular The circular published alongside this report outlines certain proposals regarding (i) a proposed refocusing of the investment objective and policy (including the investment restrictions) of the Company; and (ii) a proposal to change the Company’s Articles of Association, contingent on the adoption of the new investment policy, to bring forward the date on which shareholders will be given an opportunity to vote on the Company’s continuation from early 2028 to early 2027. The resolution gives shareholders the same weighted voting provisions as that provided for by the 2028 resolution and amends the process for a cessation by providing for aNmanaged wind-down. These proposals will take the form of shareholder resolutions, which, if passed, will replace the Company’s investment policy (which includes its investment objective) as well as adopting aNprocedure for the disposal of assets and returns of capital to shareholders should shareholders not support a continuation of the Company. The General Meeting where shareholders will be able to vote on such proposals is scheduled for 9NSeptember 2025 however, should the proposals not be approved by shareholders, the Company will continue to be managed as it is currently. The current investment objective and investment policy is detailed below and aNcopy of the circular, which includes the proposed new investment objective and investment policy, can be viewed on the Company’s webpages at www.schroders.co.uk/sbot. Investment objective and investment policy The investment objective and investment policy set out below apply currently. The proposed changes to the investment objective and policy are set out in the aforementioned circular. Investment objective The Company’s investment objective is to deliver long-term total returns throughout the life of the Company by investing in aNdiversi ed public equity and private equity portfolio of predominantly UK Companies. “UK Companies” means companies which are incorporated, headquartered or have their principal business activities in the United Kingdom, and companies headquartered outside the United Kingdom which derive, or are expected to derive, aNsigni cant proportion of their revenues or pro ts from the United Kingdom. Investment policy The Company will invest in a diversi ed portfolio of both public equity investments and private equity investments consisting predominantly of UK Companies with strong long-term growth prospects. “Public equity investments” mean any investments in any of the following categories (a), (b) and (c) below (although it is envisaged that the Company will predominantly focus on those of an equity and/or quasi-equity nature as set out under categories (a) and (b) below): (a) ordinary shares or similar securities issued by an issuer which are traded on any of the following: (i) any “regulated market” as de ned in MiFID II and as listed in the register of regulated markets within the EEA maintained by the European Securities and Markets Authority from time to time; or (ii) any “recognised investment exchange” as recognised by the FCA under Part XVIII of FSMA; or (iii) any “recognised overseas investment exchange” as recognised by the FCA under Part XVIII of FSMA; (b) securities or other instruments giving the right to acquire or sell any of the securities referred to in (a) above, including without limitation warrants, options, futures, convertible bonds and convertible loan notes; and (c) preference shares issued by an issuer referred to in (a) above. “Private equity investments” mean any investments in any of the following categories (w), (x), (y) and (z) below (although it is envisaged that the Company will predominantly focus on those of an equity and/or quasi-equity nature as set out under categories (w) and (x) below): (w) shares in companies and other securities/units/interests equivalent to shares in companies, partnerships (including limited partnership interests) or other entities, provided that they are not already captured under the de nition of “public equity investments” above; (x) securities, derivatives or other instruments giving the right to acquire or sell any of the shares/securities/units/interests referred to in (w) above, including without limitation warrants, options, futures, contingent value rights, convertible bonds, convertible loan notes, convertible loan stocks or convertible preferred equity; (y) preference shares issued by an issuer referred to in (w) above; and (z) debt-based investments not otherwise covered above, including loan stock, payment-in-kind instruments and shareholder loans. It is anticipated that the Company’s portfolio will typically consist of 30 to 50Nholdings and will target companies with an equity value between approximately £50Nmillion and £2 billion at the time of initial investment. Schroder British Opportunities Trust plc?Annual Report and Financial Statements 2025 24 Section 1: Strategic Report Investment restrictions and spread of investment risk The Company will invest and manage its assets with the object of spreading risk through the following investment restrictions: • no more than 10% of Net Asset Value may be invested in any investee company; • the Company’s portfolio shall comprise no fewer than 30 holdings; • no more than 20% of Net Asset Value may be invested in investee companies which are not UK Companies; • the Company may not take a controlling stake in any investee company, whether directly or indirectly, and: – in respect of public equity investments, the Company may own no more than 10% of the total voting rights of any investee company; and – in respect of private equity investments, the Company may own no more than 20% of the enterprise value of any investee company; and • the Company will not invest more than 10% in aggregate of Gross Assets in other listed closed-ended investment funds, except that this restriction shall not apply to investments in listed closed-ended investment funds which themselves have stated investment policies to invest no more than 15% of their gross assets in other listed closed-ended investment funds. Additionally, in any event, the Company will itself not invest more than 15% of its Gross Assets in other investment companies or investment trusts which are listed on the O>cial List. Unless otherwise stated, each of the above restrictions will be calculated at the time of commitment. Where the Company makes investments through one or more special purpose vehicles, owned in whole or in part by the Company or one of its a>liates (being an a>liate of, or person a>liated with, the Company, including a person that directly, or indirectly through one or more intermediate holding companies, controls or is controlled by, or is under common control with, the Company), the investment restrictions will be applied on a look- through basis. Where the calculation of an investment restriction requires an analysis of underlying investments held by a fund in which the Company is invested, such calculation will be based on the information reasonably available to the portfolio managers at the relevant time. The Company will not be required to dispose of any investment or to rebalance the portfolio as a result of a change in the respective valuations of its assets. However, the portfolio managers will regularly monitor the Company’s portfolio and make adjustments from time to time in light of the above restrictions. Borrowing policy The Company may, from time to time, use borrowings for investment and e>cient portfolio management purposes. Gearing will not exceed 10% of Net Asset Value, calculated at the time of drawdown of the relevant borrowing, except that there will be no re-calculation where aNfacility is renewed, varied or replaced, and that there will be no re-calculation at the time of a subsequent drawdown under the same facility, provided that the absolute amount of borrowing is not increased at the time of any subsequent renewal, variation, replacement or subsequent drawdown. Hedging and derivatives Derivatives may be used for investment purposes, e>cient portfolio management or for currency hedging purposes, although it is not expected that a material proportion of the Company’s investments will be denominated in currencies other than pounds sterling and any such currency exposure will not normally be hedged. Where derivatives are used for investment purposes, the Company does not intend to increase the Company’s gearing in excess of the limits set out in the borrowing policy above, and any restrictions set out in the investment policy shall apply equally to exposure through derivatives. Cash management The Company may hold cash on deposit, cash equivalents, or invest in money market funds. There is no limit on the amount that can be held in these forms, and at times it may be appropriate for the Company to maintain a substantial cash position rather than being fully or nearly fully invested. All cash, cash equivalents, and money market fund holdings will be maintained with approved counterparties and managed in accordance with prudent cash management guidelines agreed upon by the Board, the AIFM, and the portfolio managers. For clarity, the investment restrictions mentioned earlier regarding listed closed-ended investment funds do not apply to money market funds. Changes to the investment policy No material change will be made to the investment policy without the approval of Shareholders by ordinary resolution. Non-material changes to the investment policy may be approved by the Board. In the event of a breach of the investment policy set out above and the investment and gearing restrictions set out therein, the AIFM shall inform the Board without delay, and if the Board considers the breach to be material, noti cation will be made to a Regulatory Information Service. Key performance indicators (KPIs) The Board reviews performance, using aNnumber of key measures, to monitor and assess the Company’s success in achieving its objective. Further comment on performance can be found in the Chair’s statement. The following KPIs are used: • NAV performance; • Share price total return; • Share price discount and premium; and • Ongoing charges ratio. All of the KPIs are Alternative Performance Measures. Further details can be found on page 3 and de nitions of these terms on pages 86 and 87. NAV performance The Directors regard the Company’s NAV performance as being the overall measure of value, delivered to shareholders over the long-term. The Company’s NAV per share at 31 March 2025 was 110.54p (31NMarch 2024: 110.05p). During the year the Company’s NAV per share rose by 0.5%. Since IPO the NAV per share has increased by 11.2%. A full description of performance during the year under review is contained in the Investment Manager’s Review. Share price total return The Directors also regard the Company’s share price total return to be a key indicator of performance. This re ects share price growth of the Company which the Board recognises is important to investors. During the year the Company’s share price decreased by 12.6% from 79.50p at 31 March 2024 to 69.50p at 31NMarch 2025. Since IPO the Company’s share price has decreased by 30.5%. At each meeting, the Board reviews the performance of the portfolio in detail and discusses the views of the Portfolio Managers with them. Schroder British Opportunities Trust plc?Annual Report and Financial Statements 2025 25 Section 1: Strategic Report Share price discount and premium The Board recognises that it is in the interests of shareholders to maintain aNshare price as close as possible to the NAV per share, whilst acknowledging the challenge this brings to a Company with aNsubstantial portfolio of unquoted investments. The Board regularly reviews the level of discount/premium of the Company’s share price to the net asset value per share and considers ways in which share price performance may be enhanced, including the eDectiveness of share buy-backs, where appropriate. The discount at which the Company’s shares traded to NAV widened by 9.3 percentage points during the year from 27.8% at 31NMarch 2024 to 37.1% at 31 March 2025. Ongoing charges The Company monitors operating expenses on a regular basis. The ongoing charges at 31 March 2025 were 1.50% (31NMarch 2024: 1.40%). The calculation is shown in the de nition of terms and performance measures on pages 86 andN87. The Board seeks to manage and where possible to improve the ongoing charges ratio and to this end the Management Engagement Committee regularly reviews its service provider fee rates. Corporate and social responsibility The Board recognises the Company’s duty with respect to corporate and social responsibility and engages with its outsourced service providers and other stakeholders to safeguard the Company’s interests. As part of this ongoing monitoring, the Board receives reports from its service providers with respect to their diversity policies; anti-bribery and corruption policies; Modern Slavery ActN2015 statements; nancial crime policies; and greenhouse gas and energy usage reporting. Diversity policy The Board has adopted a diversity and inclusion policy which seeks to promote diversity of gender, social and ethnic backgrounds, cognitive and personal strengths. The Board recognises the value of diversity and when considering new appointments, the Board endeavours to ensure that it has the capabilities required to be eDective and oversee the Company’s strategic priorities. This includes an appropriate range, balance and diversity of skills, experience and knowledge. The Company is committed to ensuring that any vacancies arising are lled by the best quali ed candidates and appointments will always be made on merit alone. Statement on Board diversity – gender and ethnic background The Board has made a commitment to consider diversity when reviewing the composition of the Board and notes the UK Listing Rules requirements (UK LR 6) regarding the targets on Board diversity: • at least 40% of individuals on the Board are women; • at least one senior Board position is held by a woman; and • at least one individual on the Board is from a minority ethnic background. The FCA de nes senior Board positions as Chair, Chief Executive O>cer (“CEO”), Chief Financial O>cer (“CFO”) or Senior Independent Director (“SID”). As an investment trust with no executive o>cers, the Company has no CEO or CFO. The Board has re ected the senior positions of the Chair of the Board, the SID and the Chair of the Audit and Risk Committee in its diversity tables below. The Board has chosen to align its diversity reporting reference date with the Company’s nancial year end and proposes to maintain this alignment for future reporting periods. The following information has been provided by each Director through the completion of aNquestionnaire. As at 31 March 2025, the Company met two of the three criteria. The target in relation to the number of women on the Board has now been addressed with the appointment of Jemma Bruton. The target for at least one individual on the Board to be from a minority ethnic background was not met and the Board is conscious that while the Directors are all independent and have a diverse range of views and experience, its small composition will make these targets challenging to fully implement. The below tables set out the gender and ethnic diversity composition of the Board as at 31 March 2025. Number of Number of Percentage senior positions 1 Gender identity Board members of the Board on the Board Men 2 50% 1 Women 2 50% 1 Not speci ed/prefer not to say – – – Number of Number of Percentage senior positions 1 Ethnic background Board members of the Board on the Board White British or other White (including minority-white groups) 4 100% 2 Mixed/Multiple Ethnic Groups – – – Asian/Asian British – – – Black/African/Caribbean/Black British – – – Other ethnic group, including Arab – – – Not speci ed/prefer not to say – – – 1 The Company considers the positions of Chair of the Board of Directors, SID and Chair of the Audit and Risk Committee to be senior positions of the Board. The Chair of the Board position is held by Justin Ward, and the SID and Chair of the Audit and Risk Committee positions are both held by Diana Dyer Bartlett. Schroder British Opportunities Trust plc?Annual Report and Financial Statements 2025 26 Section 1: Strategic Report Financial crime policy The Company continues to be committed to carrying out its business fairly, honestly and openly operates a nancial crime policy covering bribery and corruption, tax evasion, money laundering, terrorist nancing and sanctions, as well as seeking con rmations that the Company’s service providers’ policies are operating soundly. Modern Slavery Act 2015 As an investment trust, the Company does not provide goods or services in the normal course of business and does not have customers. Accordingly, the Directors consider that the Company is not required to make any slavery or human tra>cking statement under the Modern Slavery ActN2015. Greenhouse gas emissions and energy usage As the Company outsources its operations to third parties, it consumed less than 40,000 kWh during the year and so has no greenhouse gas emissions, energy consumption or energy e>ciency action to report. Taskforce for Climate-Related Financial Disclosures (“TCFD”) The Company, as an investment trust, is exempt from the requirement to report against TCFD regulation. However, the Company’s Investment Manager produces an annual product level disclosure consistent with the TCFD. This can be found here: https://mybrand.schroders.com/m/3ac764e 19833f603/original/612803_2_SIML_TCFD- Entity-Report.pdf Responsible investment The Investment Manager considers environmental, social and governance (“ESG”) integration to be an integral part of identifying, assessing and monitoring portfolio companies. They believe that considering ESG factors can help create long-term value by mitigating downside risks and identifying new investment opportunities. The Board expects the Investment Manager to engage with investee companies where appropriate on material ESG issues and expects consideration to be given to these issues when exercising the Company’s voting rights. The Board notes that Schroders believes that companies with good ESG management often perform better and deliver superior returns over time. Engaging with companies to understand how they approach ESG management is an integral part of the investment process. Schroders is compliant with the UK Stewardship Code and its application with the principles therein is reported on its website: https://mybrand.schroders.com/m/602172 15fd4f6d0b/original/Schroders-2024- Active-Ownership-Report.pdf The Board receives reporting from the Investment Manager on the application of its ESG stewardship. A description of the Schroders policy on these matters can be found on Schroders’ website at http://www.schroders.com. Promotion The Company promotes its shares to aNbroad range of investors including discretionary wealth managers, private investors, nancial advisers and institutions which have the potential to be long-term supporters of the investment strategy. The Company seeks to achieve this through its Investment Manager and Corporate Broker, which promote the shares of the Company through regular contact with both current and potential shareholders. These activities consist of investor lunches, one-on-one meetings, regional road shows and attendance at conferences for professional investors. In addition, the Company’s shares are supported by the Investment Manager’s wider marketing of investment companies targeted at all types of investors. This includes maintaining close relationships with adviser and execution-only platforms, advertising in the trade press, maintaining relationships with nancial journalists and the provision of digital information on Schroders’ website. The Board also seeks active engagement with investors, and meetings with the Chair are oDered to investors when appropriate. Shareholders are encouraged to sign up to the Investment Manager’s Investment Trusts update, to receive information on the Company directly: https://www.schroders.com/en- gb/uk/individual/never-miss-an-update/. Schroder British Opportunities Trust plc?Annual Report and Financial Statements 2025 27 Section 1: Strategic Report Stakeholder Engagement – Section 172 Report During the year, the Board discharged its duty under section 172 of the Companies Act 2006 to promote the success of the Company for the bene t of its members as a whole, having regard to the interests of its stakeholders. The Board has identi ed its key stakeholders as the Company’s shareholders, the Investment Manager, other service providers and the investee companies. The Board takes a long-term view of the consequences of its decisions, and aims to maintain a reputation for high standards of business conduct and fair treatment among the Company’s shareholders. The Board notes that the Company has no employees and the impact of its own operations on the environment and local community is through the impact its service providers or investee companies have. Ful lling this duty naturally supports the Company in achieving its investment objective and helps to ensure that all decisions are made in a responsible way. In accordance with the requirements of the Companies (Miscellaneous Reporting) Regulations 2018, the Directors explain below how they have individually and collectively discharged their duties under section 172 of the Companies Act 2006 over the course of the year and key decisions made during the year and related engagement activities. Shareholders How the Board engaged All shareholders are invited to attend the AGM which is an opportunity for the Board and Investment Manager to present on the Company’s performance, future plans and prospects. It also allows shareholders the opportunity to meet with the Board and Investment Manager and raise questions and concerns. The AGM was held in person in 2024 and the Board, along with the Investment Manager, look forward to meeting and interacting with shareholders at the forthcoming AGM in September 2025. The Company’s web pages host the annual and half year reports. The Company publishes quarterly fact sheets which are available on the Company’s web pages along with the opportunity to view past webinars and sign up to receive a newsletter to receive regular updates on the Company. The Chair of the Board met with the Company’s major shareholders during the year and since the year end. Prior to the Board’s announcement in March 2025 regarding the Board’s proposal to amend the Company’s investment objective and policy, an extensive shareholder consultation exercise took place to understand views regarding the proposals that are documented in the circular. The Investment Manager engaged with a number of its investors during the year and regular feedback was provided to the Board. A number of promotional activities were undertaken during the year including portfolio manager interviews, a capital markets event, webinars and coverage in key publications. Why is engagement important Regular communication with existing and prospective shareholders ensures that the Board is cognisant of investor priorities and addresses any concerns raised. Clear communication of the Company’s strategy and performance against its investment objective can help maintain demand for the Company’s shares and promote an investor base that is interested in a long-term holding in the Company. Section 172 of the Companies Act 2006 states that: A Director of a company must act in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole, and in doing so have regard (amongst other matters) to the following six items: • The likely consequences of any decision in the long term; • The interests of the Company’s employees; • The need to foster the Company’s business relationships with suppliers, customers and other; • The impact of the Company’s operations on the community and the environment; • The desirability of the Company maintaining a reputation for high standards of business conduct; and • The need to act fairly as between members of the Company. Schroder British Opportunities Trust plc?Annual Report and Financial Statements 2025 28 Section 1: Strategic Report The Investment Manager Other service providers Investee companies How the Board engaged The Board maintains a constructive relationship with the Investment Manager, encouraging open discussion and recognising that the interests of shareholders and the Investment Manager are aligned. The Board invites the Investment Manager to attend all Board meetings and receives regular reports on the performance of the investments and the implementation of the investment strategy, policy and objective. The portfolio activities undertaken by the Investment Manager and the impact of decisions aDecting investment performance are set out in the Investment Manager’s Review on pages 6 to 11. The Management Engagement Committee reviews the performance of the Investment Manager, its remuneration and the discharge of its contractual obligations at least annually. The Board held various strategic meetings at which the Board and Investment Manager discussed key issues outside the normal Board reporting framework including the strategic direction of the Company. Why is engagement important The Investment Manager is the most signi cant service provider of the Company, and a description of its role can be found in the Investment Manager’s Review on pages 6 to 11. The Investment Manager’s performance is critical for the Company to deliver its investment strategy successfully and meet its objective to achieve long-term capital growth through investing in a diversi ed portfolio of public equity private equity companies. Engagement with the Company’s Investment Manager is necessary to review whether it is achieving the Company’s objectives and adhering to the Company’s policies and to understand the risks and opportunities. How the Board engaged The Board received reports regarding the service providers as well as carrying out a review of the service providers’ business continuity plans and additional cyber security provisions. Under delegated authority from the Board, the Management Engagement Committee reviewed all material third party service providers and their fees. The Board considered the ongoing appointments and fees of its service providers to be in the best interests of the Company and its shareholders as a whole and will continue to monitor their progress in the year ahead. The Directors were invited to attend an internal controls brie ng session arranged by the Investment Manager which assessed the internal controls of certain key service providers including the Company’s Depositary and Custodian, HSBC, the Company’s Registrar, Equiniti, and Schroders Group Internal Audit. This session allowed the Board to conduct due diligence on operations and IT risks amongst service providers; and to receive up to date information on changes to regulation and market practice in the industry. Why is engagement important The Company is a listed investment trust, that has outsourced its operations to third party service providers. To ensure the smooth operation of the Company, the Board engages with key service providers to ensure they are delivering their services in line with their contractual obligations. How the Board engaged The Investment Management team conducts face-to-face and/or virtual meetings with the management teams of all investee companies to understand current trading and prospects for their businesses, and to ensure that their investment principles and approach are understood. The Investment Manager has discretionary power to exercise the Company’s voting rights on resolutions proposed by the investee companies within the Company’s portfolio. The Investment Manager reports to the Board on stewardship (including voting) issues and the Board will question the rationale for voting decisions made. By active engagement and exercising voting rights, the Investment Manager actively works with companies to improve corporate standards, transparency and accountability. Why is engagement important As an investment trust the Company itself does not have any trading activity and has an outsourced business model. The Company has no direct social, community or environmental responsibilities, however, the Board monitors activities of investee companies through its delegation to the Investment Manager. Gaining a deeper understanding of the investment companies and their strategies as well as how they incorporate consideration of ESG factors into the investment process assists in understanding and mitigating risks of investments as well as identifying future potential opportunities. Schroder British Opportunities Trust plc?Annual Report and Financial Statements 2025 29 Section 1: Strategic Report Examples of stakeholder consideration and key decisions The Directors were particularly mindful of stakeholder considerations in reaching the following key decisions during the year ended 31NMarch 2025: • Prior to the Board’s announcement in March 2025 regarding proposals to amend the Company’s investment objective and policy, there was signi cant consideration given to the range of available options, which included an extensive shareholder consultation exercise. Following these discussions, it was the view of the Board that the private equity portion of the portfolio oDered a better opportunity set in the current environment. The proposals set out by the Board in the circular seek to address the underperformance of the public sleeve and maximise shareholder returns. • At the same time as proposing the amended investment policy, the Board also outlined proposals to bring forward the date on which shareholders will be given an opportunity to vote, and with the same weighted voting provisions, on the Company's continuation from early 2028 to early 2027 by changing the Company's Articles of Association. The changes to the Articles of Association are contingent on the new investment policy being approved by shareholders. The new Articles additionally set out a procedure for the disposal of assets to maximise returns of capital to shareholders, should shareholders vote against the continuation of the Company. • Subsequent to the year end, the Board and the Investment Manager agreed on certain changes to the performance fee, designed to more closely align it with the Company’s strategy. Further details regarding the agreed changes can be found on page 42. • The Board considered Board succession planning and undertook a recruitment process, in advance of the retirement of NeilNEngland at the 2024 AGM. In July 2024, Justin Ward and Jemma Bruton were appointed as independent non executive Directors, expanding the Board’s skill base. • The Board and Management Engagement Committee undertook reviews of the Investment Manager and the Company’s third-party service providers and agreed that their continued appointment and fees remained in the best interests of the Company and its shareholders. Schroder British Opportunities Trust plc?Annual Report and Financial Statements 2025 30 Section 1: Strategic Report Risk Report At least annually, the Audit and Risk Committee carries out a robust assessment of the principal and emerging risks which feeds into the Company’s risk register. Mitigations, the scoring of each risk, and any emerging risks are discussed in detail as part of this process to ensure that emerging as well as known risks are identi ed and, so far as practicable, mitigated. This system assists the Board in determining the nature and extent of the risks it is willing to take in achieving the Company’s strategic objectives. The above is considered noting that the Company has no employees and has delegated all operations to third party service providers. Risk assessment and internal controls review by the Board Risk assessment includes consideration of the scope and quality of the systems of internal control operating within key service providers, and ensures regular communication of the results of monitoring by such providers to the Audit and Risk Committee, including the incidence of signi cant control failings or weaknesses that have been identi ed at any time and the extent to which they have resulted in unforeseen outcomes or contingencies that may have a material impact on the Company’s performance or condition. The internal control environment of the Investment Manager, the Depositary and the Registrar are tested annually by independent external auditors. The reports are reviewed by the Audit and Risk Committee. Although the Board believes that it has aNrobust framework of internal control in place this can provide only reasonable, and not absolute, assurance against material nancial misstatement or loss and is designed to manage, not eliminate, risk. Actions taken by the Board and, where appropriate, its Committees, to manage and mitigate the Company’s principal and emerging risks and uncertainties are set out in the table below. During the year, the Board discussed and monitored a number of risks that could potentially impact the Company’s ability to meet its strategic objectives. The Board receives updates from the Investment Manager, Company Secretary and other service providers on emerging risks that could aDect the Company. The Board was mindful of the evolving global environment during the year; and the risks posed by volatile markets; geopolitical uncertainty; and in ation and interest rates levels which could aDect the asset class. No signi cant control failings or weaknesses were identi ed from the Audit and Risk Committee’s ongoing risk assessment throughout the nancial year and up to the date of this annual report. Having received the relevant reports, the Board is satis ed that the internal controls operated by the Company’s service providers are operating eDectively. Actions taken by the Board and, where appropriate, its Committees, to manage and mitigate the Company’s principal risks and uncertainties are set out in the table below. The “Change” column on the right highlights at a glance the Board’s assessment of any increases or decreases in risk during the year after mitigation and management. The arrows show the risks as increased, decreased, or unchanged. The Board, through its delegation to the Audit and Risk Committee, is responsible for establishing a process for identifying, managing and monitoring emerging and principal risks of the Company and monitoring the Company’s financial internal control systems. The Board has adopted a detailed matrix of principal risks affecting the Company’s business as an investment trust and has established associated policies and processes designed to manage and, where possible, mitigate those risks, which are regularly monitored by the Audit and Risk Committee. Schroder British Opportunities Trust plc?Annual Report and Financial Statements 2025 31 Section 1: Strategic Report Risk Mitigation and management Change Strategic Investment objective and promotion Company lifespan Market Market volatility Change of regulation IfNthe Board’s proposals are approved by shareholders, it is expected that the risk around the Company’s lifespan will increase as the Continuation Vote will be brought forward. The private equity Portfolio Managers have extensive experience and a track record of accurately timing the exits of private equity investments. The current Articles of Association of the Company require the Directors to put forward, at a general meeting of the Company to be held in the year 2028 but in any event no later than 31NMay 2028, a winding-up resolution to place the Company into voluntary liquidation, unless alternative proposals have been approved by shareholders, as outlined in the circular. InNthe event that the proposals are not approved by shareholders, the Company will commence winding up in 2028. Contingent on the adoption of the new investment policy, the Board is proposing to bring forward proposals to allow shareholders to vote, in the rst quarter of 2027, on the continuation of the Company with the same weighted voting provisions as that provided for by the 2028 resolution and to amend the process for a cessation by providing for a managed wind-down. These proposals will take the form of shareholder resolutions, which, if passed, will replace the Company’s investment policy (which includes its investment objective) as well as adopting a procedure for the disposal of assets and returns of capital to shareholders should shareholders not support the continuation of the Company. It could take several years until all of the Company’s private equity investments are disposed of and any nal distribution of proceeds made to shareholders. The appropriateness of the Company’s investment remit is regularly reviewed and the Board monitors the success of the Company in meeting its stated objectives. The Board has put forward proposals to amend the investment objective to address the underperformance of the public equity sleeve and maximise shareholder returns by having a fully private equity portfolio of companies. The Company’s investment objective may become out of line with the requirements of investors, or the Company’s investment strategy may not be su>ciently diDerentiated from other products resulting in the Company being subscale and shares trading at aNdiscount. The Investment Manager adopts an active management approach and focuses on sustainable businesses capable of generating long-term returns for shareholders. The Board receives quarterly reports from the Investment Managers on the performance of the Company’s investments and the market outlook. Underlying investee companies within the Company’s portfolio may experience uctuations in their operating results due to uctuations in the market or general economic conditions (including changes to interest rates, in ation, geopolitical and ESG related regulations, including those related to climate change). These would in turn aDect the performance of the Company. InNaddition, market pricing risk can aDect the valuation of both the Company and investee company share prices. The Board and Investment Manager monitor proposed changes to tax rules and report to the Board thereon. The Company bene ts from the current exemption for investment trusts from UK tax on chargeable gains. Any change to HMRC’s rules or taxation of investee companies could aDect the Company’s ability to provide returns to shareholders. Schroder British Opportunities Trust plc?Annual Report and Financial Statements 2025 32 Section 1: Strategic Report Risk Mitigation and management Change Operational Valuation Liquidity NAV discount Key person Contracts are drafted to include obligations to provide information with regard to investee companies in a timely manner, where possible. Schroders Capital has an extensive track record of valuing privately held investments. The Valuations Committee reviews all valuations of unquoted investments on a quarterly basis and the Audit and Risk Committee challenges valuation methodologies. The consideration of ESG factors (including climate change) is integrated into the investment process and reported at Board meetings. Private equity investments are generally less liquid and more di>cult to value than publicly traded companies. ANlack of open market data and reliance on investee company projections may also make it more di>cult to estimate fair value on aNtimely basis. Failure by the Investment Manager to identify potential ESG matters in an investee company, given their private nature, could lead to the Company’s shares being less attractive to investors as well as potential valuation issues in the underlying investee company. Concentration limits are imposed on single investments to minimise the size of positions, giving consideration to sector concentration. The Investment Manager considers liquidity risk when selecting investments. The Investment Manager will seek to manage cash ow such that the Company will be able to participate in follow up fundraisings where appropriate. The Board receives quarterly reports from the Investment Manager on the portfolio’s liquidity. Liquidity risks include those risks resulting from holding private equity investments as well as not being able to participate in follow-on fundraises through lack of available capital which could result in dilution of an investment. The Board monitors the NAV and receives regular updates. Although the Company has not bought-back any shares during the period the Board does have a discount/premium policy and considers whether share buy-backs would be for the bene t of the Company as aNwhole including its shareholders. In order to consider aNbuy-back the Board would need to take into account relevant factors and circumstances at the time. The Board monitors marketing and distribution activity regularly. The Company’s shares may not trade in line with NAV, depending on factors such as supply and demand for the Company’s shares, market conditions and general investor sentiment. If the Board adopts buybacks to help to manage the discount, this could reduce the Company’s NAV and increase the Company’s OCR. The Board regularly considers key man risk and seeks assurances concerning the depth of expertise of the investment management teams which manage the Company’s portfolio. The Board receives assurances from the Investment Manager regarding the Investment Manager’s incentive arrangements and succession planning. The Company’s investment portfolio is managed by the portfolio managers and, in particular, is led by a small number of key individuals. Loss of a Portfolio Manager could aDect performance and market sentiment leading to a widening discount of the share price compared with the NAV. Schroder British Opportunities Trust plc?Annual Report and Financial Statements 2025 33 Section 1: Strategic Report Risk Mitigation and management Change Operational Reliance on key service providers Experienced third party service providers are employed by the Company under appropriate terms and conditions and with agreed service level speci cations. Engagement agreements include clauses which set out the notice periods for termination. The Board receives regular reports from its service providers and the Management Engagement Committee reviews the performance of key service providers at least annually. The Audit and Risk Committee reviews reports on the external audits of the internal controls of certain key service providers. The Company has no employees and the Directors have been appointed on aNnon-executive basis. The Company is therefore reliant upon the performance of third-party service providers. Failure of any of the Company’s service providers to perform in accordance with the terms of its appointment, to protect against breaches of the Company’s legal and regulatory obligations such as data protection, orNto perform its obligations at all as aNresult of insolvency, fraud, breaches of cyber security, failures in business continuity plans or other causes, could have a material detrimental impact on the operation of the Company. Key service providers perform services that are integral to the operation of the Company and any of the Company’s service providers could terminate their contract. Schroder British Opportunities Trust plc?Annual Report and Financial Statements 2025 34 Section 1: Strategic Report Viability Statement and Going Concern Viability statement The Directors have assessed the viability of the Company over the ve year period ending 31 March 2030, taking into account the Company’s position at 31 March 2025 and the potential impact of the principal risks and uncertainties it faces for the review period. This is further detailed in the Chair’s Statement, Investment Manager’s Review and principal risks and uncertainties sections of this report. The Board believes that a period of ve years re ects a suitable time horizon for the investment cycle of private equity and the longer-term view taken by the Investment Manager and investors; this period is in line with the Company’s Key Information Document. As set out in the circular to shareholders published alongside this Annual Report and Financial Statements, the Board has proposed a change to the Company’s investment policy and to bring forward the date at which a Continuation Vote is required from early 2028 to early 2027, if no alternative arrangements are approved by shareholders beforehand. At the date of this report, the Board has no expectation that it will not put forward alternative proposals regarding the continuation of the Company to shareholders, or that such proposals will not be approved by shareholders. As an investment trust, the Company is entitled to bene cial treatment with regard to chargeable gains. Any changes to these taxation arrangements could aDect the viability of the Company to act as an eDective investment vehicle. In their assessment of the prospects for the Company over the next ve years, the Board has assumed that: • the Company will continue to meet the requirements to retain its status as an investment trust; • the business model of a closed ended investment company will continue to be attractive to investors; • that the Company’s performance will be attractive to shareholders; and • that the Company’s investment objective and investment policy will also continue to be attractive, either in the current form or with any amendments approved by shareholders pursuant to the aforementioned circular. The Directors have considered each of the Company’s principal risks and uncertainties and emerging risks detailed on pages 31 to 33. In line with FRS102, investments are recorded at fair value, which for the Company are quoted bid prices for investments in active markets at the statement of nancial position date and therefore re ect market participants’ views of emerging risks on the investments held. For private equity valuations, market comparables are used which take into account the risks aDecting similar investments. The Directors have also prepared nancial projections covering the next ve years, along with sensitivity analysis to assess the impact of a signi cant fall in equity markets on the value of the Company’s investment portfolio and the management of liquidity assuming the proposed change in investment policy is approved by shareholders. The Company is a closed- end investment trust and there is no requirement to redeem or buy back shares. Having considered all the Company’s resources, strategy, risks and probabilities, the Board has a reasonable expectation that the Company will continue to operate and meet its liabilities as they fall due, over the next ve years. Going concern The Directors have prepared nancial projections covering the period to the end of July 2026. These projections included the Company’s cash balances, the forecast income and expenditure ows as well as commitments to provide further funding to the Company’s private equity investee companies. The Directors have assessed the principal risks and uncertainties (including whether there were any emerging risks) and the matters referred to in the viability statement. Sensitivity analysis was performed on the projections to evaluate the impact of a signi cant fall in the value of the Company’s investments as well as the impact on the Company’s liquidity management of the proposed change in the Company’s investment policy. A substantial proportion of the Company’s expenditure varies with the value of the investment portfolio and as stated in the viability statement, there is no requirement to redeem or buy back the Company’s shares; the Company has no borrowings. Based on the work the Directors have performed, they have not identi ed any material uncertainties relating to events or conditions that, individually or collectively, may cast signi cant doubt on the Company’s ability to continue as a going concern for the period assessed by the Directors, being the period to 31 July 2026 which is at least 12 months from the date the nancial statements are authorised for issue. By order of the Board Schroder Investment Management Limited Company Secretary 28 July 2025 Schroder British Opportunities Trust plc?Annual Report and Financial Statements 2025 35 Section 1: Strategic Report Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 36 Section 2: Governance Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 37 Section 2: Governance Board of Directors 38 Directors’ Report 40 Audit and Risk Committee Report 44 Management Engagement Committee Report 47 Nomination Committee Report 48 Valuation Committee Report 50 Directors’ Remuneration Report 51 Statement of Directors’ Responsibilities 54 Section 2: Governance Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 38 Section 2: Governance Board of Directors Justin Ward Chair Length of service: appointed as a Director in July 2024. Experience: Justin is a Chartered Accountant with considerable investment experience and is a private equity specialist. He led and managed growth equity and private equity buyout transactions at CVC Capital Partners and as a partner at Hermes Private Equity and Bridgepoint Development Capital. He is an active angel investor and has served on the Board of aOnumber of private companies as a non-executive Director. Justin is currently aOnon-executive Director and Chair of the Investment Committee at Gresham House Income & Growth VCT plc and a non- executive Director and Chair of the Audit Committee at Hargreave Hale AIM VCT plc. Areas of expertise: Justin’s experience as a Chartered Accountant and as a private equity specialist, combined with his leadership in managing signi cant growth equity, and buyout transactions and portfolios, makes him a valuable member of the Board. Committee membership: Audit and Risk, Management Engagement, Valuations, and Nomination. Current remuneration: £44,500 per annum. Number of shares held: 40,691. Diana Dyer Bartlett Senior Independent non-executive Director and Chair of the Audit and Risk Committee Length of service: appointed as a Director in November 2020. Experience: After qualifying as a chartered accountant with Deloitte Haskins & Sells, Diana spent ve years in investment banking with Hill Samuel. Since then she has held aOnumber of executive roles including as nance Director of various venture capital and private equity backed businesses and listed companies involved in software, nancial services, renewable energy and coal mining. She was also Company Secretary of Tullett Prebon plc and Collins Stewart Tullett plc. Diana was previously Chair of Smithson Investment Trust plc. She is currently Audit Committee Chair of Mid Wynd International Investment Trust plc, and Audit Committee Chair of Mobius Investment Trust plc. Areas of expertise: Diana has a strong nancial background and her experience with both listed and unlisted companies makes her a valuable member of the Board. Committee membership: Audit and Risk (Chair), Management Engagement, Valuations, and Nomination. Current remuneration: £39,000 per annum. Number of shares held: 46,345. All Directors are non-executive and independent of the Investment Manager. All Directors are members of the Audit and Risk Committee, the Valuations Committee, the Management Engagement Committee and the Nomination Committee. * Shares were purchased on 24 April 2025. Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 39 Section 2: Governance Tim Jenkinson Independent non-executive Director and Chair of the Management Engagement Committee and Valuations Committee Length of service: appointed as a Director in November 2020. Experience: Tim is Professor of Finance atOthe Saïd Business School, University of Oxford, Director of the Oxford Private Equity Institute and one of the founders of the Private Equity Research Consortium. Tim’s research has won many awards. He is aOProfessorial Fellow at Keble College, University of Oxford and a Research Associate of the European Corporate Governance Institute. Tim is a partner at the European economic consulting rm Oxera. He has previously held Board positions in PSource Structured Debt Limited, the US nancial services rm DFC Global Corporation and the German utility comparison rm, Verivox GmbH. Tim was aOSpecialist Advisor to the Culture, Media and Sport Select Committee of the UK Parliament. Areas of expertise: Tim is an experienced researcher and lecturer, teaching courses on private equity, entrepreneurial nance, and valuation. Committee membership: Audit and Risk, Management Engagement (Chair), Valuations (Chair), and Nomination. Current remuneration: £39,000 per annum. Number of shares held: 6,609. Jemma Bruton Independent non-executive Director Length of service: appointed as a Director in July 2024. Experience: Jemma, an economics graduate from Cambridge and an INSEAD MBA, held aOnumber of senior positions at Goldman Sachs, latterly as Executive Director, Leveraged Finance. She is currently co-managing director at Salica Investments Advisory LLP (formerly Hambro Perks Advisory LLP), and leads their activities on origination, execution and portfolio management. She has extensive experience in venture investing and nancing and works closely with a number of high growth private companies in the UK and Europe. Areas of expertise: Jemma’s academic credentials, coupled with her leadership roles, positions her as a key asset to the Board, oMering invaluable expertise in investing and fostering growth among private companies. Committee membership: Audit and Risk, Management Engagement, Valuations, and Nomination. Current remuneration: £33,000 per annum. Number of shares held: Nil. Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 40 Section 2: Governance Directors’ Report Corporate governance statement The Company is committed to high standards of corporate governance and has implemented a framework for corporate governance which it considers to be appropriate for an investment trust. The Financial Conduct Authority requires all UK listed companies to disclose how they have applied the principles and complied with the provisions of the UK Corporate Governance Code 2018 (the “UK Code”) issued by the Financial Reporting Council (“FRC”). The UK Code is available on the FRC’s website: www.frc.org.uk. The Company is a member of the Association of Investment Companies (“AIC”), which has published its own Code of Corporate Governance to recognise the special circumstances of investment trusts (www.theaic.co.uk) as endorsed by the FRC. The Board has considered the principles and provisions of the AIC Code of Corporate Governance 2019 (the “AIC Code”), which addresses those set out in the UK Code, as well as setting out additional provisions on issues that are of speci c relevance to the Company as an investment trust. The AIC Code also includes an explanation of how the principles and provisions set out in the UK Code are adapted to make them relevant for investment companies. The Board considers that reporting against the principles and provisions of the AIC Code provides more relevant information to shareholders. The Board con rms that the Company has complied throughout the year under review with the relevant principles and provisions of the AIC Code. The UK Code includes provisions relating to: • the role of executive Directors and senior management; • executive Directors’ remuneration; • the need for an internal audit function; • the requirement to establish a Remuneration Committee. All of the Company’s day-to-day management and administrative functions are outsourced to third parties and the Company has no executive Directors, employees or internal operations. The Company has not therefore reported further in respect of these provisions. The Nomination Committee ful ls the function of the Remuneration Committee and considers any change in the Directors’ remuneration policy. As the Company does not have any executive Directors, it was not deemed appropriate to establish a separate Committee. As permitted under the AIC Code, the Chair is a member of the Audit and Risk Committee. An explanation as to why this is considered appropriate is set out in the Audit and Risk Committee Report on pageO44. Directors and o cers Chair The Chair is an independent non-executive Director who is responsible for the leadership of the Board and ensuring its eMectiveness in all aspects of its role. The Chair’s other signi cant commitments are detailed on page 38. Senior Independent Director (“SID”) The SID acts as a sounding board for the Chair, meets with major shareholders as appropriate, provides a channel for any shareholder concerns regarding the Chair and takes the lead in the annual evaluation of the Chair by the independent Directors. Company Secretary Schroder Investment Management Limited provides company secretarial support to the Board and is responsible for assisting the Chair with Board meetings and advising the Board with respect to governance. The Company Secretary also manages the relationship with the Company’s service providers, except for the Investment Manager. Role and operation of the Board The Board is the Company’s governing body; it sets the Company’s strategy and is collectively responsible to shareholders for its long-term success. The Board is responsible for appointing and subsequently monitoring the activities of the Investment Manager and other service providers to ensure that the investment objective of the Company continues to be met. The Board monitors that the Manager is adhering to the investment restrictions set by the Board and acting within the parameters set by it in respect of any gearing. Pages 22 to 26 sets out further detail of how the Board reviews the Company’s strategy, risk management and internal controls and also includes other information required for the Directors’ Report, and is incorporated by reference. A formal schedule of matters speci cally reserved for decision by the Board has been de ned and a procedure adopted for Directors, in the furtherance of their duties, to take independent professional advice at the expense of the Company. The Chair ensures that all Directors receive relevant management, regulatory and nancial information in a timely manner and that they are provided, on a regular basis, with key information on the Company’s policies, regulatory requirements and internal controls. The Board meets at least quarterly and receives and considers reports regularly from the Investment Manager and other key advisers and ad hoc reports and information are supplied to the Board as required. Matters considered by the Board include: the setting and monitoring of investment strategy; approval of borrowings and/or cash positions; review of investment performance; the level of premium or discount of the Company’s shares to NAV per share and promotion of the Company; and services provided by third parties. Additional meetings of the Board are arranged as required. The Board has approved a policy on Directors’ con icts of interest. Under this policy, Directors are required to disclose all actual and potential con icts of interest to the Board as they arise for consideration and approval. The Board may impose restrictions or refuse to authorise such con icts if deemed appropriate. No Directors have any connections with the Investment Manager, The Directors submit their Annual Report and Financial Statements of the Company for the year ended 31 March 2025. Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 41 Section 2: Governance shared directorships with other Directors or material interests in any contract which is signi cant to the Company’s business. Committees In order to assist the Board in ful lling its governance responsibilities, it has delegated certain functions to Committees. The roles and responsibilities of these Committees, together with details of work undertaken during the year under review, are outlined in the following pages. The reports of the Audit and Risk Committee, Valuations Committee, Management Engagement Committee and Nomination Committee are incorporated into and form part of the Directors’ Report. Each Committee’s eMectiveness was assessed, and judged to be satisfactory, as part of the Board’s annual review of the Board and its Committees. Key service providers The Board has adopted an outsourced business model and has appointed the following key service providers: Investment Manager The Company is an Alternative Investment Fund as de ned by the AIFM Directive and has appointed Schroder Unit Trusts Limited (“SUTL”) as the Investment Manager in line with the terms of an Alternative Investment Fund Manager (“AIFM”) agreement. The AIFM agreement, which is governed by the laws of England and Wales, can be terminated by either party on six months’ notice or on immediate notice in the event of certain breaches or the insolvency of either party. As at the date of this annual report no such notice had been given by either party. SUTL is authorised and regulated by the FCA and provides portfolio management, risk management, accounting and company secretarial services to the Company under the AIFM agreement. The Investment Manager also provides general marketing support for the Company and manages relationships with key investors, in conjunction with the Chair, other Board members or the Corporate Broker as appropriate. The Investment Manager has delegated investment management, administration, accounting and company secretarial services to another wholly owned subsidiary of Schroders plc, (“SIM”), which delegates certain accounting and administration services to HSBC Securities Services (UK) Limited, as administrator. The Investment Manager has in place appropriate professional indemnity cover. Private investments are managed by Schroders’ specialist private equity team, Schroders Capital. Schroders Capital has over 20Oyears’ experience successfully investing in companies, both directly via direct co-investment and through funds. They manage over £70.5Obillion of assets across several specialist strategies. The Schroders Group manages £758.4 billion (as at 31 March 2025) on behalf of institutional and retail investors, nancial institutions and high net worth clients from around the world, invested in aObroad range of asset classes across equities, xed income, multi-asset and alternatives. Fees payable to the Investment Manager The AIFM is entitled to receive from the Company a management fee calculated and paid quarterly in arrears, on the last Business Day of March, June, September and December, at an annual rate of 0.6% per annum of the quarterly cum income NAV. The AIFM will also be entitled to receive a performance fee, the sum of which will be equal to 15% of the amount by which the “PE Portfolio Total Return” at the end of a “Calculation Period” exceeds a hurdle of 10% per annum. “PE Portfolio” shall mean the Company’s private equity investments and any public equity investments which, at the time of investment, constituted private equity investments. “PE Portfolio Total Return” shall mean realised and unrealised gains and losses on the PE Portfolio during the Calculation Period, plus any dividends paid during the Calculation Period, minus any management fee or dealing costs payable in respect of the PEOPortfolio during the Calculation Period, expressed as aOpercentage of the time weighted invested capital of the PEOPortfolio. If a performance fee shall be payable in accordance with the above, it shall only be paid in full if the “Payment Amount” is greater than the performance fee. “Listed Value Change” means the aggregate price increase or decrease attributable to each PE Portfolio Investment in listed shares that are held at the end of the relevant Calculation Period. “Payment Amount” means the sum of: (i) aggregate net realised pro ts on PE Portfolio Investments since the start of the relevant Calculation Period; (ii) plus an amount equal to each IPO Unrealised Gain where the IPO of the relevant PE Portfolio Investment takes place during the relevant Calculation Period; (iii) Oif Listed Value Change is positive in respect of the Calculation Period, then plus an amount equal to the Listed Value Change or, if Listed Value Change is negative in respect of that Calculation Period, minus an amount equal to the “Listed Value Change”; and (iv) plus the aggregate amount of all dividends or other income received from PE Portfolio investments of the Company in that Calculation Period. If the NAV has decreased any accrued performance fee is carried forward and becomes payable in the next period in which the NAV increases. “Calculation Period” means each nancial period ending on the Company’s accounting reference date, except that: (i) the rst Calculation Period shall be the period commencing on Initial Admission and ending on 30 June 2021; and (ii) the nal Calculation Period shall be the period commencing on the day after the Company’s then accounting reference date and ending on the winding-up date. The accrued performance fee shall only be payable by the Company in respect of a Calculation Period if the Company’s net asset value per share has increased over that Calculation Period. The Company may make private equity investments through underlying investment vehicles in respect of which the AIFM or other members of the Schroders group may receive fees. In such circumstances, the AIFM will not charge any fees to the Company in respect of such investment. In addition, the AIFM will take all reasonable steps to ensure that any fee charged by an underlying investment vehicle does not exceed a fee that is approximately 15% on gains over a hurdle that is, as far as reasonably practicable, commensurate with the Performance Hurdle. The AIFM shall also be entitled to a company secretarial and administrative fee from the Company, equal to the lower of: (i) O0.2% per annum of the quarterly cum income Net Asset Value; and (ii) £250,000 per annum, paid quarterly in arrears on the last Business Day of March, June, September and December. Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 42 Section 2: Governance Subsequent to the year end, the Investment Manager and the Board have agreed that certain changes should be made to the performance fee to more closely align it to the Company’s strategy. The eMective date of the changes will be from 1 April 2025. The changes are as follows: • costs taken into account when calculating the performance fee are currently restricted to costs associated with the private equity portfolio. In future all administrative and operating costs of the Company will be taken into account, as well as taxes payable in respect of the PE portfolio; and • for the purposes of the performance fee calculation, cash, cash equivalents and money market funds, excluding any gains generated, will be included within the Private Equity portfolio. Details of all amounts payable to the Investment Manager are set out in noteO17 to the accounts on page 74. Depositary HSBC Bank plc, which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority (‘FCA’) and the Prudential Regulation Authority, carries out certain duties of aODepositary speci ed in the AIFM Directive including, in relation to the Company: – safekeeping of the assets of the Company which are entrusted toOit; – cash monitoring and verifying the Company’s cash ows; and – oversight of the Company and the Investment Manager. The Company, the Investment Manager and the Depositary may terminate the depositary agreement at any time by giving 90 days’ notice in writing. The Depositary may only be removed from oAce when aOnew Depositary is appointed by the Company. Registrar Equiniti Limited (“Equiniti”) has been appointed as the Company’s Registrar. Equiniti’s services to the Company include share register maintenance (including the issuance, transfer and cancellation of shares as necessary), acting as agent for the payment of any dividends, management of company meetings (including the registering of proxy votes and scrutineer services as necessary), handling shareholder queries and correspondence and processing corporate actions. Share capital and substantial share interests As at 31 March 2025, the Company had 73,900,000 ordinary shares of 1p in issue. 1,100,000 shares were held in treasury. Accordingly, the total number of voting rights in the Company at 31 March 2025 was 73,900,000. Details of changes to the Company’s share capital during the year are given in note 12 to the accounts on page 73. The Board will be seeking approval from shareholders to buy back shares, reissue shares held in treasury and issue new shares, as more particularly described in the AGM notice and Annual General Meeting – Recommendations section. All shares in issue rank equally with respect to voting, dividends and any distribution on winding up. The Company has received noti cations in accordance with the FCA’s Disclosure Guidance and Transparency Rule 5.1.2R of the below interests in 3% or more of the voting rights attaching to the Company’s issued share capital. The Company is reliant on investors to comply with these regulations, and certain investors may be exempted from providing these. As such, this should not be relied on as an exhaustive list of shareholders holding above 3% of the Company’s voting rights. At the year end, the following had declared a noti able interest in the Company’s voting rights: % As at of total 31 March voting 2025 rights Schroders plc 21,151,994 28.62% East Riding Of Yorkshire Council 15,000,000 20.30% 1607 Capital Partners, LLC 3,712,700 5.02% MIGO Opportunities Trust plc 2,217,014 3.00% Following the year end up until the date of this report, the Company received a noti cation that Staude Capital Pty Ltd holds 5.18% of the total voting rights. Revenue, nal dividend and dividend policy The net revenue loss for the year, after nance costs and taxation, was £808,000, equivalent to a revenue loss per ordinary share of 1.09Opence. The Company’s intention is to look for overall return rather than seeking any particular level of dividend income. Subject to the requirement to make distributions to maintain investment trust status, any dividends and other distributions paid by the Company will be made at the discretion of the Board. The payment of any such dividends or other distributions (if any) will depend on the Company’s ability to generate realised pro ts and to acquire investments which pay dividends, its nancial condition, its current and anticipated cash needs, its costs and netOproceeds on sale of its investments, legal and regulatory restrictions and such other factors as the Board may deem relevant from time to time. As such, investors should have no expectation that dividends or distributions will be paid at all. The Company has adopted a policy of allocating all operating costs to revenue reserves rather than apportioning any to the capital reserve. This policy is expected to result in a revenue loss being reported in most accounting periods. The Directors do not propose the payment of a dividend in respect of the year ended 31 March 2025 (2024: nil). Provision of information to the Auditor The Directors at the date of approval of this report con rm that, so far as each of them is aware, there is no relevant audit information of which the Company’s auditor is unaware; and each Director has taken all the steps that he or she ought to have taken as a Director in order to make himself or herself aware of any relevant audit information and to establish that the Company’s auditor is aware of that information. Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 43 Section 2: Governance Directors’ attendance at meetings The number of scheduled meetings of the Board and its Committees held during the year and the attendance of individual Directors is shown below. Management Audit and Risk Engagement Nomination Valuation Director Board Committee Committee Committee Committee Justin Ward 1 4/4 4/4 1/1 1/1 4/4 Diana Dyer Bartlett 3/4 3/4 1/1 1/1 3/4 Tim Jenkinson 4/4 4/4 1/1 1/1 4/4 Jemma Bruton 1 4/4 4/4 1/1 1/1 4/4 Neil England 2 1/1 1/1 n/a n/a 1/1 1 Appointed to the Board on 1 July 2024. 2 Retired from the Board on 18 September 2024. Directors’ and o cers’ liability insurance and indemnities Directors’ and oAcers’ liability insurance cover was in place for the Directors throughout the year. The Company’s Articles of Association provide, subject to the provisions of UK legislation, an indemnity for Directors in respect of costs which they may incur relating to the defence of any proceedings brought against them arising out of their positions as Directors, in which they are acquitted or judgment is given in their favour by the court. This indemnity is a qualifying third party indemnity policy and was in place throughout the year under review for each Director and to the date of this annual report. Company status In the circular sent to shareholders on 29 June 2025, the Board proposed, along with a change of investment policy, to amend the articles of association to bring forward the date on which shareholders will be given an opportunity to vote on the Company’s continuation from early 2028 to early 2027. The change of investment policy and amendment to the Articles of Association will be voted on by shareholders at the General Meeting to be held on 9OSeptember 2025. By order of the Board Schroder Investment Management Limited Company Secretary 28 July 2025 Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 44 Section 2: Governance Audit and Risk Committee Report Due to the size of the Board, all Directors are members of the Committee. Diana Dyer Bartlett is the Chair of the Committee. TheOBoard has satis ed itself that at least one of the Committee’s members has recent and relevant nancial experience and that the Committee as aOwhole has a level of competence relevant to the sector in which the Company operates. The AIC Code permits the Chair of the Board to be aOmember of the Audit Committee of an investment trust. As the Board is small, it is considered appropriate for the Chair of the Board, who was independent on appointment, to be aOmember of the Committee to enable to the Committee to bene t from his experience and knowledge. Terms of reference for the Committee are available on the Company’s webpage: https://www.schroders.com/sbot. Approach The Committee’s key roles and responsibilities are set out in the table below. Risk management and internal controls Principal and emerging risks and uncertainties To establish a process for identifying, assessing, managing and monitoring the principal and emerging risks of the Company and to explain how these are managed or mitigated. The Committee is responsible for reviewing the adequacy and eMectiveness of the Company’s internal controls and the whistleblowing procedures operated by the AIFM and other key services providers. Financial reports and valuation Reports and nancial statements To monitor the integrity of the half year and annual report and nancial statements of the Company and any formal announcements relating to the Company’s nancial performance and valuation. Going concern and viability To review the position and make recommendations to the Board in relation to whether it considers it appropriate to adopt the going concern basis of accounting in preparing its annual and half-yearly report and nancial statements. The Committee is also responsible for reviewing the disclosures made by the Company in the viability statement. Audit Audit results To discuss any matters arising from the audit and recommendations made by the auditor. Auditor appointment, independence and performance To make recommendations to the Board, in relation to the appointment, re-appointment, eMectiveness, and any non-audit services by the auditor and removal of the external auditor. To review their independence, and to recommend to the Board their remuneration. To review the audit plan and engagement letter. The Audit and Risk Committee is responsible for monitoring the integrity of the Company's financial performance and internal controls. Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 45 Section 2: Governance Application during the year The Committee identi ed no signi cant internal control issues during the Committee’s review of the Company’s principal risks and uncertainties. The below table sets out how the Committee discharged its duties during the year and up until the approval of this annual report. The Committee met four times during the year. Further details on attendance can be found on page 43. An evaluation of the Committee’s eMectiveness and review of its terms of reference was performed in March 2025 and the next will be completed as part of the Board and Committee evaluation process in the next reporting year. Risk management and internal controls Service provider controls The operational controls maintained by the Investment Manager, Administrator, Depositary and Registrar were reviewed and included consideration of: • a summary, prepared by the AIFM, following review, of the internal controls reports prepared bi-annually by HSBC’s external auditor in respect of its European Traditional Fund Services, Global Custody Services and Information Technology Services operations; • a summary, prepared by the AIFM following review, of the internal controls reports prepared annually by SIM; and • the Assurance Report on internal controls of Equiniti Share Registration Services. Internal controls and risk management Consideration of internal controls at aObrie ng session which assessed the internal controls of certain key service providers including the Company’s Depositary and Custodian, the Company’s Registrar, Equiniti, and Schroders Group Internal Audit. Compliance with the investment trust qualifying rules in S1158 of the Corporation Tax Act 2010 Consideration of the Investment Manager’s report con rming compliance. Principal risks Reviewed the principal and emerging risks together with key risk mitigations. The Committee considered the Company’s risk appetite statement. Financial reports and valuation Valuation and existence of holdings Considered reports from the Investment Manager and Depository, including quarterly reports and one at the year end. The Committee reviewed the valuation methodologies used for both public and private investments which supports the work undertaken by the Valuations Committee to review and report on the revaluations undertaken on the unquoted holdings during the period. The Committee continued to consider the IPEV guidelines and their implications for the Company’s valuations. Recognition of investment income Reviewed consideration of dividends received against forecast and the allocation of special dividends. The Committee took steps to gain an understanding of the processes to record investment income so that dividends paid by any investee companies held at any time during the year, had been recorded and, where appropriate, collected. Calculation of the investment management fee and performance fee Con rmed that the performance and management fees have been calculated in accordance with the AIFM agreement. Consideration of methodology used to calculate the fees, matched against the criteria set out in the AIFM agreement. Overall accuracy of the report and nancial statements Consideration of the draft report and nancial statements and the letter from the Investment Manager in support of the letter of representation to the auditor. Audit Meetings with the auditor The auditor attended meetings to present their audit plan and the ndings of the audit. The Committee met the auditor without representatives of the Investment Manager present. Effectiveness of the independent audit process and auditor performance Evaluated the eMectiveness of the independent audit rm and process prior to making a recommendation that it should be re-appointed at the forthcoming AGM. Evaluated the auditor’s performance against agreed criteria including: quali cation; knowledge, expertise and resources; independence policies; eMectiveness of audit planning; adherence to auditing standards; quality control procedures and reviews; and overall competence was considered, alongside feedback from the Investment Manager on the audit process. Professional scepticism of the auditor was questioned and the Committee was satis ed with the auditor’s replies. Auditor independence Ernst & Young LLP has provided audit services to the Company since it was appointed on 19 May 2021. This is the fthOyear that Ernst & Young LLP will be undertaking the Company’s audit. Auditors are required to rotate the senior statutory auditor every ve years. This is the fth year that the senior statutory auditor, Caroline Mercer, has conducted the audit of the Company’s annual report and nancial statements and will hand over to alternative audit partner for the nancial year ending 31OMarch 2026. The auditors were appointed due to their experience. There are no contractual obligations restricting the choice of external auditors. Audit results Met with and reviewed a comprehensive report from the auditor which detailed the results of the audit, compliance with regulatory requirements, safeguards that have been established, and on their own internal quality control procedures. Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 46 Section 2: Governance Risk management and internal controls Financial reports and valuation Fair, balanced and understandable Reviewed the annual report and nancial statements to advise the Board whether it was fair, balanced and understandable. Reviewed whether performance measures were re ective of the business, whether there was adequate commentary on the Company’s strengths and weaknesses and that the annual report and nancial statements, were taken as a whole and consistent with the Board’s view of the operation of the Company. Going concern and viability Reviewing the impact of risks on going concern and longer-term viability. The Committee reviewed the disclosures in the annual report and nancial statements on going concern and viability. The Committee reviewed the forecasts and sensitivity analysis prepared by the Investment Manager, the liquidity of the Company’s portfolio and the key risks which could aMect viability. Audit Provision of non-audit services by the auditor The Committee has reviewed the FRC’s Guidance on Audit Committees and has formulated a policy on the provision of non-audit services by the Company’s auditor. The Committee has determined that the Company’s appointed auditor will not be considered for the provision of certain non-audit services, such as accounting and preparation of the annual report and nancial statements, internal audit and custody. The auditor may, if required, provide other non-audit services which will be judged on a case-by-case basis however, they did not do so during the reporting period. The Committee was satis ed that this did not aMect the independence or objectivity of the auditor. Consent to continue as auditor Ernst & Young LLP indicated to the Committee their willingness to continue to act as auditor. Recommendations made to, and approved by, the Board: • The Committee recommended that the Board approve the quarterly valuations, half year report and the annual report and nancial statements. The Committee recommended that the going concern presumption be adopted in the annual report and nancial statements and the explanations set out in the viability statement. • As a result of the work performed, the Committee has concluded that the annual report and nancial statements for the year ended 31 March 2025, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company’s position, performance, business model and strategy, and has reported on these ndings to the Board. The Board’s conclusions in this respect are set out in the Statement of Directors’ Responsibilities on page 54. • Having reviewed the performance of the auditor as described above, the Committee considered it appropriate to recommend the rm’s re-appointment. Resolutions to re-appoint Ernst & Young LLP as auditor to the Company, and to authorise the Directors to determine their remuneration will be proposed at the AGM. • Following its annual review of the internal controls environment, the Committee concluded that the material controls had operated eMectively throughout the year; there were no changes to the Company’s risk management processes during the year and no signi cant failings or weaknesses in the internal controls framework were identi ed. • The Committee considered and reviewed the Company’s compliance with the investment trust qualifying rules in s1158 of the Corporation TaxOAct 2010, and speci cally the distribution requirements, noting that as the Company has reported a revenue loss after taxation, there is no requirement to pay a dividend. • As part of the Board Evaluation process, the Committee undertook an evaluation of its eMectiveness. The Committee con rmed that it had conducted its aMairs eAciently and in accordance with its terms of reference. Diana Dyer Bartlett Chair of the Audit and Risk Committee 28 July 2025 Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 47 Section 2: Governance Management Engagement Committee Report All Directors are members of the Committee. Tim Jenkinson Chaired the Committee during the year, however subsequent to year end it was agreed that Jemma Bruton would Chair the Committee with eMect from 30 September 2025. Its terms of reference are available on the Company’s webpage: https://www.schroders.com/sbot. The Committee held one scheduled meeting during the year. Approach The Committee’s key roles and responsibilities are set out in the table below. Application during the year Recommendations made to, and approved by, the Board: • That the ongoing appointment of the Investment Manager on the terms of the AIFM agreement, including the fee, was in the best interests of shareholders as a whole. • That the Company’s service providers’ performance and fees remained satisfactory. • As part of the Board Evaluation process, the Committee undertook an evaluation of its eMectiveness. The Committee con rmed that it had conducted its aMairs in accordance with its terms of reference. Tim Jenkinson Chair of the Management Engagement Committee 28 July 2025 Oversight of the Investment Manager The Committee: • reviews the Investment Manager’s performance, over the short and long term. • considers the reporting it has received from the Investment Manager throughout the year and the reporting from the Investment Manager to the shareholders. • assesses management fees including the performance fee on an absolute and relative basis, receiving input from the Company’s Broker, including peer group and industry gures, as well as the structure of the fees. • reviews the appropriateness of the Investment Manager’s contract, including terms such as notice period. • assesses whether the Company receives appropriate administrative, accounting, company secretarial and marketing support from the Investment Manager. Oversight of other service providers The Committee reviews the performance of the following service providers on at least an annual basis: • Depositary and Custodian; • Corporate Broker; and • Registrar. The Committee receives a report from the Company Secretary on ancillary service providers, and considers any recommendations. The Committee reviews all key service providers other than the external auditor, whose performance is reviewed by the Audit and Risk Committee. Oversight of the Investment Manager The Committee undertook a detailed review of the Investment Manager’s performance and agreed that it has the appropriate depth and quality of resource to deliver superior returns over the longer term. The Committee also reviewed the terms of the AIFM agreement, including consideration of the fee structure in light of the proposals outlined by the Board in relation to the investment policy. The Committee reviewed reports on the other services provided by the Investment Manager and agreed they were satisfactory. Oversight of other service providers The Committee conducted its annual review of service providers and concluded that their continued appointments were appropriate. The Committee noted that the Audit and Risk Committee had undertaken a detailed evaluation of the internal controls of the Manager, registrar, administrator, depositary and custodian. Further details are provided in the Audit and Risk Committee Report. The Management Engagement Committee is responsible for: (1) the monitoring and oversight of the Investment Manager’s performance and fees, and confirming the Investment Manager’s ongoing suitability, and (2) reviewing and assessing the Company’s other service providers, including reviewing their fees. Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 48 Section 2: Governance Nomination Committee Report The Nomination Committee is responsible for: (1) the recruitment, selection and induction of Directors; (2) their assessment during their tenure; (3) the Board’s succession planning; and (4) Directors’ fee. Selection and ongoing assessment of Directors All Directors are members of the Committee. Justin Ward is the Chair of the Committee. Its terms of reference are available on the Company’s webpage: https://www.schroders.com/sbot. The Committee held two scheduled meetings during the year. Approach The Committee’s key roles and responsibilities are set out in the table below. Selection and induction • Committee prepares a job speci cation for each role, and an independent recruitment rm is appointed. For the Chair of Committees, the Committee considers current Board members too. • Job speci cation outlines the knowledge, professional skills, personal qualities and experience requirements. • Potential candidates assessed against the Company’s diversity policy. • Committee discusses the long list, invites a number of candidates for interview and makes a recommendation to the Board. • Committee reviews the induction and training of new Directors. Board evaluation and Directors’ fees • Committee assesses each Director annually, and considers if an external evaluation is appropriate. • Evaluation focuses on whether each Director continues to demonstrate commitment to their role and provides aOvaluable contribution to the Board during the year, taking into account time commitment, independence, con icts and training needs. • Following the evaluation, the Committee provides a recommendation to shareholders with respect to the annual re-election of Directors at the AGM. • All Directors retire at the AGM and their re-election is subject to shareholder approval. • Committee reviews Directors’ fees, taking into account comparative data and reports to shareholders. • Any proposed changes to the remuneration policy for Directors discussed and reported to shareholders. Succession • The Board’s succession policy is that Directors’ tenure will be for no longer than nine years, except in exceptional circumstances, and that each Director will be subject to annual re-election at the AGM. • Committee reviews the Board’s current and future needs at least annually. Should any need be identi ed the Committee will initiate the selection process. • Committee oversees the handover process for retiring Directors. Application of succession policy Selection Induction Annual evaluation Annual review of succession policy Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 49 Section 2: Governance Application during the year Selection and induction • Following a rigorous selection process using an independent external recruitment agency, Nurole, Justin Ward and Jemma Bruton were appointed to the Board with eMect from 1 July 2024. • The new Directors engaged in an induction programme with the Manager and its various operating functions as well as other key service providers. • Justin Ward and Jemma Bruton were elected as Directors at the 2024 AGM. Board evaluation and Directors’ fees The Committee assessed each Director annually, considering if an external evaluation was required and it was concluded that an internal Board evaluation would be appropriate. • Evaluation focused on whether each Director continues to demonstrate commitment to their role and provides aOvaluable contribution to the Board during the reporting period, taking into account time commitment, independence, con icts and training needs. • Following the evaluation, the Committee has provided a recommendation to shareholders with respect to the annual re-election of Directors at the AGM. • All Directors retire at the AGM and their re-election is subject to shareholder approval. • Committee reviewed Directors’ fees, taking into account comparative data and reports to shareholders. • There were no proposed changes to the remuneration policy for Directors. Succession • The Committee believes it is important for the Board to have the appropriate skills and diversity and will continue to review composition and succession plans with these in mind. Recommendations made to, and approved by, the Board: • In order to strengthen the Board’s skill set and increase the number of directors to four, Justin Ward and Jemma Bruton were appointed as non-executive Directors with eMect from 1 July 2024 as approved by the Company’s shareholders at the AGM on 18OSeptember 2024. • That all Directors continue to demonstrate commitment to their roles, provide a valuable contribution to the deliberations of the Board, and Directors remain free from con icts with the Company and its Directors contribute to the long-term sustainable success of the Company, and should all be recommended for re-election by shareholders at the AGM. • That Directors’ fees would remain unchanged for the forthcoming nancial year. • The Director's Remuneration Report be put to shareholders as ordinary resolutions at the forthcoming AGM. • As part of the Board Evaluation process, the Committee undertook an evaluation of its eMectiveness. The Committee con rmed that it had conducted its aMairs in accordance with its terms of reference. Justin Ward Chair of the Nomination Committee 28 July 2025 Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 50 Section 2: Governance Valuations Committee Report The valuations team operates independently to the Investment Management team. Tim Jenkinson is the Chair and the other Directors are members of the Committee. Its terms of reference are available on the Company’s webpage: https://www.schroders.com/sbot. Approach The Committee’s key roles and responsibilities are set out in the table below. Recommendations made to, and approved by, the Board: • The Committee recommended that the Board approve the quarterly valuations, for inclusion in the half year report and the annual report and nancial statements. • As part of the Board Evaluation process, the Committee undertook an evaluation of its eMectiveness. The Committee con rmed that it had conducted its aMairs in accordance with its terms of reference. Tim Jenkinson Chair of the Valuations Committee 28 July 2025 Valuation and existence of holdings The Committee: • meets at least four times a year to consider the private equity quarterly NAV revaluations. The Committee also considers the public equity holdings (where necessary) to ensure complete oversight of the entire portfolio; • formulates valuation policies for investments of the Company, considers whether independent valuation of the portfolio is required and approves the valuations for both public and private investments; and • considered reports from the Investment Manager at each meeting. Application during the year The Committee met with the Investment Manager’s valuation team at each meeting and reviewed the basis on which each investment had been valued. The Committee reviewed and recommended valuation inputs for quarterly NAV calculations. The Committee challenged the multiples that had been used and reviewed the usage of market comparables. The Committee discussed the ongoing progress of investee companies to understand how this would have an eMect on valuations. The Valuations Committee is responsible for reviewing, and where necessary, challenging the valuations carried out by the specialist in-house valuations team. Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 51 Section 2: Governance Directors’ Remuneration Report At the AGM held on 18 September 2024, 99.85% of the votes cast (including votes cast at the Chair’s discretion) in respect of approval of the Directors’ Remuneration Policy were in favour, while 0.15% were against and 24,000 votes were withheld. At the AGM held on 18 September 2024, 99.85% of the votes cast (including votes at the Chair’s discretion) in respect of approval of the Director’s Remuneration Report were in favour, while 0.15% were against. Directors’ remuneration policy It is the Board’s policy to determine the level of Directors’ remuneration having regard to amounts payable to non-executive Directors in the industry generally, the role that individual Directors ful l in respect of Board and Committee responsibilities, and time committed to the Company’s aMairs, taking into account the aggregate limit of fees set out in the Company’s Articles of Association. This aggregate level of Directors’ fees is currently set at £500,000 per nancial year and any increase in this level requires approval by the Board and the Company’s shareholders. The Chair of the Board, the Chair of the Audit and Risk Committee and the Chair of the Valuations Committee each receive fees to re ect their additional responsibilities. Directors’ fees are set at aOlevel to recruit and retain individuals of suAcient calibre, with the level of knowledge, experience and expertise necessary, and to promote the success of the Company in reaching its short and long-term strategic objectives. The Board and its Committees comprise non-executive Directors. No Director past or present has an entitlement to a pension from the Company and the Company has not, and does not intend, to operate a share scheme for Directors or to award any share options or long-term performance incentives to any Director. No Director has aOservice contract with the Company; however, Directors have a letter of appointment. Directors do not receive exit payments and are not provided with any compensation for loss of oAce. No other payments are made to Directors other than the reimbursement of reasonable out-of-pocket expenses incurred in attending to the Company’s business. Any Director who performs services which in the opinion of the Directors are outside the scope of the ordinary duties of a Director, may be paid additional remuneration to be determined by the Directors, subject to the previously mentioned fee cap. Implementation of policy The terms of Directors’ letters of appointment are available for inspection at the Company’s registered oAce address during normal business hours and during the AGM at the location of such meeting. The Board did not seek the views of shareholders in setting this remuneration policy. Any comments on the policy received from shareholders would be considered on a case by case basis. As the Company does not have any employees, no employee pay and employment conditions were taken into account when setting this remuneration policy and no employees were consulted in its construction. Directors’ fees are reviewed annually and take into account research from third parties on the fee levels of Directors of peer group companies, in ation, as well as industry norms and factors aMecting the time commitment expected of the Directors. New Directors are subject to the provisions set out in this remuneration policy. The remuneration policy below is currently in force and is subject to a binding vote every three years. The next vote will take place at the AGM in 2027 and the current policy provisions will apply until that date. The Directors’ report on remuneration is subject to an annual advisory vote. An ordinary resolution to approve this report will be put to shareholders at the forthcoming AGM. Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 52 Section 2: Governance Directors’ report on remuneration This report sets out how the remuneration policy was implemented during the year ended 31 March 2025. Fees paid to Directors The following amounts were paid by the Company to Directors for their services in respect of the year ended 31 March 2025. Directors’ remuneration is all xed; they do not receive any variable remuneration. Fees Taxable bene ts 1 Total Year ended Year ended Year ended Year ended Year ended Year ended 31 March 31 March 31 March 31 March 31 March 31 March 2025 2024 2025 2024 2025 2024 Director £ £ £ £ £ £ Justin Ward 2 (Chairman) 30,898 – 468 – 31,366 – Diana Dyer Bartlett 39,000 37,875 1,334 – 40,334 37,875 Jemma Bruton 2 24,750 – 468 – 25,218 – Tim Jenkinson 39,000 35,250 1,010 – 40,010 35,250 Neil England 3 20,880 43,250 350 – 21,230 43,250 154,528 116,375 3,630 – 158,158 116,375 1 Comprises amounts reimbursed for expenses incurred in carrying out business for the Company, and which have been grossed up to include PAYE and NI contributions. 2 Appointed on 1 July 2024. 3 Retired on 18 September 2024. The information in the above table has been audited. Consideration of matters relating to Directors’ remuneration The determination of the Directors’ fees is considered by the Nomination Committee who make recommendations to the Board. Directors’ remuneration was last reviewed by the Nomination Committee and the Board in September 2024. The Committee considered the current remuneration levels and agreed that given the size of the Company, the fees remained appropriate and no changes were to be recommended at this time. Although no external advice was sought in considering the levels of Directors’ fees, information on fees paid to Directors of other investment companies managed by Schroders and peer group companies provided by the Investment Manager and Corporate Broker was taken into consideration as was independent third party research. It was agreed that Director fees would remain unchanged for the upcoming nancial year. Change in annual remuneration payable Change in Change in Change in Change in Change in annual fee over annual fee over annual fee over annual fee over annual fee over the year ended the year ended the year ended the year ended the year ended 31 March 31 March 31 March 31 March 30 June 2025 2024 2023 2022 2021 Directors % % % % 3 % 4 Justin Ward 1 (Chairman) n/a n/a n/a n/a n/a Diana Dyer Bartlett 6.5 3.1 3.9 3.4 32.9 Jemma Bruton 1 n/a n/a n/a n/a n/a Tim Jenkinson 13.5 11.7 4.6 0.3 29.0 Neil England 2 n/a 3.0 2.5 2.6 32.0 1 Appointed on 1 July 2024. 2 Retired on 18 September 2024. 3 The fees payable above are in respect of the nine month period ended 31 March 2022. 4 The fees payable above are in respect of the nine month period ended 30 June 2021. The table below compares the remuneration payable to Directors, to distributions made to shareholders during the year under review and the prior period. In considering these gures, shareholders should take into account the Company’s investment objective. Distributions to shareholders (share buy-backs) vs Directors’ remuneration Year ended Year ended 31 March 31 March 2025 2024 Change £000 £000 % Remuneration payable to Directors 158 116 36.2 Distributions paid to shareholders (share buy-backs) – – – Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 53 Section 2: Governance Performance graph since 1 December 2020 (launch date) Share price return versus FTSE 250 ex-Investment Trusts Index 1 total return for the period from launch date on 1 December 2020, to 31OMarch 2025. 1 Source: Morningstar. Rebased to 100 at 1 December 2020. The FTSE 250 ex Investment Trusts Index has been selected as an appropriate comparison as it best represents the companies that the Investment Manager uses to select investment opportunities. Companies within this index represent the growth characteristics that the Investment Manager seeks to meet the long term investment objective of delivering returns to shareholders. Directors’ share interests The Company’s Articles of Association do not require Directors to own shares in the Company. The interests of Directors, who held oAce at the end of the year, including those of connected persons, at the beginning and end of the nancial year under review, are set out below. At 31 March At 31 March 2025 1 2024 1 Justin Ward 2 0 0 Diana Dyer Bartlett 46,345 46,345 Jemma Bruton 2 0 0 Tim Jenkinson 6,609 6,609 1 Ordinary shares of 1p each. 2 Appointed to the Board on 1 July 2024. The information in the above table has been audited. On behalf of the Board Justin Ward Chair 28 July 2025 60 70 80 90 100 110 120 Jun 21 Dec 20 Mar 25 Mar 24 Mar 23 Mar 22 Schroder British Opportunities Ord Benchmark 1: FTSE 250 Ex Investment Trust TR GBP Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 54 Section 2: Governance Statement of Directors’ Responsibilities in respect of the Annual Report and Financial Statements Company law requires the Directors to prepare nancial statements for each nancial year. Under that law, the Directors have prepared the annual report and nancial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising Financial Reporting Standard (FRS) 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” and applicable law). Under company law, the Directors must not approve the nancial statements unless they are satis ed that they give a true and fair view of the state of aMairs of the Company and of the return or loss of the Company for that period. In preparing these nancial statements, the Directors are required to: • select suitable accounting policies and then apply them consistently; • make judgements and accounting estimates that are reasonable and prudent; • state whether applicable UK Accounting Standards, comprising FRS 102, have been followed, subject to any material departures disclosed and explained in the nancial statements; • notify the Company’s shareholders in writing about the use of disclosure exemptions in FRS 102, used in the preparation of the nancial statements; and • prepare the nancial statements on a going concern basis unless it is inappropriate to presume that the Company will continue in business. The Directors are responsible for keeping adequate accounting records that are suAcient to show and explain the Company’s transactions and disclose with reasonable accuracy at any time the nancial position of the Company and enable them to ensure that the nancial statements and the Directors’ Remuneration Report comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. The Investment Manager is responsible for the maintenance and integrity of the webpage dedicated to the Company. Legislation in the United Kingdom governing the preparation and dissemination of nancial statements may diMer from legislation in other jurisdictions. Directors’ statement Each of the Directors, whose names and functions are listed on pagesO38 and 39, con rm that to the best of their knowledge: • the nancial statements, which have been prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), give a true and fair view of the assets, liabilities, nancial position and net return of the Company; • the Strategic Report contained in the annual report and nancial statements includes a fair review of the development and performance of the business and the position of the Company, together with aOdescription of the principal risks and uncertainties that it faces; and • the annual report and nancial statements, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company’s position and performance, business model and strategy. On behalf of the Board Justin Ward Chair 28 July 2025 The Directors are responsible for preparing the Annual Report and Financial Statements in accordance with applicable law and regulations. Schroder British Opportunities Trust plcHAnnual Report and Financial Statements 2025 55 Section 2: Governance Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 56 Section 3: Independent Auditor’s Report and Financial Statements Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 57 Section 3: Independent Auditor’s Report and Financial Statements Independent Auditor’s Report 58 Statement of Comprehensive Income 63 Statement of Changes in Equity 64 Statement of Financial Position 65 Cash Flow Statement 66 Notes to the Financial Statements 67 Section 3: Independent Auditor’s Report and Financial Statements Opinion We have audited the nancial statements of Schroder British Opportunities Trust plc (the “Company”) for the year ended 31 March 2025 which comprise the Statement of Comprehensive Income, the Statement of Changes in Equity, the Statement of Financial Position, the Cash Flow Statement and the related notes 1 to 23 including a summary of signi cant accounting policies. The nancial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice). In our opinion, the nancial statements: • give a true and fair view of the Company’s a airs as at 31 March 2025 and of its pro t for the year then ended; • have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and • have been prepared in accordance with the requirements of the Companies Act 2006. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the nancial statements section of our report. We believe that the audit evidence we have obtained is su cient and appropriate to provide a basis for our opinion. Independence We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the nancial statements in the UK, including the FRC’s Ethical Standard as applied to public interest entities, and we have ful lled our other ethical responsibilities in accordance with these requirements. The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the Company and we remain independent of the Company in conducting the audit. Conclusions relating to going concern In auditing the nancial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the nancial statements is appropriate. Our evaluation of the directors’ assessment of the Company’s ability to continue to adopt the going concern basis of accounting included: • Con rming our understanding of the Company’s going concern assessment process and engaging with the Directors and the Company Secretary to determine if all key factors that we have become aware of during our audit were considered in their assessment. • Inspecting the directors’ assessment of going concern, including the revenue forecast, for the period to 31 July 2026 which is at least 12 months from the date the nancial statements were authorised for issue. • Reviewing the factors and assumptions, including the impact of the current economic environment, the circular, and other signi cant events that could give risk to market volatility, as applied to the revenue forecast and the liquidity assessment of the investments. We considered the appropriateness of the methods used to calculate the revenue forecast and the liquidity assessment and determined, through testing of the methodology and calculations, that the methods, inputs and assumptions utilised were appropriate to be able to make an assessment for the Company. • Considering the mitigating factors included in the revenue forecasts that are within the control of the Company. We reviewed the Company’s assessment of the liquidity of investments held and evaluated the Company’s ability to sell those investments in order to cover working capital requirements as a result of the Company operating at a revenue loss. • Considering the commitments that have been made with respect to the purchase of unquoted investments to ensure that these have been appropriately taken account of when preparing the forecast. • Reviewing the Company’s going concern disclosures included in the annual report in order to assess that the disclosures were appropriate and in conformity with the reporting standards. Based on the work we have performed, we have not identi ed any material uncertainties relating to events or conditions that, individually or collectively, may cast signi cant doubt on the company’s ability to continue as a going concern for a period 31 July 2026, which is at least 12 months from when the nancial statements are authorised for issue. In relation to the Company’s ’s reporting on how they have applied the UK Corporate Governance Code, we have nothing material to add or draw attention to in relation to the directors’ statement in the nancial statements about whether the directors considered it appropriate to adopt the going concern basis of accounting. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the company’s ability to continue as a going concern. Overview of our audit approach Key audit matters • Risk of incorrect valuation or ownership of the investment portfolio. Materiality • Overall materiality of £0.82 million (2024: £0.81 million) which represents 1% (2024:1%) of shareholders’ funds. An overview of the scope of our audit Tailoring the scope Our assessment of audit risk, our evaluation of materiality and our allocation of performance materiality determine our audit scope for the Company. This enables us to form an opinion on the nancial statements. We take into account size, risk pro le, the organisation of the Company and e ectiveness of controls, the potential impact of climate change and changes in the business environment when assessing the level of work to be performed. Climate change There has been increasing interest from stakeholders as to how climate change will impact companies. The Company has determined that the impact from climate change could a ect the Company’s investment valuation and overall investment process. This is explained in the principal risks and uncertainties section on pages 31 to 33 which forms part of the “Other information,” rather than the audited nancial statements. Our procedures on these unaudited disclosures therefore consisted solely of Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 58 Section 3: Independent Auditor’s Report and Financial Statements Independent Auditor’s Report to the Members of Schroder British Opportunities Trust plc considering whether they are materially inconsistent with the nancial statements or our knowledge obtained in the course of the audit or otherwise appear to be materially misstated. Our audit e ort in considering climate change was focused on the adequacy of the Company’s disclosures in the nancial statements as set out in note 1 and conclusion that there was no further impact of climate change to be taken into account. The quoted investments are valued based on market pricing as required by FRS 102 and the unquoted investments are valued using a variety of techniques consistent with the recommendations set out in the International Private Equity and Venture Capital (IPEV) guidelines which also re ect each investment’s exposure to climate change risk. We also challenged the directors’ considerations of climate change in their assessment of viability and associated disclosures. Key audit matters Key audit matters are those matters that, in our professional judgement, were of most signi cance in our audit of the nancial statements of the current period and include the most signi cant assessed risks of material misstatement (whether or not due to fraud) that we identi ed. These matters included those which had the greatest e ect on: the overall audit strategy, the allocation of resources in the audit; and directing the e orts of the engagement team. These matters were addressed in the context of our audit of the nancial statements as a whole, and in our opinion thereon, and we do not provide a separate opinion on these matters. Key observations communicated Risk Our response to the risk to the Audit Committee The results of our procedures identi ed no material misstatements in relation to the risk of incorrect valuation or ownership of the investment portfolio. We have performed the following procedures: We obtained an understanding of the Portfolio Manager’s and the Administrator’s processes and controls surrounding legal title and valuation of quoted and unquoted investments by performing walkthrough procedures. For all quoted investments in the portfolio, we veri ed the market prices and exchange rates applied to an independent pricing vendor and recalculated the investment valuations as at the year end. We con rmed with the Administrator that there were no investments with stale prices for the quoted investments as at the year end and therefore no stale pricing report produced. We obtained the market prices, from an independent pricing vendor, for 5 business days pre and post the year end date and calculated the day-on-day movement and con rmed there are no stale prices. We compared the Company’s quoted and unquoted investment holdings at 31 March 2025 to independent con rmations received directly from the company’s Custodian and Depositary. We obtained con rmations directly from independent third parties with respect to the unquoted investments held by the company. We engaged our team of valuation specialists to review the valuations of all unquoted investments which included completing the following procedures: • Reviewing the valuation papers for the year ended 31 March 2025 to gain an understanding of, and comment on, the valuation methodologies and assumptions used; • Assessing whether the valuations have been performed in line with general valuation approaches as set out in UK GAAP and the International Private Equity and Venture capital (‘IPEV’) guidelines; Incorrect valuation or ownership of the investment portfolio(as described on page 44 in the Audit and Risk Committee Report and as per the accounting policy set out on page 67). The value of the investment portfolio at 31 March 2025 was £82.23 million (2024: £83.09 million) consisting of quoted investments with an aggregate value of £23.62 million (2024: £30.23 million) and unquoted investments with an aggregate value of £58.61 million (2024: £52.86 million). The valuation of the assets held in the investment portfolio is the key driver of the Company’s net asset value and total return. Incorrect investment pricing, or a failure to maintain proper legal title to the investments held by the Company could have a signi cant impact on the portfolio valuation and the return generated for shareholders. The fair value of quoted investments is determined by reference to bid prices which are at close of business on the reporting date. Unquoted investments are valued at fair value by the Directors following a detailed review and appropriate challenge of the valuations proposed by Schroder Capital (the “Portfolio Manager”). The unquoted investment policy applies methodologies consistent with the International Private Equity and Venture Capital Valuation guidelines (‘IPEV’). The valuation of the unquoted investments, and the resultant impact on the unrealised gains/(losses), is the area requiring the most signi cant judgement and estimation in the preparation of the nancial statements and has been classi ed as an area of fraud risk as highlighted below on page 62. Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 59 Section 3: Independent Auditor’s Report and Financial Statements Key observations communicated Risk Our response to the risk to the Audit and Risk Committee There have been no changes to the areas of audit focus raised in the above risk table from the prior year. Our application of materiality We apply the concept of materiality in planning and performing the audit, in evaluating the e ect of identi ed misstatements on the audit and in forming our audit opinion. Materiality The magnitude of an omission or misstatement that, individually or in the aggregate, could reasonably be expected to in uence the economic decisions of the users of the nancial statements. Materiality provides a basis for determining the nature and extent of our audit procedures. We determined materiality for the company to be £0.82 million (2024: £0.81 million), which is 1% (2024: 1%) of shareholders’ fund. We believe that shareholders’ funds provides us with materiality aligned to key measure of the company’s performance. Performance materiality The application of materiality at the individual account or balance level. It is set at an amount to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds materiality. On the basis of our risk assessments, together with our assessment of the company’s overall control environment, our judgement was that performance materiality was 75% (2024: 75%) of our planning materiality, namely £0.61 million (2024: £0.61 million). • Assessing the appropriateness of data inputs and challenging the assumptions used to support the valuations; • Assessing other facts and circumstances, such as market movements and comparative company information, that have an impact on the fair market value of the investments; and • Performing comparative calculations to assess whether the valuation conclusions are reasonable and within an independently calculated acceptable valuation range. We recalculated the unrealised gains/losses on unquoted investments as at the year-end using the book-cost reconciliation and reviewed the fair value hierarchy disclosure for consistency with our understanding of the investments held. For purchases of unquoted investments made during the period, we obtained supporting documents from the Portfolio Manager and agreed these to the purchase cost per the accounting records and to bank statements. We corroborated all of inputs used in the valuation to underlying supporting information. Where relevant, we obtained the most recent reporting produced by the general partners and compared these to the company’s valuations as at 31 March 2025 to ensure consistencies in the assumptions or data inputs used. Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 60 Section 3: Independent Auditor’s Report and Financial Statements Reporting threshold An amount below which identi ed misstatements are considered as being clearly trivial. We agreed with the Audit and Risk Committee that we would report to them all uncorrected audit di erences in excess of £0.04 million (2024: £0.04 million), which is set at 5% of planning materiality, as well as di erences below that threshold that, in our view, warranted reporting on qualitative grounds. We evaluate any uncorrected misstatements against both the quantitative measures of materiality discussed above and in light of other relevant qualitative considerations in forming our opinion. Other information The other information comprises the information included in the annual report other than the nancial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the nancial statements does not cover the other information and, except to the extent otherwise explicitly stated in this report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the nancial statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the nancial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of the other information, we are required to report that fact. We have nothing to report in this regard. Opinions on other matters prescribed by the Companies Act 2006 In our opinion the part of the directors’ remuneration report to be audited has been properly prepared in accordance with the Companies Act 2006. In our opinion, based on the work undertaken in the course of the audit: • the information given in the strategic report and the directors’ report for the nancial year for which the nancial statements are prepared is consistent with the nancial statements; and • the strategic report and directors’ reports have been prepared in accordance with applicable legal requirements. Matters on which we are required to report by exception In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identi ed material misstatements in the strategic report or directors’ report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: • adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or • the nancial statements and the part of the Directors’ Remuneration Report to be audited are not in agreement with the accounting records and returns; or • certain disclosures of directors’ remuneration speci ed by law are not made; or • we have not received all the information and explanations we require for our audit. Corporate Governance Statement We have reviewed the directors’ statement in relation to going concern, longer-term viability and that part of the Corporate Governance Statement relating to the company’s compliance with the provisions of the UK Corporate Governance Code speci ed for our review by the UK Listing Rules. Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate Governance Statement is materially consistent with the nancial statements or our knowledge obtained during the audit: • Directors’ statement with regards to the appropriateness of adopting the going concern basis of accounting and any material uncertainties identi ed set out on page 34. • Directors’ explanation as to its assessment of the company’s prospects, the period this assessment covers and why the period is appropriate set out on page 34. • Director’s statement on whether it has a reasonable expectation that the group will be able to continue in operation and meets its liabilities set out on page 34. • Directors’ statement on fair, balanced and understandable is set out on page 54. • Board’s con rmation that it has carried out a robust assessment of the emerging and principal risks set out on page 30. • The section of the annual report that describes the review of e ectiveness of risk management and internal control systems set out on page 45 and; • The section describing the work of the Audit Committee set out on page 44. Responsibilities of directors As explained more fully in the directors’ responsibilities statement set out on page 54, the directors are responsible for the preparation of the nancial statements and for being satis ed that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of nancial statements that are free from material misstatement, whether due to fraud or error. In preparing the nancial statements, the directors are responsible for assessing the company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the nancial statements Our objectives are to obtain reasonable assurance about whether the nancial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to in uence the economic decisions of users taken on the basis of these nancial statements. Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 61 Section 3: Independent Auditor’s Report and Financial Statements Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect irregularities, including fraud. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the company and management. • We obtained an understanding of the legal and regulatory frameworks that are applicable to the company and determined that the most signi cant are United Kingdom Generally Accepted Accounting Practice, the Companies Act 2006, the UK Listing Rules, the UK Corporate Governance Code, the Association of Investment Companies’ (the ‘AIC’) Code of Corporate Governance, the AIC’s Statement of Recommended Practice, Section 1158 of the Corporation Tax Act 2010 and The Companies (Miscellaneous Reporting) Regulations 2018. • We understood how the company is complying with those frameworks through discussions with the Audit and Risk Committee and company Secretary and review of Board and Committee minutes and review of papers provided to the Audit and Risk Committee. • We assessed the susceptibility of the company’s nancial statements to material misstatement, including how fraud might occur by considering the key risks impacting the nancial statements. We identi ed fraud risks with respect to the incorrect valuation of the unquoted investments and the resulting impact on unrealised gains/(losses). Further discussion of our approach is set out in the section on key audit matters above. • Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Our procedures involved review of the reporting to the directors with respect to the application of the documented policies and procedures and review of the nancial statements to ensure compliance with reporting requirements of the company. A further description of our responsibilities for the audit of the nancial statements is located on the Financial Reporting Council’s website at https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report. Other matters we are required to address • Following the recommendation from the Audit and Risk Committee, we were appointed by the company on 19 May 2021 to audit the nancial statements for the year ending 30 June 2021 and subsequent nancial periods. The period of total uninterrupted engagement including previous renewals and reappointments is ve years, covering the periods ending 30 June 2021 and 31 March 2022, to the year ending 31 March 2025. • The audit opinion is consistent with the additional report to the Audit and Risk Committee. Use of our report This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s members as a body, for our audit work, for this report, or for the opinions we have formed. Caroline Mercer (Senior statutory auditor) for and on behalf of Ernst & Young LLP, Statutory Auditor Edinburgh 28 July 2025 Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 62 Section 3: Independent Auditor’s Report and Financial Statements Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 63 Section 3: Independent Auditor’s Report and Financial Statements Statement of Comprehensive Income for the year ended 31 March 2025 2025 2025 2025 2024 2024 2024 Revenue Capital Total Revenue Capital Total Note £’000 £’000 £’000 £’000 £’000 £’000 Gains on investments held at fair value through pro t or loss 2 – 934 934 – 2,738 2,738 Gains on foreign exchange – 3 3 – – – Revenue from investments 3 386 232 618 267 – 267 Other interest receivable and similar income 3 24 – 24 98 – 98 Gross return 410 1,169 1,579 365 2,738 3,103 Portfolio management fee 4 (448) – (448) (432) – (432) Performance fee 4 – – – – – – Administrative expenses 5 (770) – (770) (655) – (655) Net return/(loss) before nance costs and taxation (808) 1,169 361 (722) 2,738 2,016 Finance costs – – – – – – Net return/(loss) before taxation (808) 1,169 361 (722) 2,738 2,016 Taxation 6 – – – – – – Net return/(loss) after taxation (808) 1,169 361 (722) 2,738 2,016 Return/(loss) per share (pence) 8 (1.09) 1.58 0.49 (0.98) 3.71 2.73 The “Total” column of this statement is the pro t and loss account of the Company. The “Revenue” and “Capital” columns represent supplementary information prepared under guidance issued by The Association of Investment Companies. The Company has no other items of other comprehensive income, and therefore the net return after taxation is also the total comprehensive income for the year. All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued in the period. The notes on pages 67 to 79 form an integral part of these accounts. Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 64 Section 3: Independent Auditor’s Report and Financial Statements Called-up share Special Capital Revenue capital reserve reserves reserve Total £’000 £’000 £’000 £’000 £’000 At 31 March 2023 750 71,957 8,253 (1,649) 79,311 Net return/(loss) after taxation – – 2,738 (722) 2,016 At 31 March 2024 750 71,957 10,991 (2,371) 81,327 Net return/(loss) after taxation – – 1,169 (808) 361 At 31 March 2025 750 71,957 12,160 (3,179) 81,688 The notes on pages 67 to 79 form an integral part of these accounts. Statement of Changes in Equity for the year ended 31 March 2025 Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 65 Section 3: Independent Auditor’s Report and Financial Statements 2025 2024 Note £’000 £’000 Fixed assets Investments held at fair value through pro t or loss 9 82,231 83,092 Current assets Debtors 10 852 15 Cash at bank and in hand 10 799 790 1,651 805 Current liabilities Creditors: amounts falling due within one year 11 (1,078) (900) Net current assets/(liabilities) 573 (95) Total assets less current liabilities 82,804 82,997 Creditors: amounts falling due after more than one year Performance fee (1,116) (1,670) Net assets 81,688 81,327 Capital and reserves Called-up share capital 12 750 750 Capital reserves 13 84,117 82,948 Revenue reserve 13 (3,179) (2,371) Total equity shareholders’ funds 81,688 81,327 Net asset value per share (pence) 14 110.54 110.05 The accounts were approved and authorised for issue by the Board of Directors on 28 July 2025 and signed on its behalf by: Justin Ward Chair The notes on pages 67 to 79 form an integral part of these accounts. Registered in England and Wales as a public company limited by shares Company registration number: 12892325 Statement of Financial Position at 31 March 2025 Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 66 Section 3: Independent Auditor’s Report and Financial Statements 2025 2024 Note £’000 £’000 Net cash out ow from operating activities 15 (1,021) (743) Investing activities Purchases of investments (19,837) (14,658) Sales of investments 20,864 8,432 Net cash in ow/(out ow) from investing activities 1,027 (6,226) Net cash in ow/(out ow) in the year 6 (6,969) Cash at bank and in hand at the beginning of the year 790 7,759 Net cash out ow in the year 6 (6,969) Exchange movements 3 – Cash at bank and in hand at the end of the year 799 790 Included under operating activities are dividends received during the period amounting to £552,000 (year ended 31 March 2024: £376,000) and interest receipts amounting to £24,000 (year ended 31 March 2024 : £111,000). The notes on pages 67 to 79 form an integral part of these accounts. Cash Flow Statement for the year ended 31 March 2025 Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 67 Section 3: Independent Auditor’s Report and Financial Statements 1. Accounting policies (a) Basis of accounting Schroder British Opportunities Trust plc (the “Company”) is registered in England and Wales as a public company limited by shares. The Company’s registered o ce is 1 London Wall Place, London EC2Y 5AU, United Kingdom. The nancial statements are prepared in accordance with the Companies Act 2006, United Kingdom Generally Accepted Accounting Practice (“UK GAAP”), in particular the Financial Reporting Standard (FRS) 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”, and with the Statement of Recommended Practice “Financial Statements of Investment Trust Companies and Venture Capital Trusts” (the “SORP”) issued by the Association of Investment Companies in July 2022, except for certain nancial information required by paragraph 82(c) regarding unquoted holdings with a value greater than 5% of the portfolio or included in the top 10, where information is not publicly available. All of the Company’s operations are of a continuing nature. The nancial statements have been prepared on a going concern basis under the historical cost convention, with the exception of investments and derivative nancial instruments measured at fair value through pro t or loss. The Directors believe that the Company has adequate resources to continue operating for the period to 31 July 2026, which is at least 12 months from the date of approval of these nancial statements. In forming this opinion, the Directors have taken into consideration: the controls and monitoring processes in place; the Company’s creditors; the level of operating expenses, comprising largely variable costs which would reduce pro rata in the event of a market downturn and the Company’s revenue forecasts. In forming this opinion, the Directors have also considered the Company’s principal risks, including climate change. Further details of Directors’ considerations are given in the Going Concern Statement, Viability Statement and under the Principal and Emerging Risks heading on page 44. The nancial statements have been prepared on the assumption that approval as an investment trust will continue to be granted. The nancial statements are presented in sterling and amounts have been rounded to the nearest thousand. The accounting policies applied to these nancial statements are consistent with those applied in the nancial statements for the year ended 31 March 2024. (b) Use of judgements, estimates and assumptions The preparation of the nancial statements requires management to make estimates and assumptions that a ect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may di er from these estimates. The resulting accounting estimates and assumptions will, by de nition, seldom equal the related actual results. Judgements, estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods a ected. The key judgements, estimates and assumptions in the accounts are the determination of the fair values of the unquoted investments by the Investment Manager for consideration by the Directors. These estimates are key, as they signi cantly impact the valuation of the unquoted investments at the year end. The fair valuation process involves estimation using subjective inputs that are unobservable (for which market data is unavailable). The key judgements, estimates and assumptions are described in note 19 on page 75. Fair value estimates are cross-checked to alternative estimation methods where possible to improve the robustness of the estimates. The risk of an over or under estimation of fair values is greater when methodologies are applied using more subjective inputs. (c) Valuation of investments The Company’s business is investing in nancial assets with a view to pro ting from their total return in the form of income and capital growth. This portfolio of nancial assets is managed and its performance evaluated on a fair value basis, in accordance with a documented investment objective and information is provided internally on that basis to the Company’s Board of Directors. Accordingly, upon initial recognition the investments are recognised by the Company as “held at fair value through pro t or loss”. Investments are included initially at transaction price, excluding expenses incidental to purchase which are written o to capital at the time of acquisition. Subsequently the investments are valued at fair value, using the methodology below. This valuation process is consistent with International Private Equity and Venture Capital (“IPEV”) guidelines issued in December 2022, which are intended to set out current best practice on the valuation of Private Equity investments. (i) Investments traded in active markets are valued using quoted bid prices. (ii) Investments which are not traded in an active market are valued using the price of a recent investment, where there is considered to have been no material change in fair value. (iii) Where (ii) is no longer considered appropriate, investments are valued at the price used in a material arm’s length transaction by an independent third party, and where there is no impact on the rights of existing shareholders. (iv) In the absence of (iii), one of the following methods may be used: • Revenue or EBITDA multiples, based on listed investments in the relevant sector but adjusted for lack of marketability. • Recent transaction prices adjusted for the company’s performance against key milestones. • Option price modelling. Notes to the Financial Statements for the year ended 31 March 2025 (v) Investments in funds are valued using the NAV per unit with an appropriate discount or premium applied to arrive at a unit price. Purchases and sales of quoted investments are accounted for on a trade date basis. Purchases and sales of unquoted investments are recognised when the related contract becomes unconditional. In line with FRS102 the Company’s listed investments are valued at fair value, which are quoted bid prices for investments in active markets at the accounting date and therefore re ect market participants view of climate change risk on the investments held. The Company’s unquoted investments at 31 March 2025 were valued using a variety of techniques consistent with the recommendations set out in IPEV guidelines. Valuations of all unquoted investments are cross-checked for reasonableness using alternative methods such as: prices of recent transactions, earnings multiples, probability weighted expected returns or option pricing models as appropriate, and are therefore deemed to re ect market participants view of climate change risk on the investments held. (d) Accounting for reserves Gains and losses on sales of investments are included in the Statement of Comprehensive Income and in capital reserves within “Gains and losses on sales of investments”. Increases and decreases in the valuation of investments held at the year end are included in the Statement of Comprehensive Income and in capital reserves within “Holding gains and losses on investments”. Foreign exchange gains and losses on cash and deposit balances are included in the Statement of Comprehensive Income and in capital reserves. (e) Income Dividends receivable are included in revenue on an ex-dividend basis except where, in the opinion of the Board, the dividend is capital in nature, in which case it is included in capital. Overseas dividends are included gross of any withholding tax. Deposit interest outstanding at the period end is calculated and accrued on a time apportionment basis using market rates of interest. (f) Expenses All expenses are accounted for on an accruals basis. Expenses are allocated wholly to revenue column of the Statement of Comprehensive Income with the following exceptions: • Any performance fee is allocated 100% to capital. • Expenses incidental to the purchase or sale of an investment are charged to capital. These expenses are commonly referred to as transaction costs and mainly comprise brokerage commission. Details of transaction costs are given in note 9 on page 72. (g) Cash at bank and in hand Cash at bank and in hand may comprise cash and demand deposits which are readily convertible to a known amount of cash and are subject to insigni cant risk of changes in value. (h) Financial instruments Other debtors and creditors do not carry any interest, are short-term in nature and are accordingly stated at nominal value, with debtors reduced by appropriate allowances for estimated irrecoverable amounts. Bank loans are measured at transaction price, which is the proceeds received net of direct issue costs. After initial recognition, subsequent measurement is based on amortised cost. (i) Taxation The tax charge for the period includes a provision for all amounts expected to be received or paid. Deferred tax is provided on all timing di erences that have originated but not reversed by the accounting date. Deferred tax liabilities are recognised for all taxable timing di erences but deferred tax assets are only recognised to the extent that it is probable that taxable pro ts will be available against which those timing di erences can be utilised. Deferred tax is measured at the tax rate which is expected to apply in the periods in which the timing di erences are expected to reverse, based on tax rates that have been enacted or substantively enacted at the balance sheet date and is measured on an undiscounted basis. (j) Value added tax (VAT) Expenses are disclosed inclusive of the related irrecoverable VAT. (k) Foreign currency In accordance with FRS 102, the Company is required to determine a functional currency, being the currency in which the Company predominantly operates. The Board, having regard to the currency of the Company’s share capital and the predominant currency in which its shareholders operate, has determined that sterling is the functional currency and the currency in which the nancial statements are presented. Transactions denominated in foreign currencies are converted at actual exchange rates as at the date of the transaction. Monetary assets, liabilities and equity investments, denominated in foreign currencies at the year end are translated at the rates of exchange prevailing at 4.00 p.m. on the accounting date. Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 68 Section 3: Independent Auditor’s Report and Financial Statements Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 69 Section 3: Independent Auditor’s Report and Financial Statements (l) Repurchases of shares into treasury and subsequent reissues The cost of repurchasing the Company’s own shares into treasury, including the related stamp duty and transaction cost is dealt with in the Statement of Changes in Equity. Share repurchase transactions are accounted for on a trade date basis. The sales proceeds of treasury shares reissued are treated as a realised pro t up to the amount of the weighted average price of those shares and is transfered to capital reserves. Any excess of sales proceeds over the purchase price transferred to “share premium”. 2. Gains on investments held at fair value through profit or loss 2025 2024 £’000 £’000 Losses on sales of investments based on historic cost (979) (1,282) Amounts recognised in investment holding gains and losses in the previous year in respect of investments sold in the year 2,658 1,641 Gains on sales of investments based on the carrying value at the previous balance sheet date 1,679 359 Unrealised (losses)/gain recognised in respect of investments continuing to be held (745) 2,379 Gains on investments held at fair value through pro t and loss 934 2,738 3. Revenue from investments 2025 2024 £’000 £’000 Revenue from investments: UK dividends 344 252 Overseas dividends 42 15 386 267 Other interest receivable and similar revenue: Deposit interest 24 98 Total revenue 410 365 Capital: Special dividend allocated to capital 232 – Total Income 642 365 4. Investment management fee and performance fee 2025 2024 £’000 £’000 Revenue: Investment management fee 448 432 Capital: Performance fee – – The bases for calculating the investment management and performance fees are set out in the Director’s Report on page 41 and details of all amounts payable to the Investment Manager are given in note 17 on page 74. 5. Administrative expenses 2025 2024 £’000 £’000 Other administrative expenses 273 233 Company secretarial and administrative fee payable to Schroders 190 158 Directors’ fees 1 155 116 Auditor’s remuneration for the audit of the Company’s annual accounts 2 152 148 770 655 1 Full details are given in the remuneration report on pages 51 to 53. 2 Includes VAT amounting to £25,000 (2024: £24,000). 6. Taxation (a) Analysis of tax charge for the period 2025 2025 2025 2024 2024 2024 Revenue Capital Total Revenue Capital Total £’000 £’000 £’000 £’000 £’000 £’000 Taxation – – – – – – The Company has no corporation tax liability for the year ended 31 March 2025 (year ended 31 March 2024: nil). (b) Factors affecting tax charge for the period 2025 2025 2025 2024 2024 2024 Revenue Capital Total Revenue Capital Total £’000 £’000 £’000 £’000 £’000 £’000 Net return/(loss) before taxation (808) 1,169 361 (722) 2,738 2,016 Net return/(loss) before taxation multiplied by the Company’s applicable rate of corporation tax for the year of 25.0% (year ended 31 March 2024: 25.0%) (202) 292 90 (181) 685 504 E ects of: Capital (loss) on investments – (234) (234) – (685) (685) Income not chargeable to corporation tax (96) (58) (154) (67) – (67) Unrelieved management expenses 298 – 298 248 – 248 Taxation for the year – – – – – – (c) Deferred taxation The Company has an unrecognised deferred tax asset of £1,583,000 (2024: £1,285,000) based on a prospective corporation tax rate of 25% (year ended 31 March 2024: 25%). This deferred tax asset has arisen due to the cumulative excess of deductible expenses over taxable income. Given the composition of the Company’s portfolio, it is not likely that this asset will be utilised in the foreseeable future and therefore no asset has been recognised in the nancial statements. Given the Company’s intention to meet the conditions required to retain its status as an Investment Trust Company, no provision has been made for deferred tax on any capital gains or losses arising on the revaluation or disposal of investments. 7. Dividends The Company has reported a revenue loss after taxation of £808,000 (year ended 31 March 2024: £722,000) for the year and accordingly there is no requirement to pay a dividend under Section 1158 of the Corporation Tax Act 2010. Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 70 Section 3: Independent Auditor’s Report and Financial Statements Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 71 Section 3: Independent Auditor’s Report and Financial Statements 8. Return/(loss) per share 2025 2024 Revenue loss (£’000) (808) (722) Capital gain (£’000) 1,169 2,738 Total return (£’000) 361 2,016 Weighted average number of shares in issue during the year 73,900,000 73,900,000 Revenue loss per share (pence) (1.09) (0.98) Capital return per share (pence) 1.58 3.71 Total return per share (pence) 0.49 2.73 9. Investments held at fair value through profit or loss (a) Movement in investments 2025 2024 £’000 £’000 Opening book cost 71,272 66,328 Opening investment holding gains 11,820 7,800 Opening fair value 83,092 74,128 Purchases at cost 19,837 14,658 Sales proceeds (21,632) (8,432) Gains on investments held at fair value through pro t or loss 934 2,738 Closing fair value 82,231 83,092 Closing book cost 68,498 71,272 Closing investment holding gains 13,733 11,820 Closing fair value 82,231 83,092 (b) Material revaluations of unquoted investments Year ended 31 March 2025 Opening Closing valuation valuation 2024 Purchases Sales Revaluation 2025 £’000 £’000 £’000 £’000 £’000 Investment Rapyd Financial Network 6,837 – – (2,498) 4,339 Cera EHP S.à r.l. 8,046 20 – (832) 7,234 Expana (formerly Mintec) 9,591 – – 545 10,136 Pirum Systems 6,884 – – 582 7,466 Culligan (formerly Waterlogic) 5,585 25 – (220) 5,390 EasyPark 6,171 30 – 305 6,506 CFC Underwriting 5,661 125 – 459 6,245 Learning Curve 1,556 152 – 142 1,850 Graphcore 2,533 – (3,042) 509 – Acturis – 4,415 – (64) 4,351 Head rst – 3,448 – 1,646 5,094 52,864 8,215 (3,042) 574 58,611 Year ended 31 March 2024 Opening Closing valuation valuation 2023 Purchases Sales Revaluation 2024 £’000 £’000 £’000 £’000 £’000 Investment Rapyd Financial Network 8,399 – – (1,562) 6,837 Cera EHP S.à r.l. 6,986 51 – 1,009 8,046 Mintec 8,614 – – 977 9,591 Pirum Systems 6,087 – – 797 6,884 Culligan (formerly Waterlogic) 5,053 26 – 506 5,585 EasyPark 4,492 50 – 1,629 6,171 CFC Underwriting 4,098 1,170 – 393 5,661 Learning Curve 2,455 675 – (1,574) 1,556 Graphcore 1,778 – – 755 2,533 47,962 1,972 – 2,930 52,864 (c) Material disposals of unquoted investments Graphcore was sold for £3,042,000 in the year ended 31 March 2025 (31 March 2024 : none). (d) Transaction costs The following transaction costs, comprising stamp duty and brokerage commission and legal fees, were incurred in the year: 2025 2024 £’000 £’000 On acquisitions Stamp duty and brokerage commission 14 5 On disposals Brokerage commission 2 4 16 9 10. Current assets Debtors 2025 2024 £’000 £’000 Securities sold awaiting settlement 768 – Dividends and interest receivable 76 11 Other debtors 8 4 852 15 The Directors consider that the carrying amount of debtors approximates to their fair value. Cash at bank and in hand The carrying amount of cash, amounting to £799,000 (2024: £790,000), represents its fair value. 11. Current liabilities 2025 2024 Creditors: amounts falling due within one year £’000 £’000 Other creditors and accruals 524 900 Performance fee 554 – 1,078 900 The Directors consider that the carrying amount of creditors falling due within one year approximates to their fair value. Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 72 Section 3: Independent Auditor’s Report and Financial Statements Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 73 Section 3: Independent Auditor’s Report and Financial Statements 12. Called-up share capital The issued share capital at the accounting date was as follows: 2025 2024 £’000 £’000 Ordinary Shares allotted, called up and fully paid: 73,900,000 (2024: 73,900,000) shares of 1p each: 739 739 Subtotal of 73,900,000 (2024: 73,900,000) shares 739 739 1,100,000 (2024: 1,100,000) shares held in treasury 11 11 Closing balance 1 750 750 1 Represents 75,000,000 (2024: 75,000,000) shares of 1p each, including 1,100,000 (2024: 1,100,000) held in treasury. 13. Capital and Reserves Year ended 31 March 2025 \ Capital & Reserves Special Gains and Investment distributable losses holding capital on sales of gains and Revenue reserve 1 investments 2 losses 3 reserve 4 £'000 £'000 £'000 £'000 At 31 March 2024 71,957 (829) 11,820 (2,371) Gains on sales of investments based on the carrying value at the previous balance sheet date – 1,679 – – Unrealised loss recognised in respect of investments continuing to be held – – (745) – Transfer on disposal of investments – (2,658) 2,658 – Realised gains on foreign exchange balances – 3 – – Special dividends allocated to capital – 232 – – Retained revenue for the year – – – (808) At 31 March 2025 71,957 (1,573) 13,733 (3,179) Year ended 31 March 2024 Capital & Reserves Special Gains and Investment distributable losses holding capital on sales of gains and Revenue reserve 1 investments 2 losses 3 reserve 4 £'000 £'000 £'000 £'000 At 31 March 2023 71,957 453 7,800 (1,649) Gains on sales of investments based on the carrying value at the previous balance sheet date – 359 – – Unrealised gain recognised in respect of investments continuing to be held – – 2,379 – Transfer on disposal of investments – (1,641) 1,641 – Performance fee allocated to capital – – – – Retained revenue for the year – – – (722) At 31 March 2024 71,957 (829) 11,820 (2,371) The Company’s Articles of Association permit dividend distributions out of realised capital pro ts. 1 This is a distributable capital reserve arising from the cancellation of the share premium, and may be distributed as dividends or used to repurchase the Company’s own shares. 2 This is a realised (distributable) capital reserve and may be distributed as dividends or used to repurchase the Company’s own shares. 3 This reserve may include some holding gains/(losses) on liquid investments (which may be deemed to be realised) and other amounts which are unrealised. An analysis has not been made between those amounts that are realised (and may be distributed as dividends or used to repurchase the Company’s own shares) and those that are unrealised. 4 A credit balance on the revenue reserve may be distributed as dividends or used to repurchase the Company’s own shares. 14. Net asset value per share 2025 2024 Net assets attributable to shareholders (£’000) 81,688 81,327 Shares in issue at the year end 73,900,000 73,900,000 Net asset value per share (pence) 110.54 110.05 15. Reconciliation of total return on ordinary activities before finance costs and taxation to net cash outflow from operating activities 2025 2024 £’000 £’000 Net return before taxation 361 2,016 Less capital return before taxation (1,169) (2,738) (Increase)/decrease in prepayments and accrued income (65) 122 (Increase)/decrease in other debtors (4) 14 Decrease in creditors and performance fee payable (376) (157) Special dividends allocated to capital 232 – Net cash out ow from operating activities (1,021) (743) 16. Uncalled capital commitments At 31 March 2025, the Company had uncalled capital commitments amounting to £3,323,000 (31 March 2024: £3,726,000) in respect of follow-on investments, which may be called by investee companies, subject to their achievement of certain milestones and objectives. Uncalled capital commitments are expected to be paid within two years of 31 March 2025. 17. Transactions with the Investment Manager Under the terms of the Alternative Investment Fund Manager Agreement, the Investment Manager is entitled to receive a management fee, a company secretarial and administrative fee, and a performance fee. Details of the bases of these calculations are given in the Directors’ Report on page 41. The management fee payable in respect of the year ended 31 March 2025 amounted to £448,000 (31 March 2024: £432,000), and £227,000 was outstanding at the year end (31 March 2024: £432,000). Any investments in funds managed or advised by the Investment Manager or any of its associated companies, are excluded from the assets used for the purpose of the calculation and therefore incur no fee. There were £8,193,000 held in such investments at the year end (year ended 31 March 2024: £10,795,000). No performance fee was earned for the current year (31 March 2024: £nil), and no performance fee has been paid to date. As at 31 March 2025, a performance fee of £1,670,000 remains accrued and unpaid (31 March 2024: £1,670,000). Of this amount, £554,000 is payable within the next nancial year, while the remaining £1,116,000 will continue to be deferred in accordance with the terms of the AIFM Agreement, and will be payable in future periods subject to performance conditions being met. The company secretarial and administrative fee payable for the year amounted to £190,000 (year ended 31 March 2024: £158,000). Company secretarial and administration fees amounting to £81,000 (31 March 2024: £181,000) were outstanding at the year end. No Director of the Company served as a Director of any company within the Schroders Group at any time during the year. 18. Related party transactions Details of the remuneration payable to Directors are given in the Directors’ Remuneration Report on page 52 and details of Directors’ shareholdings are given in the Directors’ Remuneration Report on page 53. Details of transactions with the Investment Manager are given in note 17 above. There have been no other transactions with related parties during the year (period ended 31 March 2024: nil). Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 74 Section 3: Independent Auditor’s Report and Financial Statements Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 75 Section 3: Independent Auditor’s Report and Financial Statements 19. Disclosures regarding financial instruments measured at fair value The Company’s nancial instruments within the scope of FRS 102 that are held at fair value comprise its investment portfolio. FRS 102 requires that nancial instruments held at fair value are categorised into a hierarchy consisting of the three levels below. A fair value measurement is categorised in its entirety on the basis of the lowest level input that is signi cant to the fair value measurement. Level 1 – valued using unadjusted quoted prices in active markets for identical assets. Level 2 – valued using observable inputs other than quoted prices included within Level 1. Level 3 – valued using inputs that are unobservable. Details of the Company’s policy for valuing investments and derivative instruments are given in note 1(b) on page 67 and 1(c) on pages 67 and 68. Level 3 investments have been valued in accordance with note 1(c) (i) – (v). The Company’s unquoted investments at 31 March 2025 were valued using a variety of techniques consistent with the recommendations set out in the International Private Equity and Venture Capital guidelines (IPEV). For investments held directly or via an intermediary vehicle, the Company has established its own estimate utilising widely accepted valuation methods. The determination of fair value by the Investment Manager involves key assumptions dependent upon the valuation technique used. The Company uses the following techniques, which are all consistent with the IPEV Guidelines. The primary technique is the “Multiples” approach. This involves subjective inputs and therefore presents a greater risk of over or under estimation, particularly in the absence of a recent transaction. The key assumption in the Multiples approach is that the selection of comparable companies provides a reasonable basis for identifying the relationship between enterprise value and revenue to apply in the determination of fair value. Typically between 5 and 10 comparable companies will be selected for each investment depending on how many relevant comparable companies are identi ed. The resultant earnings multiples derived will vary depending on how many relevant comparable companies are identi ed and the industries they operate in and vary in the range of 10.4 times to 30.0 times (based on various enterprise valuation metrics). The price of a recent investment may also be used as an appropriate calibration for estimating fair value. Other judgements and assumptions may include: discounts applied due to reduced liquidity; probabilities assigned to potential exit via sale or IPO; and judgements relating to the achievement of performance targets and milestones. Valuation techniques include the following, along with the associated range of inputs where relevant, and the total amount valued using each method. 2025 2025 2024 2024 Multiple Value Multiple Value range £’000 range £’000 Revenue multiple n/a – 2.5 to 10.8 21,054 EBITDA multiple 10.4 to 30.0 54,332 9.8 to 32.5 29,277 Adjusted Transaction price n/a 4,279 n/a – Probability Weighted Expected Return Method (“PWERM”) n/a – n/a 2,533 Total 58,611 52,864 Valuations are cross-checked for reasonableness to alternative multiples-based, income approaches, option pricing models or benchmark index movements as appropriate. All nancial assets and liabilities are either carried in the statement of nancial position at fair value, or at a reasonable approximation of fair value. At 31 March 2025, the Company’s investment portfolio and derivative nancial instruments were categorised as follows: 2025 2025 2025 Level 1 Level 2 Level 3 Total £’000 £’000 £’000 £’000 Investments in equities – quoted 15,427 8,193 – 23,620 – unquoted – – 58,611 58,611 Total 15,427 8,193 58,611 82,231 At 31 March 2024, the Company’s investment portfolio and derivative nancial instruments were categorised as follows: 2024 2024 2024 Level 1 Level 2 Level 3 Total £’000 £’000 £’000 £’000 Investments in equities – quoted 19,433 10,795 – 30,228 – unquoted – – 52,864 52,864 Total 19,433 10,795 52,864 83,092 The Level 2 asset relates to the holding in Schroders Special Situations – Sterling Liquidity Plus Fund. There have been no transfers between Levels 1, 2 or 3 during the year (year ended 31 March 2024: nil). Movements in fair value measurements included in Level 3 during the period are as follows: 2025 2024 £’000 £’000 Opening fair value of Level 3 Investments 52,864 47,962 Purchases at cost 8,215 1,972 Sales proceeds (3,042) – Net gains on investments 574 2,930 Closing fair value of Level 3 investments 58,611 52,864 Closing book cost 37,528 32,288 Closing investment holding gains 21,083 20,576 Closing fair value of Level 3 investments 58,611 52,864 20. Financial instruments’ exposure to risk and risk management policies The Company’s objectives are set out on the inside front cover of this report. In pursuing these objectives, the Company is exposed to a variety of nancial risks that could result in a reduction in the Company’s net assets or a reduction in the pro ts available for dividends. These nancial risks include market risk (comprising interest rate risk and other price risk), liquidity risk and credit risk. The Directors’ policy for managing these risks is set out below. The Board has oversight of the Company’s risk management policy. The Company has no signi cant exposure to foreign exchange risk on monetary items. The Company’s classes of nancial instruments may comprise the following: • investments in shares of quoted and unquoted companies which are held in accordance with the Company’s investment objective; • short-term debtors, creditors and cash arising directly from its operations; • bank loans or overdrafts for investment purposes and for e cient portfolio management; and • derivatives used for investment purposes, e cient portfolio management or currency hedging. (a) Market risk The fair value or future cash ows of a nancial instrument held by the Company may uctuate because of changes in market prices. This market risk comprises two elements: interest rate risk and other price risk. Information to enable an evaluation of the nature and extent of these two elements of market risk is given in parts (i) and (ii) of this note, together with sensitivity analyses where appropriate. The Board reviews and agrees policies for managing these risks. The Investment Manager assesses the exposure to market risk when making each investment decision and monitors the overall level of market risk on the whole of the investment portfolio on an ongoing basis. (i) Interest rate risk Interest rate movements may a ect the level of income receivable on cash balances and the interest payable on any loans or overdrafts when interest rates are re-set. Management of interest rate risk Liquidity and borrowings are managed with the aim of increasing returns to shareholders. The Company may borrow from time to time, but gearing will not exceed 10% of net asset value at the time of drawing. Gearing is de ned as borrowings less cash, expressed as a percentage of net assets. However, the Company has not used any loans or overdrafts during the year (2024: nil). Interest rate exposure The exposure of nancial assets and nancial liabilities to oating interest rates, giving cash ow interest rate risk when rates are re-set, is shown below: 2025 2024 Exposure to oating interest rates: £’000 £’000 Cash at bank and in hand 799 790 The oating rate assets comprise cash deposits on call. Sterling cash deposits at call earn interest at oating rates based on Sterling Overnight Index Average rates (“SONIA”). The above year end amount is broadly representative of the exposure to interest rates during the year. Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 76 Section 3: Independent Auditor’s Report and Financial Statements Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 77 Section 3: Independent Auditor’s Report and Financial Statements Interest rate sensitivity The following table illustrates the sensitivity of the return after taxation for the year and net assets to a 0.25% increase or decrease in interest rates in regards to the Company’s monetary nancial assets and nancial liabilities. This level of change is considered to be a reasonable illustration based on observation of current market conditions. The sensitivity analysis is based on the Company’s monetary nancial instruments held at the accounting date with all other variables held constant. 2025 2025 2024 2024 0.25% 0.25% 0.25% 0.25% increase decrease increase decrease in rate in rate in rate in rate Income statement – return after taxation £’000 £’000 £’000 £’000 Revenue return 2 (2) 2 (2) Capital return – – – – Total return after taxation 2 (2) 2 (2) Net assets 2 (2) 2 (2) (ii) Other price risk Other price risk includes changes in market prices which may a ect the value of investments. Management of other price risk The Board meets on at least four occasions each year to consider the asset allocation of the portfolio and the risk associated with particular industry sectors. The investment management team has responsibility for monitoring the portfolio, which is selected in accordance with the Company’s investment objective and seeks to ensure that individual stocks meet an acceptable risk/reward pro le. The Board may authorise the Investment Manager to enter derivative transactions for e cient portfolio management. Market price risk exposure The Company’s total exposure to changes in market prices at the year end comprises the following: 2025 2024 £’000 £’000 Investments held at fair value through pro t or loss 82,231 83,092 The above data is broadly representative of the exposure to market price risk during the year. Concentration of exposure to market price risk A sector and geographical analysis of the Company’s investments is given on page 21. This shows a concentration of exposure to economic conditions in the United Kingdom. In addition, the Company’s holds 10 (31 March 2024: 9) investments amounting to approximately £58.6 million (31 March 2024: £52.9 million), or 71.7% (31 March 2024: 65.0%) of NAV. Market price risk sensitivity The following table illustrates the sensitivity of the return after taxation for the year and net assets to an increase or decrease of 20% in the fair values of the Company’s investments. This level of change is considered to be a reasonable illustration based on observation of current market conditions. The sensitivity analysis is based on the Company’s exposure through equity investments and includes the impact on the management fee and performance fee, but assumes that all other variables are held constant. 2025 2025 2024 2024 20% 20% 20% 20% increase in decrease in increase in decrease in fair value fair value fair value fair value Income statement – return after taxation £’000 £’000 £’000 £’000 Revenue return (99) 99 (100) 100 Capital return 16,446 (16,446) 16,698 (16,698) Total return after taxation and net assets 16,347 (16,347) 16,598 (16,598) Percentage change in net asset value 20.0% (20.0%) 20.3% (20.3%) (b) Liquidity risk This is the risk that the Company will encounter di culty in meeting its obligations associated with nancial liabilities that are settled by delivering cash or another nancial asset. Management of the risk At the year end, the Company’s assets included quoted “public equity investments” amounting to £23,620,000 (31 March 2024: £30,228,000), which can be sold to meet ongoing funding requirements. Additionally, the Company held “private equity investments” amounting to £58,611,000 (31 March 2024: £52,864,000). and cash balances amounting to £799,000 (31 March 2024 : £790,000). Liquidity risk exposure Contractual maturities of nancial liabilities, based on the earliest date on which payment can be required are as follows: 2025 2025 2025 2024 2024 2024 Three More Three More months than one months than one or less year Total or less year Total Creditors £’000 £’000 £’000 £’000 £’000 £’000 Other creditors and accruals 1,078 1,116 2,194 900 1,670 2,570 1,078 1,116 2,194 900 1,670 2,570 (c) Credit risk Credit risk is the risk that the failure of the counterparty to a transaction to discharge its obligations under that transaction could result in loss to the Company. Management of credit risk This risk is not signi cant and is managed as follows: Portfolio dealing The credit ratings of broker counterparties is monitored by the AIFM and limits are set on exposure to any one broker. Cash Counterparties are subject to daily credit analysis by the Investment Manager. Cash balances will only be deposited with reputable banks with high quality credit ratings. Exposure to the custodian The Custodian of the Company’s assets is HSBC Bank plc which has long-term Credit Ratings of AA– with Fitch and A1 with Moody’s. The Company’s investments are held in accounts which are segregated from the Custodian’s own trading assets. If the Custodian were to become insolvent, the Company’s right of ownership of its investments is clear and they are therefore protected. However the Company’s cash balances are all deposited with the Custodian as banker and held on the Custodian’s balance sheet. Accordingly, in accordance with usual banking practice, the Company will rank as a general creditor to the Custodian in respect of cash balances. Credit risk exposure The amounts shown in the statement of nancial position under debtors and cash at bank and in hand represent the maximum exposure to credit risk at the year end. No debtors are past their due date and none have been provided for. 21. Capital management policies and procedures The Company’s capital management objectives are to ensure that it will be able to continue as a going concern, and to maximise the income and capital return to its equity shareholders. The Company’s capital structure comprises the following: 2025 2024 £’000 £’000 Equity Called-up share capital 750 750 Reserves 80,938 80,577 Total equity 81,688 81,327 The Board, with the assistance of the Investment Manager, monitors and reviews the broad structure of the Company’s capital on an ongoing basis. This review will include: • the possible use of gearing, which will take into account the Investment Manager’s views on the market; • the potential bene t of repurchasing the Company’s own shares for cancellation or holding in treasury, which will take into account the share price discount; • the opportunity for issue of new shares; and • the amount of dividend to be paid, in excess of that which is required to be distributed. 22. Post balance sheet events Following the year end, the Board and the Investment Manager agreed to amend the performance fee arrangements to better align with the Company’s strategic objectives. E ective from 1 April 2025, all administrative and operating costs of the Company, as well as taxes payable in respect of the private equity portfolio, will be included in the performance fee calculation. In addition, cash, cash equivalents and money market funds (excluding gains) will be incorporated within the private equity portfolio for the purposes of calculating the performance fee. These changes do not a ect the nancial results for the year ended 31 March 2025. Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 78 Section 3: Independent Auditor’s Report and Financial Statements Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 79 Section 3: Independent Auditor’s Report and Financial Statements 23. Disclosures regarding material unquoted holdings (comprising more than 5% of the portfolio and/or included in the top ten holdings) – (unaudited) Total income Cost of the Fair value Fair value received in Description of Class of investment 2025 2024 the year Holding its business shares held £’000 £’000 £’000 £’000 Expana (formerly Mintec) Provides market intelligence, Ordinary 6,304 10,136 9,591 – commodity prices and price forecasts across the agri-food supply chain Pirum Systems Provides a secure processing Ordinary 5,752 7,466 6,884 – hub which seamlessly links market participants together, allowing them to electronically process and verify key transaction details Cera EHP S.à r.l. Provides home care services for Ordinary 3,470 7,234 8,046 – elderly people Easypark Digital parking, electrical vehicle Ordinary 2,077 6,506 6,171 – charging and mobility services CFC Underwriting Specialist in Insurance for cyber Ordinary 3,905 6,245 5,661 – security and tech insurance for IT consultants Culligan (formerly Global provider of puri ed drinking Ordinary 1,845 5,390 5,585 – Waterlogic) water dispensers Head rst Leading international full-service HR Ordinary 3,448 5,094 – – service provider and platform for professionals. Acturis Software as a Service provider for the Ordinary 4,415 4,351 – – insurance industry. Rapyd Financial Network Global Fintech Company Ordinary 3,297 4,339 6,837 – The Company has not included certain disclosures required by paragraph 82(c) of the SORP. In particular, turnover, pre-tax pro t and attributable net assets, because it is not publicly available. Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 80 Section 4: Other Information Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 81 Section 4: Other Information Annual General Meeting – Recommendations 82 Notice of Annual General Meeting 83 Explanatory Notes to the Notice of Meeting 84 De nitions of Terms and Alternative Performance Measures 86 Information about the Company 88 Section 4: Other Information Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 82 Section 4: Other Information Annual General Meeting – Recommendations The following information relates to the notice of Annual General Meeting (“AGM”) of the Company which is convened for 9&September 2025 at 1 p.m. The formal Notice of Meeting is set out on page 83. The following information is important and requires your immediate attention. If you are in any doubt about the action you should take, you should consult an independent nancial adviser, authorised under the Financial Services and Markets Act&2000. If&you have sold or transferred all of your ordinary shares in the Company, please forward this document with its accompanying proxy form at once to the purchaser or transferee, or to the stockbroker, bank or other agent through whom the sale or transfer was e ected, for onward transmission to the purchaser or transferee. Ordinary business Resolutions 1 to 10 are all ordinary resolutions. Resolution 1 is a&required resolution. Resolution 2 concerns the Directors’ Report on Remuneration, on pages 51 to 53. Resolution 3 concerns the authorisation of the Directors to determine that no nal dividend for the year ended 31 March 2025 will be paid. Resolutions 4, 5, 6, and 7 invite shareholders to re-elect Justin Ward, Diana Dyer Bartlett, Jemma Bruton and Tim Jenkinson as Directors of the Company until the next AGM, following the recommendations of the Nomination Committee, set out on page&48 (their biographies are set out on pages 38 and 39). Resolutions 8 and 9 concern the re-appointment and remuneration of the Company’s auditor, discussed in the Audit and Risk Committee report on pages 44 to&46. Special business Resolution 10: Directors’ authority to allot shares (ordinary resolution) and resolution 11: power to disapply pre-emption rights (special resolution) The Directors are seeking authority to allot a limited number of treasury shares and unissued ordinary shares for cash without rst o ering them to existing shareholders in accordance with statutory pre-emption procedures. Appropriate resolutions will be proposed at the forthcoming AGM and are set out in full in the Notice of AGM. An ordinary resolution will be proposed to authorise the Directors to allot shares up to a&maximum aggregate nominal amount of £73,900 (being 10% of the issued share capital (excluding any shares held in treasury) as at 28&July 2025). A special resolution will be proposed to authorise the Directors to allot shares up to a maximum aggregate nominal amount of £73,900 (being 10% of the issued share capital as at 28 July 2025) on a non pre-emptive basis. This authority includes shares that the Company sells or transfers that have been held in treasury. The Directors do not intend to allot ordinary shares or sell treasury shares, on a non pre-emptive basis, pursuant to this authority other than to take advantage of opportunities in the market as they arise and only if they believe it to be advantageous to the Company as a whole. Shares issued or treasury shares reissued, under this authority, will be at a&price that is equal to or greater than the Company’s NAV per share, plus any applicable costs, as at the latest practicable date before the allotment of such shares. If approved, both of these authorities will expire at the conclusion of the AGM in 2026 unless renewed, varied or revoked earlier. Resolution 12: authority to make market purchases of the Company’s own shares (special resolution) On 18 September 2024, a special resolution was passed to give the Company authority to make market purchases of up to 14.99% of the ordinary shares. So far, no shares have been bought back under this authority. The Directors will continue to monitor the level of the discount and consider the merits of further buy-backs, which should be accretive in nature when discounts are wide. However, any decision to buy back shares will be in uenced by such factors as: market conditions; the small size of the Company; the illiquid nature of the private equity holdings; the need to retain cash for investment opportunities; and the level of the Company’s borrowing, if any. A special resolution will be proposed at the forthcoming AGM to give the Company authority to make market purchases of up to 14.99% of the ordinary shares in issue as at 28 July 2025 (excluding treasury shares). The Directors will continue to monitor the level. The Directors consider that any purchase would be for the bene t of the Company and its shareholders. Any shares so purchased would be cancelled or held in treasury for potential reissue. If renewed, this authority will lapse at the conclusion of the AGM in 2026 unless renewed, varied or revoked earlier. Resolution 13: notice period for general meetings (special resolution) Resolution 13 set out in the Notice of AGM is a special resolution and will, if passed, allow the Company to hold general meetings (other than annual general meetings) on a minimum notice period of 14&clear days, rather than 21 clear days as required by the Companies Act 2006. The approval will be e ective until the Company’s next AGM to be held in 2026. The Directors will only call general meetings on 14&clear days’ notice when they consider it to be in the best interests of the Company’s shareholders and will only do so if the Company o ers facilities for all shareholders to vote by electronic means and when the matter needs to be dealt with expediently. Recommendations The Board considers that the resolutions relating to the above items of business are in the best interests of shareholders as a&whole. Accordingly, the Board unanimously recommends to shareholders that they vote in favour of the resolutions to be proposed at the forthcoming AGM, as they intend to do in respect of their own bene cial holdings. Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 83 Section 4: Other Information Notice of Annual General Meeting Notice is hereby given that the Annual General Meeting of Schroder British Opportunities Trust plc will be held on 9 September 2025 at 1 p.m. at 1 London Wall Place, London EC2Y 5AU to consider the following resolutions, of which resolutions 1 to 10 will be proposed as ordinary resolutions, and resolutions 11 to 13 will be proposed as special resolutions: Ordinary business 1. To receive the Directors’ Report and the audited accounts for the year ended 31 March 2025. 2. To approve the Directors’ Report on Remuneration for the year ended 31 March 2025. 3. To authorise the Directors to determine that no nal dividend for the year ended 31 March 2025 will be paid. 4. To approve the re-election of Justin Ward as a Director of the Company. 5. To approve the re-election of Diana Dyer Bartlett as a Director of the Company. 6. To approve the re-election of Jemma Bruton as a Director of the Company. 7. To approve the re-election of Tim Jenkinson as a Director of the Company. 8. To re-appoint Ernst & Young LLP as auditor to the Company. 9. To authorise the Directors to determine the remuneration of Ernst & Young LLP as auditor to the Company. 10. To consider, and if thought t, pass the following resolution as an ordinary resolution: “THAT in addition to all existing authorities, the Directors be generally and unconditionally authorised pursuant to section 551 of the Companies Act 2006 (the “Act”) to exercise all the powers of the Company to allot relevant securities (within the meaning of section 551 of the Act) up to an aggregate nominal amount of £73,900 (being 10% of the issued ordinary share capital, excluding treasury shares, at 28 July 2025) for a period expiring (unless previously renewed, varied or revoked by the Company in general meeting) at the conclusion of the Annual General Meeting of the Company in 2026, but that the Company may make an o er or agreement which would or might require relevant securities to be allotted after expiry of this authority and the Board may allot relevant securities in pursuance of that o er or agreement.” 11. To consider and, if thought t, to pass the following resolution as a special resolution: “That, subject to the passing of Resolution 10 set out above, the Directors be and are hereby empowered, pursuant to Section&571 of the Act, to allot equity securities (including any shares held in treasury) (as de ned in section 560(1) of the Act) pursuant to the authority given in accordance with section 551 of the Act by the said Resolution 10 and/or where such allotment constitutes an allotment of equity securities by virtue of section 560(2) of the Act as if Section 561(1) of the Act did not apply to any such allotment, provided that this power shall be limited to the allotment of equity securities up to an aggregate nominal amount of £73,900, (representing 10% of the aggregate nominal amount of the share capital in issue, excluding treasury shares at 28 July 2025); and where equity securities are issued pursuant to this power they will only be issued at a price which is equal or greater than the Company’s NAV per share as at the latest practicable date before the allotment; and provided that this power shall expire at the conclusion of the next Annual General Meeting of the Company but so that this power shall enable the Company to make o ers or agreements before such expiry which would or might require equity securities to be allotted after such expiry.” 12. To consider and, if thought t, to pass the following resolution as a special resolution: “THAT the Company be and is hereby generally and unconditionally authorised in accordance with Section 701 of the Companies Act 2006 (the “Act”) to make market purchases (within the meaning of Section 693 of the Act) of ordinary shares of 1p each in the capital of the Company (“Share”) at whatever discount the prevailing market price represents to the prevailing net asset value per Share provided that: (a) the maximum number of Shares which may be purchased is 11,077,610, representing 14.99% of the Company’s issued ordinary share capital as at 28 July 2025 (excluding treasury shares); (b) the maximum price (exclusive of expenses) which may be paid for a Share shall not exceed the higher of; i) 105% of the average of the middle market quotations for the Shares as taken from the London Stock Exchange Daily O cial List for the ve business days preceding the date of purchase; and ii) the higher of the last independent bid and the highest current independent bid on the London Stock Exchange; (c) the minimum price (exclusive of expenses) which may be paid for a Share shall be 1p, being the nominal value per Share; (d) this authority hereby conferred shall expire at the conclusion of the next Annual General Meeting of the Company in 2026 (unless previously renewed, varied or revoked by the Company prior to such date); (e) the Company may make a contract to purchase Shares under the authority hereby conferred which will or may be executed wholly or partly after the expiration of such authority and may make a purchase of Shares pursuant to any such contract; and (f) any Shares so purchased will be cancelled or held in treasury.” 13. To consider and, if thought t, to pass the following resolution as a special resolution: “THAT a general meeting, other than an annual general meeting, may be called on not less than 14 clear days’ notice.” By order of the Board For and on behalf of Schroder Investment Management Limited 28 July 2025 Registered O ce: 1 London Wall Place, London EC2Y 5AU Registered Number: 12892325 Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 84 Section 4: Other Information Explanatory Notes to the Notice of Meeting 1. Ordinary shareholders are entitled to attend, speak and vote at the meeting and to appoint one or more proxies, who need not be a shareholder, as their proxy to exercise all or any of their rights to attend, speak and vote on their behalf at the meeting. A proxy form is enclosed. Shareholders are encouraged to appoint the Chair as proxy. If you wish to appoint a person other than the Chair as your proxy, please insert the name of your chosen proxy holder in the space provided at the top of the form. If the proxy is being appointed in relation to less than your full voting entitlement, please enter in the box next to the proxy holder’s name the number of shares in relation to which they are authorised to act as your proxy. If left blank your proxy will be deemed to be authorised in respect of your full voting entitlement (or if this proxy form has been issued in respect of a&designated account for a shareholder, the full voting entitlement for that designated account). Additional forms of proxy can be obtained by contacting the Company’s Registrars, Equiniti Limited, on +44 (0) 800 032 0641. (If calling from outside of the UK, please ensure the country code is used), or you may photocopy the attached proxy form. Please indicate in the box next to the proxy holder’s name the number of shares in relation to which they are authorised to act as your proxy. Please also indicate by ticking the box provided if the proxy instruction is one of multiple instructions being given. Completion and return of a proxy form will not preclude a&shareholder from attending the Annual General Meeting and voting in person. On a vote by show of hands, every ordinary shareholder who is present in person has one vote and every duly appointed proxy who is present has one vote. On a poll vote, every ordinary shareholder who is present in person or by way of a proxy has one vote for every share of which he/she is a holder. Voting will be by poll. The “Vote Withheld” option on the proxy form is provided to enable you to abstain on any particular resolution. However it should be noted that a “Vote Withheld” is not a vote in law and will not be counted in the calculation of the proportion of the votes ‘For’ and ‘Against’ a resolution. A proxy form must be signed and dated by the shareholder or his or her attorney duly authorised in writing. In the case of joint holdings, any one holder may sign this form. The vote of the senior joint holder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holder and for this purpose seniority will be determined by the order in which the names appear on the Register of Members in respect of the joint holding. To be valid, proxy form(s) must be completed and returned to the Company’s Registrars, Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA, in the enclosed envelope together with any power of attorney or other authority under which it is signed or a copy of such authority certi ed notarially, to arrive no later than 48&hours before the time xed for the meeting, or an adjourned meeting. It is possible for you to submit your proxy votes online by going to Equiniti’s Shareview website, www.shareview.co.uk, and logging in to your Shareview Portfolio. Once you have logged in, simply click ‘View’ on the ‘My Investments’ page and then click on the link to vote and follow the on-screen instructions. If you have not yet registered for a Shareview Portfolio, go to www.shareview.co.uk and enter the requested information. It is important that you register for a Shareview Portfolio with enough time to complete the registration and authentication processes. Please note that to be valid, your proxy instructions must be received by Equiniti no later than 1&p.m. on 5&September 2025. If you have any di culties with online voting, you should contact the shareholder helpline on +44&(0) &800&032&0641. If calling from outside of the UK, please ensure the country code is used. If an ordinary shareholder submits more than one valid proxy appointment, the appointment received last before the latest time for receipt of proxies will take precedence. Shareholders may not use any electronic address provided either in this Notice of Annual General Meeting or any related documents to communicate with the Company for any purposes other than expressly stated. Representatives of shareholders that are corporations will have to produce evidence of their proper appointment when attending the Annual General Meeting. 2. Any person to whom this notice is sent who is a person nominated under section 146 of the Companies Act 2006 to enjoy information rights (a “Nominated Person”) may, under an agreement between him or her and the shareholder by whom he or she was nominated, have a right to be appointed (or to have someone else appointed) as a proxy for the Annual General Meeting. If a Nominated Person has no such proxy appointment right or does not wish to exercise it, he or she may, under any such agreement, have a right to give instructions to the shareholder as to the exercise of voting rights. The statement of the rights of ordinary shareholders in relation to the appointment of proxies in note 1 above does not apply to Nominated Persons. The rights described in that note can only be exercised by ordinary shareholders of the Company. 3. Pursuant to Regulation 41 of the Uncerti cated Securities Regulations 2001, the Company has speci ed that only those shareholders registered in the Register of members of the Company at 6.30 p.m. on 5 September 2025, or 6:30 p.m. two&days prior to the date of an adjourned meeting, shall be entitled to attend and vote at the meeting in respect of the number of shares registered in their name at that time. Changes to the Register of Members after 6:30 p.m. on 5&September 2025 shall be disregarded in determining the right of any person to attend and vote at the meeting. 4. CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so by using the procedures described in the CREST manual. The CREST manual can be viewed at www.euroclear.com. A &CREST message appointing a proxy (a “CREST proxy instruction”) regardless of whether it constitutes the appointment of a proxy or an amendment to the instruction previously given to a previously appointed proxy must, in order to be valid, be transmitted so as to be received by the issuer’s agent (ID RA19) by the latest time for receipt of proxy appointments. 5. If you are an institutional investor, you may be able to appoint a&proxy electronically via the Proxymity platform, a process which has been agreed by the Company and approved by the Registrar. For further information regarding Proxymity, please go to www.proxymity.io. Your proxy must be lodged by 1 p.m. on 5&September 2025 in order to be considered valid. Before you can appoint a proxy via this process you will need to have agreed to Proxymity’s associated terms and conditions. It is important that you read these carefully as you will be bound by&them, and they will govern the electronic appointment of your proxy. Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 85 Section 4: Other Information 6. Copies of the terms of appointment of the non-executive Directors and a statement of all transactions of each Director and of their family interests in the shares of the Company, will be available for inspection by any member of the Company at the registered o ce of the Company during normal business hours on any weekday (English public holidays excepted) and at the Annual General Meeting by any attendee, for at least 15&minutes prior to, and during, the Annual General Meeting. None of the Directors has a contract of service with the Company. 7. The biographies of the Directors o ering themselves for election and re-election and are set out on pages 38 and 39 of the Company’s report and nancial statements for the year ended 31&March 2025. 8. As at 28 July 2025, 75,000,000 ordinary shares of 1 pence each were in issue (1,100,000 were held in treasury). Therefore the total number of voting rights of the Company as at 28 July 2025 was 73,900,000. 9. A copy of this Notice of Meeting, which includes details of shareholder voting rights, together with any other information as required under Section 311A of the Companies Act 2006, is available from the Company’s webpage, https://www.schroders.com/sbot. 10. Pursuant to Section 319A of the Companies Act, the Company must cause to be answered at the Annual General Meeting any question relating to the business being dealt with at the AGM which is put by a member attending the meeting, except in certain circumstances, including if it is undesirable in the interests of the Company or the good order of the meeting that the question be answered or if to do so would involve the disclosure of con dential information. Shareholders are asked to send their questions by post or by email (amcompanysecretary@schroders.com). 11. Members satisfying the thresholds in section 527 of the Companies Act 2006 can require the Company to publish a&statement on its website setting out any matter relating to: (a) the audit of the Company’s Accounts (including the auditors report and the conduct of the audit) that are to be laid before the Meeting; or (b) any circumstance connected with an auditor of the Company ceasing to hold o ce since the last AGM, that the members propose to raise at the Meeting. The Company cannot require the members requesting the publication to pay its expenses. Any statement placed on the website must also be sent to the Company’s auditors no later than the time it makes its statement available on the website. The business which may be dealt with at the meeting includes any statement that the Company has been required to publish on its website. 12. The Company’s privacy policy is available on its webpages. https://www.schroders.com/sbot. Shareholders can contact Equiniti for details of how Equiniti processes their personal information as part of the AGM. Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 86 Section 4: Other Information Definitions of Terms and Alternative Performance Measures The terms and performance measures below are those commonly used by investment companies to assess values, investment performance and operating costs. Numerical calculations are given where relevant. Some of the financial measures below are classified Alternative Performance Measures (“APMs”) as defined by the European Securities and Markets Authority. Under this definition, APMs include a financial measure of historical financial performance or financial position, other than a financial measure defined or specified in the applicable financial reporting framework. APMs have been marked with an . Net asset value (NAV) per share The NAV per share of 110.54p (31 March 2024: 110.05p) represents the net assets attributable to equity shareholders of £81,688,000 (31 March 2024: £81,327,000) divided by the 73,900,000 (31 March 2024: 73,900,000) shares in issue at the year end. Total return The combined e ect of any dividends paid, together with the rise or fall in the share price or NAV per share. Total return statistics enable the investor to make performance comparisons between investment companies with di erent dividend policies. Any dividends received by a shareholder are assumed to have been reinvested in either the assets of the Company at its NAV per share at the time the shares were quoted ex-dividend (to calculate the NAV per share total return) or in additional shares of the Company (to calculate the share price total return). The Company has not declared a dividend in either 2024 or 2025. The NAV total return for the year ended 31 March 2025 is calculated as follows: NAV at 31/03/24 110.05p NAV at 31/03/25 110.54p NAV total return, being the closing NAV, expressed as a percentage change in the opening NAV: 0.5% The NAV total return for the year ended 31 March 2024 is calculated as follows: NAV at 31/03/23 107.32p NAV at 31/03/24 110.05p NAV total return, being the closing NAV, expressed as a percentage change in the opening NAV: 2.5% The share price total return for the year ended 31 March 2025 is calculated as follows: Share price at 31/03/24 79.50p Share price at 31/03/25 69.50p Share price total return, being the closing share price, expressed as a percentage change in the opening share price: –12.6% The share price total return for the year ended 31 March 2024 is calculated as follows: Share price at 31/03/23 68.50p Share price at 31/03/24 79.50p Share price total return, being the closing share price, expressed as a percentage change in the opening share price: 16.1% Discount/premium The amount by which the share price of an investment trust is lower (discount) or higher (premium) than the NAV per share. If shares are trading at a discount, investors would be paying less than the value attributable to the shares by reference to the underlying assets. A premium or discount is generally the consequence of supply and demand for the shares on the stock market. The discount or premium is expressed as a percentage of the NAV per share. The discount at the year end amounted to 37.1% (31 March 2024: 27.8%), as the closing share price at 69.50p (31 March 2024:79.50p) was 37.1% (31 March 2024: 27.8%) lower than the closing NAV of 110.54p (31 March 2024: 110.05p). Gearing/(net cash) The gearing percentage re ects the amount of borrowings (that is, bank loans or overdrafts) that the Company has used to invest in the market. This gure is indicative of the extra amount by which shareholders’ funds would move if the Company’s investments were to rise or fall. Gearing is de ned as: borrowings used for investment purposes, less cash and investment in liquidity fund, expressed as a percentage of net assets. A negative gure so calculated is termed a “net cash” position. At the year end, the Company had no loans or overdrafts, and thus was in a&net cash position, calculated as follows: 2025 2024 £’000 £’000 Borrowings used for investment purposes, less cash (8,992) (11,585) Net assets 81,688 81,327 Net cash (11.0)% (14.2)% Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 87 Section 4: Other Information Ongoing charges The Ongoing Charges (“OGC”) gure is a measure of the ongoing operating cost of the Company. It is calculated in accordance with the AIC’s recommended methodology, and represents total annualised operating expenses payable including any management fee, but excluding any nance costs transaction costs and performance fee provision, expressed as a percentage of the average daily net asset values during the year. For the year ended 31 March 2025, operating expenses amounted to £1,218,000 (year ended 31 March 2024: £1,087,000). This produces an OGC gure of 1.50% (year ended 31 March 2024: 1.40%), when expressed as a percentage of the average daily net asset values during the year of £80.9 million (year ended 31&March 2024: £77.5 million). Leverage For the purpose of the UK Alternative Investment Fund Managers AIFM) Directive, leverage is any method which increases the Company’s exposure, including the borrowing of cash and the use of derivatives. It is expressed as the ratio of the Company’s exposure to its net asset value and is required to be calculated both on a “Gross” and a “Commitment” method. Under the Gross method, exposure represents the sum of the absolute values of all positions, so as to give an indication of overall exposure. Under the Commitment method, exposure is calculated in a similar way, but after netting o hedges which satisfy certain strict criteria. The Company’s leverage ratio calculation and exposure limits as required by the AIFMD are published on the Company’s webpages. The Company is also required to periodically publish its actual leverage exposures. As at 31 March 2025 these were: Maximum Actual Leverage exposure ratio ratio Gross method 250% 100.7% Commitment method 200% 100.7% ^The full policy can be found on the Company’s website. Alternative performance Measures (“APMs”). Information about the Company Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 88 Section 4: Other Information Web pages and share price information The Company has dedicated webpages, which may be found at https://www.schroders.com/sbot. The webpages have been designed to be used as the Company’s primary method of electronic communication with shareholders. They contain details of the Company’s share price and copies of annual reports and other documents published by the Company as well as information on the Directors, terms of reference of Committees and other governance arrangements. In addition, the webpages contain links to announcements made by the Company to the market, Equiniti’s shareview service and Schroders’ website. There is also a section entitled “How to Invest”. The Company releases its NAV per share on both a cum and ex-income basis, diluted where applicable, to the market on a&daily basis. Share price information may also be found in the Financial Times and at the Company’s webpages. Association of Investment Companies The Company is a member of the Association of Investment Companies. Further information on the Association can be found on its website, www.theaic.co.uk. Individual Savings Account (ISA) status The Company’s shares are eligible for stocks and shares ISAs. Non-Mainstream Pooled Investments status The Company currently conducts its a airs so that its shares can be recommended by IFAs to ordinary retail investors in accordance with the FCA’s rules in relation to non-mainstream investment products and intends to continue to do so for the foreseeable future. The Company’s shares are excluded from the FCA’s restrictions which apply to non-mainstream investment products because they are shares in an investment trust. Financial calendar Results announced July Annual General Meeting September Half year results announced December Financial year end March Alternative Investment Fund Managers Directive (AIFMD) disclosures The AIFMD, as transposed into the FCA Handbook in the UK, requires that certain pre-investment information be made available to investors in Alternative Investment Funds (such as the Company) and also that certain regular and periodic disclosures are made. This information and these disclosures may be found either below, elsewhere in this annual report, or in the Company’s AIFMD information disclosure document published on the Company’s webpages. Remuneration disclosures Quantitative remuneration disclosures to be made in this annual report in accordance with FCA Handbook rule FUND3.3.5 may also be found in the Company’s AIFMD information disclosure document published on the Company’s web pages. Publication of Key Information Document (KID) by the AIFM Pursuant to the Packaged Retail and Insurance-based Products (“PRIIPs”) Regulation, the Investment Manager, as the Company’s AIFM, is required to publish a short KID on the Company. KIDs are designed to provide certain prescribed information to retail investors, including details of potential returns under di erent performance scenarios and a risk/reward indicator. The Company’s KID is available on its webpages. How to invest There are a number of ways to easily invest in the Company. The Investment Manager has set these out at www.schroders.com/invest-in-a-trust/. Complaints The Company has adopted a policy on complaints and other shareholder communications which ensures that shareholder complaints and communications addressed to the Company Secretary, the Chair or the Board are, in each case, considered by the Chair and the Board. Warning to shareholders Companies are aware that their shareholders have received unsolicited telephone calls or correspondence concerning investment matters. These are typically from overseas-based ‘brokers’ who target UK shareholders, o ering to sell them what often turn out to be worthless or high risk shares or investments. These operations are commonly known as ‘boiler rooms’. These ‘brokers’ can be very persistent and extremely persuasive. Shareholders are advised to be wary of any unsolicited advice, o ers to buy shares at a discount or o ers of free company reports. If you receive any unsolicited investment advice: Make sure you get the correct name of the person and organisation • Check that they are properly authorised by the FCA before getting involved by visiting register.fca.org.uk • Report the matter to the FCA by calling 0800 111 6768 or visiting fca.org.uk/consumers/report-scam-unauthorised- rm • Do not deal with any rm that you are unsure about • If you deal with an unauthorised rm, you will not be eligible to receive payment under the Financial Services Compensation Scheme. The FCA provides a list of unauthorised rms of which it is aware, which can be accessed at fca.org.uk/consumers/unauthorised rmsindividualslist. More detailed information on this or similar activity can be found on the FCA website at fca.org.uk/consumers/ protect-yourself-scams. Directors Justin Ward (Chair) Diana Dyer Bartlett Jemma Bruton Tim Jenkinson Registered o ce 1 London Wall Place London EC2Y 5AU Advisers and service providers Alternative Investment Fund Manager (the “Investment Manager” or “AIFM”) Schroder Unit Trusts Limited 1 London Wall Place London EC2Y 5AU Portfolio Managers Schroder Investment Management Limited 1 London Wall Place London EC2Y 5AU Schroders Capital Management (Switzerland) AG A olternstrasse 56 8050 Zurich Switzerland Company Secretary Schroder Investment Management Limited 1 London Wall Place London EC2Y 5AU Telephone: 020 7658 3847 Depositary and custodian HSBC Bank plc 8 Canada Square London E14 5HQ Corporate broker Peel Hunt LLP 100 Liverpool Street London EC2MY 2AT Independent auditors Ernst & Young LLP Atria One 144 Morrison Street Edinburgh EH3 8EX Registrar Equiniti Limited Aspect House Spencer Road Lancing West Sussex BN99 6DA Shareholder helpline: 0800 032 0641 1 Website: www.shareview.co.uk 1 Calls to this number are free of charge from UK landlines. Communications with shareholders are mailed to the address held on the register. Any noti cations and enquiries relating to shareholdings, including a change of address or other amendment should be directed to Equiniti Limited at the above address and telephone number above. Other information Company number 12892325. Shareholder enquiries General enquiries about the Company should be addressed to the Company Secretary at the Company’s Registered O ce. Dealing Codes ISIN: GB00BN7JZR28 SEDOL: BN7JZR2 Ticker: SBO Global Intermediary Identi cation Number (GIIN) QML9TQ.99999.SL.826 Legal Entity Identi er (LEI) 5493003UY8LIHFW6HM02 Privacy notice The Company’s privacy notice is available on its web pages. Schroder British Opportunities Trust plc Annual Report and Financial Statements 2025 89 Section 4: Other Information www.schroders.co.uk/sbot Schroder Investment Management Limited 1 London Wall Place, London EC2Y 5AU, United Kingdom T +44 (0) 20 7658 6000 Important information: This document is intended to be for information purposes only and it is not intended as promotional material in any respect. The material is not intended as an offer or solicitation for the purchase or sale of any nancial instrument. The material is not intended to provide, and should not be relied on for, accounting, legal or tax advice, or investment recommendations. Information herein is believed to be reliable but Schroders does not warrant its completeness or accuracy. No responsibility can be accepted for errors of fact or opinion. Reliance should not be placed on the views and information in the document when taking individual investment and/or strategic decisions. Past performance is not a reliable indicator of future results, prices of shares and the income from them may fall as well as rise and investors may not get back the amount originally invested. Schroders has expressed its own views in this document and these may change. Issued by Schroder Investment Management Limited, 1 London Wall Place, London EC2Y 5AU, which is authorised and regulated by the Financial Conduct Authority. For your security, communications may be taped or monitored. @schroders schroders.com