Annual Report • Jul 27, 2022
Annual Report
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The Global Smaller Companies Trust PLC Formerly BMO Global Smaller Companies PLC Report and Accounts 30 April 2022 Report and Accounts 2022 | 1 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report Overview Company Name and Overview 2 Financial Highlights 3 Chairman’s Statement 4 Strategic Report Purpose, Strategy and Business Model 8 Key Performance Indicators 11 Lead Manager’s Review 12 Responsible Investment 23 Ten Year Record 27 Promoting Success 29 Principal Risks and Future Prospects 30 Thirty Largest Holdings 32 List of Investments 34 Principal Policies 37 Governance Report Chairman’s Statement on Corporate Governance 39 Directors 40 Applying the principles of the AIC Code 41 Directors’ Report 43 Report of the Nomination Committee 49 Remuneration Report 50 Report of the Audit and Management Engagement Committee 53 Statement of Directors’ Responsibilities 57 Independent Auditor’s Report 58 THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt about the action you should take, forward this document, together with the accompanying documents, immediately to the purchaser or transferee or to the stockbroker, bank or agent through whom the sale or transfer was effected for transmission to the purchaser or transferee. If you have sold or otherwise transferred only part of your holding of shares, you should retain these documents. Contents Financial Report Income Statement 63 Statement of Changes in Equity 64 Balance Sheet 65 Statement of Cash Flows 66 Notes to the Accounts 67 Notice of Annual General Meeting 83 Other Information Additional Information for Shareholders 87 Management and Advisers 88 How to Invest 89 25 Year Historical Information 90 Alternative Performance Measures 92 Glossary of Terms 94 Analysis of Ordinary Shareholders 96 2022-23 Financial year events Annual General Meeting 28 July 2022 Final dividend payable 4 August 2022 Half-yearly results for 2022 announced December 2022 Interim dividend payable January 2023 Final Results for 2023 announced June 2023 2 | The Global Smaller Companies Trust PLC Company Name The Company has changed its name to The Global Smaller Companies Trust PLC. Company Overview The Global Smaller Companies Trust PLC (formerly BMO Global Smaller Companies PLC, the ‘Company’) time it developed a policy of investing in smaller companies and the Company’s net assets had a value of more than £945 million as at 30 April 2022. Our purpose is to provide an investment vehicle which meets the needs of investors, whether large or small, who seek long-term investment returns from global smaller companies in an accessible, cost effective way. Our objective is to invest in smaller companies worldwide in order to secure a high total return and we remain one of only a few investment trusts to offer investors access to a broadly spread global smaller companies portfolio. A recognised “AIC Dividend Hero”, this will be the Company’s 52nd consecutive year of dividend growth. While historically returns have been strong for investors in smaller companies, we do recognise the particular risks inherent in selecting stocks from this part of the market. Our approach is to invest in a reducing the risk of overexposure to any one company, market, currency or industry. The Company is suitable for retail investors in the UK, professionally advised private clients and institutional investors who seek growth over the long-term, and who understand and are willing to accept the risks, as well as the rewards, of exposure to smaller companies. Visit our website at bmoglobalsmallers.com (with effect from early July this will be globalsmallercompanies.co.uk) The Company is registered in England and Wales with company registration number 28264 Company Name and Overview DIVIDEND HERO Forward-looking statements This document may contain forward-looking statements with respect to the financial condition, results of operations and business of the Company. Such statements involve risk and uncertainty because they relate to future events and circumstances that could cause actual results to differ materially from those expressed or implied by forward-looking statements. The forward-looking statements are based on the Directors’ current view and on information known to them at the date of this document. Nothing should be construed as a profit forecast. Report and Accounts 2022 | 3 Overview Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report (1) See Alternative Performance Measures on pages 92 and 93. (2) See Glossary of terms on page 94 for explanation of “Benchmark”. (3) Total dividend comprises an interim dividend (paid on 28 January 2022) of 0.57 pence and a final dividend for 2022 of 1.27 pence (payable on 4 August 2022), subject to shareholder approval at the AGM. (4) Comparative figures for the years prior to 2020 have been restated due to the sub-division of each existing ordinary share of 25p into ten new ordinary shares of 2.5p each on 31 October 2019. Financial Highlights year to 30 April 2022 Dividend (3) of 1.84 pence 52nd consecutive annual increase, up by 5.1%. 1.84p Shares ended the year at a discount (1) to the NAV of 9.6%. -9.6% Net Asset Value with debt at fair value (1) (“NAV”) total return (1) of -0.2% versus -3.2% from the Benchmark. The NAV fell to 172.8p from 174.9p. -0.2% Share price total return (1) of -6.4%. The share price ended the year at 156.2p. -6.4% NAV (1),(4) per share at 30 April – pence Mid-market price (4) per share at 30 April – pence 0p 20p 40p 60p 80p 100p 120p 140p 160p 180p 200p 2022202120202019201820172016201520142013 0p 20p 40p 60p 80p 100p 120p 140p 160p 180p 2022202120202019201820172016201520142013 Share price premium/(discount) (1) at 30 April – % -10% -8% -6% -4% -2% 0% 2% 2022202120202019201820172016201520142013 Dividends (3),(4) – pence per share 0.0p 0.2p 0.4p 0.6p 0.8p 1.0p 1.2p 1.4p 1.6p 1.8p 2.0p 2022202120202019201820172016201520142013 Delivering high total returns over the long term The dividend has increased every year for the past 52 years and over the last ten years is up 12.6% Potential investors are reminded that the value of investments and the income from dividends may go down as well as up and investors individual circumstances. In the last ten years the Company has turned a £1,000 investment, with dividends reinvested, into £2,952, a compound annual total return of 11.4%. 4 | The Global Smaller Companies Trust PLC Dear Shareholder, end of the year under review. The on-off pandemic lock-downs, supply war in Ukraine were just some of the issues confronting investors. While a number of global stockmarket indices managed to post gains and hit record highs during the year, smaller company shares underperformed their larger counterparts in most markets, a reversal of the pattern from the prior year. This can happen at times where uncertainties and risks are elevated, so given the myriad of issues emerging in recent months, it is perhaps not surprising that small caps have been under some pressure. Performance and the discount Returns from the Company’s portfolio were in positive territory for most of the year. However, a late sell-off following the commencement of the rate outlook, meant that the Company’s Net Asset Value (‘NAV’) total return (with long term borrowings at fair value) over the twelve months was -0.2%. The NAV ended the year at 172.83p per share. For context, pleasingly, this compared favourably to the -3.2% total return from the Company’s Benchmark index (30% Numis UK Smaller Companies excluding investment companies Index/70% MSCI All Countries World ex UK Small Cap Index). The Manager’s conservative approach to stock off in a period where more speculative and loss making growth stocks have seen a savage de-rating, at least in part due to the increase in elevated takeover activity, with no fewer than 17 of our holdings being the subject of bid approaches or mergers during the year. “Long-term returns of both NAV and share price continue to be favourable, with the compound share price and compound NAV total returns over the last 25 years being 10.7% and 10.2% respectively.” Anja Balfour, Chairman Chairman’s Statement (1) See Glossary of terms on page 94 for explanation of ‘Benchmark’ 90 110 130 150 170 190 210 230 250 270 290 310 330 350 2022 2012 2013 2014 2015 2016 2017 202020192018 Source: State Street Benchmark (i) (total return) The Global Smaller Companies Trust NAV (total return)The Global Smaller Companies Trust share price (total return) (Rebased to 100 at 30 April 2012) 2021 Net asset value and share price performance vs Benchmark (1) over ten years Report and Accounts 2022 | 5 Chairman’s Statement Costs Ongoing charges (i) for the year were down from 0.78% to 0.75%, with a higher average value of net assets in the calculation the main reason for this. Dividends In last year’s Annual Report, I highlighted that income from the investment portfolio had suffered badly as a consequence of the Covid-19 pandemic, necessitating the use of the revenue reserve to maintain our record of dividend progression. Over the last twelve months, a faster than expected rebound in corporate earnings has prompted a rapid recovery in dividend receipts from the portfolio. For the year, revenue returns per share rose by no less than 44.4% to a new high of 1.82p per share. Although the economic outlook has weakened recently, the Board has decided to recommend the payment increase of 5.1% on the year. If approved by shareholders at the AGM, the dividend will be paid on 4 August. This will be the 52nd consecutive year of dividend growth for the Company. Market and portfolio performance After the previous year’s 47.9% rise in NAV, on the back of investor optimism around the potential for global economic recovery from the coronavirus pandemic, it is perhaps unsurprising that markets found further progress harder to achieve. The emergence of new variants of the virus, necessitating further lockdowns and reigniting supply chain challenges, was clearly unhelpful for share prices, as was the rise in Russia further darkened the outlook. central banks moved to tighten monetary policy early in the year. Eventually, the US Federal Reserve also signalled a plan to increase prices would be transitory. This prompted a sharp increase in global interest rates and bond yields, feeding into lower equity prices, which were then further undermined by developments in Eastern Europe. of more growth orientated equities, especially those with little or no orientated investments and biotechnology stocks were particularly hard hit. More stable, established and lower rated stocks held up better in an increasingly risk averse market. The table on the next page shows how our regional portfolios performed in the year, and the Lead Manager's review on pages 12 to 22 covers years for emerging markets in a smaller company sense, while there were notable exceptions, these markets did better than developed With investors becoming more cautious about the global economic outlook, discounts on most smaller company investment trusts have widened considerably. Over the year the discount of our share price to NAV increased from 3.6% to 9.6%. The share price total return was -6.4%, with the share price closing at 156.2p. While share buybacks were unable to prevent the discount from widening in the year, those repurchases, at a discount to the prevailing NAV, added some 0.4% to NAV performance in the year. They also enhanced liquidity for shareholders who wanted, or needed to, sell their holdings. The Board’s consistently applied share buyback policy stands in contrast to that of some peers which have allowed their discounts to widen without taking any action. While a more favourable market backdrop may be needed, the Board continues to aim for the discount to be below 5%. In the meantime, further shares have been bought in during the early part of volatility of the discount. Long term returns of both NAV and share price continue to be favourable as shown below, with the compound share price and compound NAV total returns over the last 25 years being 10.7% and 10.2% respectively. Returns have also been well ahead of the 3.1% Retail Prices Index annual increase over the same timeframe. Performance 1 : Total returns over the long-term 1 year % 3 years % 5 years % 10 years % 25 years % Company NAV total return -0.2 27.3 44.4 221.1 1,041.7 Benchmark total return -3.2 28.3 42.5 196.5 827.2 Company share price total return -6.4 20.4 29.9 195.2 1,181.1 1 North America 43.4% (39.7%) UK 26.8% (28.6%) Rest of World 12.2% (11.5%) Europe 10.8% (13.2%) Japan 6.8% (7.0%) Geographical distribution of the investment portfolio as at 30 April 2022 Source: BMO GAM The percentages in brackets are as at 30 April 2021 (i) See Alternative Performance Measures on page 93. Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 6 | The Global Smaller Companies Trust PLC higher commodity prices. Europe’s markets were under pressure late in the year, unsurprisingly given their proximity to Ukraine, and the impact of higher European gas prices on consumers and energy intensive companies. Most important in terms of the relative performance of the Company overall was the strength of the investment team’s stock selection in North America. Avoiding speculative investments and most of the more overvalued growth stocks were the main drivers of this performance. Stock selection was also positive in the UK, where we were helped by a succession of takeover bids for our holdings. Elsewhere, returns were close to the local smaller company indices in the Rest of World segment mainly targeting Asia and Latin America. We struggled in Europe in the was too exposed to higher valuation names which suffered a de-rating. The Japanese collectives portfolio also had a weaker second half, having further undermined returns in sterling terms. Asset Allocation Over the course of the year, the main changes in geographic weightings were an increase in North American exposure and a reduction in Europe and the UK. This has principally been performance driven. With all of the main regional small cap indices down by similar amounts, there was no material impact to relative performance as a result of asset allocation during the year. Gearing Policy The Board remains of the view that making use of the ability to gear as an investment trust makes sense for long term returns and the Manager consistently maintained some leverage over the year, with effective gearing ending the year at 4.6%, compared with 3.8% a year -3.5% -3.0% -2.5% -2.0% -1.5% -1.0% -0.5% 0.0% 0.5% 1.0% 1.5% 2.0% 2.5% Europe 1.8% UK (3.2)% Rest of World (1.1)% Japan 0.4% North America 2.1% Geographical weightings against Benchmark as at 30 April 2022 Source: BMO GAM & MSCI Geographical performance (total return sterling adjusted) for the year ended 30 April 2022 -20 -15 -10 -5 0 5 10 Rest of World JapanNorth AmericaEuropeUK Source: BMO GAM Portfolio Local smaller companies index (see Lead Manager’s Review) -3.5% -7.4% -16.0% -6.9% 7.8% -8.3% -14.1% -9.1% 4.0% 4.4% 5.4% Latin America ex Japan Performance of the Rest of World portfolio is shown here against both the Asian and Latin American smaller company indices. ago. Borrowings were made up of £35m of 2.26% sterling loan notes maturing in 2039 and £19.8m equivalent drawings in yen and euros under our revolving credit facility. The fair value of the loan notes fell by The Manager and Company Name Last year we reported that Bank of Montreal (‘BMO’) had taken the decision to sell its asset management business in Europe, the Middle East and Africa to Ameriprise Financial Inc, the parent of Columbia Threadneedle Investments ('Columbia Threadneedle'). The Board has been kept up to date with the integration of the BMO and Columbia Threadneedle businesses and it is pleased that the Company’s investment management team remains unchanged and indeed has been augmented by additional research input from the enlarged Columbia Threadneedle investment team. Columbia Threadneedle's commitment Report and Accounts 2022 | 7 Chairman’s Statement towards the stable of former BMO managed investment trust companies and the savings scheme operations has also been encouraging. The sale by BMO necessitates a change in the Company’s name from BMO Global Smaller Companies PLC and after due consideration the Board has resolved that the Company be re-named The Global Smaller Companies Trust PLC. This emphasises more clearly the mandate of the Company and removes the potential for confusion with other smaller company products managed by Columbia Threadneedle. The name change is effective immediately and the Columbia Threadneedle team are rolling out a publicity programme to ensure that the news is recognised in the market. Regular investors in the Company through the BMO savings schemes are unaffected and there is no change to the Company’s objective or the way in which it will be managed as a result of the new name. With effect from early July 2022, the Company’s new website address will be globalsmallercompanies.co.uk. The Manager's name will also change, to Columbia Threadneedle Investment Business Limited. Environmental, Social and Governance (‘ESG’) Incorporating ESG factors into investment decisions is becoming more mainstream but both BMO and Columbia Threadneedle have long had a commitment to ESG integration into their investment processes. The investment management team have continued to work closely with their Responsible Investment team colleagues during the year, which is important given the fast-moving nature of some of the issues around ESG. Some practical illustrations of this work are outlined in the Responsible Investment report on pages 23 to 26. Annual General Meeting After two years of being unable to meet shareholders in person thankfully we are able to return to an in-person AGM this year. The meeting will take place at the Chartered Accountants Hall, 1 Moorgate Place, London EC2R 6EA on Thursday, 28 July 2022 at 12.00 noon. We hope as many shareholders as possible will attend. The Lead Manager will, as usual, give a review of the year together with his view on the outlook. This year we will also be streaming the meeting live on the internet so that those shareholders who cannot attend in person will be able to view the proceedings. Details of how to watch the meeting are included in the Form of Proxy/Form of Direction. Voting at this year’s AGM will be conducted by way of a poll and therefore you are requested to lodge your votes ahead of the meeting by completing your Form of Proxy or Form of Direction in accordance with the instructions shown thereon. Their completion and return will not preclude you from attending the meeting and voting in person. Shareholders who are unable to attend the AGM are requested to submit any questions you may have with regard to the resolutions proposed at the AGM or the performance of the Company, in advance of the meeting to [email protected]. Following the AGM, the Fund Manager’s presentation will be available on the Company’s website globalsmallercompanies.co.uk. Outlook markets, with 2022 and 2023 economic growth forecasts being scaled back given the ongoing war in Ukraine and the anticipated rise in interest rates globally. While these are clear headwinds for share prices, it is possible that the extent of monetary policy adjustment may be more limited than presently expected if economies continue to slow and Corporate earnings are coming under some pressure now given recent events, however valuations in the markets are beginning to appear more attractive for some of the more beaten down smaller cap growth stocks. The investment management team is hopeful that it can take advantage of this in the coming months. Continuing to monitor Anja Balfour Chairman 17 June 2022 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 8 | The Global Smaller Companies Trust PLC Purpose, values and culture Our purpose is to provide an investment vehicle which meets the needs of investors, whether large or small, who seek long-term investment returns from global smaller companies in an accessible, cost effective way. Our investment objective is to secure a high total return for our shareholders over the longer term. To ensure that the Company’s purpose, values, strategy and culture are aligned, the Board comprises Directors with a breadth of relevant skills and experience acting with professional integrity who contribute in an open boardroom culture that both supports and challenges the investment management company and its other third party suppliers. Investment and business strategy Our investment strategy is designed to produce outperformance of the Benchmark and increases in dividends over the longer term. We seek to deliver this by investing in a large number of stocks across sectors We select well-managed publicly listed smaller companies with growth potential and market capitalisations that fall into the generally accepted Business model The Directors have a duty to promote the success of the Company. As an investment company with no employees, we believe that the best way to do this and to achieve our objective is to have an effective and strong working relationship with our appointed manager, Columbia Threadneedle Investment Business Limited (formerly BMO Investment Business Limited, the 'Manager'). Within policies set and overseen by the Board of Directors, our Manager has been given overall responsibility for the management of the Company’s assets, including asset allocation, gearing, stock and sector selection as well as risk management and engagement on Environmental, Social and Governance matters. The Board remains responsible for the matters listed on page 41. In most parts of the world, smaller company equities have historically delivered strong longer term returns to investors ahead of overall equity market returns. As an investment trust company, the Company is particularly well suited to long-term investment in these smaller, less liquid companies. Our Manager places particular focus on fundamental analysis of the opportunities in the North American, UK and European stock markets. The emphasis is on meeting individual companies and understanding the quality of their management, their position in their targeted market and their strategy for growth. Importantly, assessment is made on The aim is to invest in high quality companies at attractive prices with the potential to deliver strong returns. We use funds to gain exposure to companies in areas where our Manager has historically lacked dedicated smaller company investment management resource, such as in Japan, Asia, Latin America and Africa. Exposure to the different attraction of local valuations and the outlook for currencies, but stock selection is generally the main driver of the Company’s overall returns. A full list of investments appears on pages 34 to 36. Furthermore, as a closed-ended listed investment company we are not constrained by asset sales to meet redemptions. Our share capital invested while taking advantage of volatile market conditions. Having number of other investment fund structures. Our purpose is to provide an investment vehicle which meets the needs of investors, whether large or small, who seek long-term investment returns from global smaller companies in an accessible, cost effective way. Our investment objective is to secure a high total return for our shareholders over the longer term. Strategic Report Report and Accounts 2022 | 9 Strategic Report Alignment of values and culture It is important that the values, expectations and aspirations of those charged with managing the assets align with those of our own. The Board has reviewed the Manager’s culture and values as part of the annual assessment of its performance and in determining whether its reappointment is in the interests of shareholders. BMO is an organisation A founding signatory to the United Nations Principles for Responsible Investment (‘UNPRI’), it has achieved the maximum rating of A+ for key areas of its responsible investment approach, including strategy and governance, and Environmental, Social and Governance (‘ESG’) incorporation and active ownership in listed equities. The management company has a culture of diversity and inclusion anchored by shared values and industry-leading employee engagement in keeping with the Board’s own expectations and beliefs. Responsible investment and ESG impact Our Responsible Investment policies are set out on page 23 and are aligned towards the delivery of sustainable investment performance over the longer term. The direct impact of the Company’s activities is minimal as it has no employees, premises, physical assets or operations either as a producer or a provider of goods or services, while its shareholders are effectively its customers. In consequence, it does not directly generate any greenhouse gas or other emissions or pollution. The Company’s indirect impact occurs through the investments that it makes and this is mitigated by the Manager's Responsible Investment Approach as explained on pages 23 to 26. Manager evaluation Investment performance and responsible ownership are fundamental to delivering a sustainable high total return for our shareholders over the longer term and therefore an important responsibility of the Directors is exercising a robust annual evaluation of our Manager’s performance capabilities and resources. This is an essential element in the mitigation of risk, as outlined under Principal Risks on page 30, and the strong governance that is carried out by the Board of Directors, all of whom are independent and non-executive. The process for the evaluation of our Manager for the year under review and the basis on which the reappointment decision was made are set out on page 46. The management fee is based on the value of the Company’s net assets, thus aligning the Manager’s interests with shareholders. Managing risks and opportunities We look to make good use of our corporate structure and the investment opportunities that produce a high total return for our shareholders over the longer term. Like all businesses, these opportunities do not come without risks and so the performance of our Manager is monitored at each Board meeting on a number of levels. In addition to managing the investments, the ancillary functions of administration, company secretarial, accounting and marketing services are all carried out by the Manager. It reports on the investment portfolios; the wider portfolio structure; risks; compliance with borrowing covenants; income, dividend and expense forecasts; errors; internal control procedures; marketing; shareholder and other stakeholder issues, including the Company’s share price discount or premium to NAV; and accounting and regulatory updates. Performance Indicators that are set out on page 11 and, on page 30, can see what the Directors consider to be the Principal Risks that we face. The risk of not achieving the Company’s objective of delivering a high total return for our shareholders over the longer term, or of consistently under-performing its Benchmark or competitors, may arise from any or all of poor stock selection, inappropriate asset allocation, weak market conditions, badly timed employment of gearing, poor cost control, loss of assets and service provider governance issues. In addition to monitoring our Manager’s performance, capabilities, available resources and its systems and controls, the Directors also review the services provided by other principal suppliers. These include the Custodian and Depositary in their duties towards the safeguarding of the assets. The principal policies that support our investment and business strategy are set out on page 37, whilst the Lead Manager’s review of activity in the year can be found on page 12. In the light of the Company’s strategy, investment processes and control environment (relating to both the oversight of its service providers and the effectiveness of the risk mitigation activities), we have set out on page 31 our reasonable expectation that the Company will continue in Lead Manager and the management of the assets As Lead Manager on behalf of our Manager, Peter Ewins is responsible for the allocation of the assets on a regional basis and for the construction of the investment portfolio including the selection of any smaller company investment funds utilised. Our Manager has a team of smaller company investment managers that support the Lead Manager in the selection of stocks for the North American, UK and European stock markets. The Lead Manager is also assisted by other colleagues within the management company in relation to the selection of managed funds used to gain exposure to other global markets. Marketing With a large proportion of our shareholders being retail investors and growing element of our shareholder base, we remain focused with our Manager on the optimal communication of the Company’s investment Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 10 | The Global Smaller Companies Trust PLC proposition. In recent months we have been working with the Manager in order to provide more content on the Company’s website, including more regular video updates. An increasing proportion of shareholders hold their investment via third party platforms, as well as the Manager’s to invest. The Manager has also been making use of the “Investor Meet Company” platform to make presentations and target other retail investors using this service to research investment opportunities. Key stakeholders Whilst we hold our Manager to account in the management of our assets, we also recognise that relationship as being fundamental from a stakeholder perspective and as a working partnership in forming and developing our strategy. Our own engagement with our Manager is continuous, particularly through our regular Board meetings and not least the annual meeting that we dedicate to the review of strategic matters. The debate at our strategy meeting in February included a review of the areas critical to the future success of the Company including investment strategy, the Company's name, branding and marketing. The Board also keeps under review the appropriateness of the Company's Benchmark index. The relationships that our Manager has with the companies in which we invest are of key importance and we outline our approach on pages 23 to 26. Albeit not in the traditional sense, we see our shareholders as investing over the longer term. Many of our underlying shareholders are young and hold their shares through their parents in the Manager's Child Trust Fund and Junior ISAs. The Child Trust Funds have now begun to mature, meaning that, as each child turns 18, they have full control over their holdings. Our hope is that these young investors will remain with us either by switching into the Manager's other savings products or retaining their shares on other platforms. For that purpose, the Manager has been writing to parents ahead of their account maturity dates explaining the options and opportunities available to them for continuing their investment journey with us. Early indications show good retention rates. With regard to our shareholders more generally, we engage by reporting statements. Most shareholders and Savings Plan investors prefer not to receive such detailed information. To avoid then losing this essential line of communication, we instead make available a short annual results. Shareholders and savings plan investors can access the full information on our website as shown on page 2. Through our Manager, we also ensure that savings plan investors are encouraged to participate at shareholder meetings in addition to those members who hold their shares directly on the main shareholder register. Details of the proxy voting results on each resolution are published on the website where there is also a link to the daily publication of our NAV and our monthly factsheet. The Manager seeks to foster good relations with wealth managers and underlying investors in promoting the Company’s investment proposition and over the year a number of meetings, both virtual and in-person, were held with existing and prospective investors. These meetings are reported on regularly to the Board. The Chairman and Senior Independent Director are always available to meet with major shareholders. Our lenders are important stakeholders who we keep informed through the extreme volatility in markets as a result of Covid-19, none of the liquidity or cause to engage with the lenders in this regard. Report and Accounts 2022 | 11 (1) See Alternative Performance Measures on pages 92 and 93 (2) See Glossary of terms on page 94 for explanation of Benchmark Dividend growth 1 Year % 3 Years % 5 Years % The Board aims to continue its progressive dividend policy Dividends 5.1 11.5 50.2 Retail Prices Index 11.1 16.1 23.7 Ongoing charges (1) (as a percentage of average net assets) At 30 April % (excluding performance fees) % (including performance fees) The Board’s policy is to control the costs of running the Company 2022 0.75 0.75 This measures the running costs of the Company (including where applicable the performance fees incurred in underlying funds) as a percentage of the average net assets. 2021 0.78 0.78 2020 0.75 0.75 2019 0.79 0.79 2018 0.83 0.83 Premium/(discount) (1) (including current period income) At 30 April % The Board’s premium/discount policies are to moderate the level of share price premium/discount and related volatility 2022 (9.6) This is a measure of the divergence between the share price and the NAV per share. The Company issues shares whilst the share price is at a premium and buys back shares when it is at a discount, in the latter case with the aim that it does not exceed 5% in normal market conditions. 2021 (3.6) 2020 (7.3) 2019 (4.3) 2018 0.5 Performance: Total return (1) 1 Year % 3 Years % 5 Years % The Board’s policy is to secure a high total return NAV total return (0.2) 27.3 44.4 This measures the Company’s NAV and share price total returns, which assume dividends paid by the Company have been reinvested, relative to the Company’s Benchmark. Benchmark (2) total return (3.2) 28.3 42.5 Share price total return (6.4) 20.4 29.9 The Board assesses its performance in meeting the Company’s objective against four key measures; Performance, Premium/Discount, Ongoing Charges and Dividend Growth, as well as regional performance against local benchmarks set out on page 13. Detailed commentary on these measures can be found in the Chairman’s Statement and Lead Manager’s Review. A 25 year historical record of these indicators (excluding Ongoing Charges) is shown on pages 90 and 91. Key Performance Indicators Strategic Report Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 12 | The Global Smaller Companies Trust PLC to something feeling more normal with pandemic restrictions being relaxed, the repercussions from the virus and the macro policy responses to it continue to reverberate in the markets. Away from these gyrations, our thoughts are focused on the human tragedy unfolding in front of us in Ukraine and we can only hope that a When we look at the performance of equity markets and smaller headline numbers do not look that remarkable, certainly not when compared to the moves that we saw in the previous year. Share prices have fallen, but not dramatically so, and in the context of all that has been going on in the world, this is perhaps surprising. The most market sensitive development over the year has been the a broad swathe of the world. While some of this has been caused by the Ukraine situation, prices had been rising strongly well ahead of this. It does appear that governments and central banks have been too aggressive in their stimulus policies in reaction to the pandemic. Supply chain challenges and under-investment in areas like energy and mining are also part of the story. In any case this has prompted a reaction from central banks more recently to raise interest rates, albeit those in Europe and Japan have yet to move. Overall, the Company performed resiliently with the total return NAV six month period as the mood in markets darkened, in large part reaction of central banks. While this performance is not going to set shareholders pulses racing, it is encouraging to note that we bettered the 3.2% drop in the Benchmark in sterling total returns. The Company also did considerably better in the year than some of the other funds targeting global smaller companies. In addition our portfolio delivered an excellent recovery in terms of income, allowing the Board to recommend a higher dividend once again. Lead Manager’s Review Industrials 19.4% (17.4%) Collective investments 19.0% (18.5%) Financials 11.5% (11.3%) Consumer discretionary 11.2% (12.9%) Technology 8.2% (10.8%) Healthcare 7.7% (8.0%) Basic materials 7.6% (7.4%) Consumer staples 6.1% (4.3%) Real estate 3.8% (4.1%) Energy 2.3% (1.5%) Telecommunications 2.2% (2.4%) Utilities 1.0% (1.4%) Source: BMO GAM The percentages in brackets are as at 30 April 2021 as at 30 April 2022 The fund management team consist of back row, left to right; Nish Patel, Gordon Happell, Patrick Newens, Sam Cosh and Bradley Walsh, front row; Catherine Stanley, Peter Ewins (Lead Manager) and Lucy Morris. Report and Accounts 2022 | 13 Strategic Report Less positively the Company’s share price was down by 6.4% in total return terms, with the risk averse tone in the markets leading to smaller company investment trust discount widening. So, what drove the relative resilience of our NAV performance and the outperformance versus the Benchmark? There are two principal answers to this. Firstly, our returns in the largest segment of the Company, North America, were far better than the local smaller companies index, as shown by the table below, due to our more measured approach to stock selection in this market and what we will pay for stocks. We have always taken the view that valuation is key when making the initial decision to invest. This sounds fairly obvious, but what we have seen in recent years, especially in North America, is investors at large prepared to pay ever higher prices for perceived long term structural winners. Eye watering multiples for these stocks at some time were bound to get tested, and the move by global central banks to increase interest rates in reaction long way into the future. Some of these more conceptual business models have started to unravel and, even if they have not, the future have been devalued by higher rate expectations and a rising cost of capital. We have always been cautious about loss making The other major contributor towards outperformance of the Benchmark was takeover activity in the portfolio, with no less than 17 of our holdings agreeing to be taken over or to a merger. Nearly three quarters of these were UK companies while the rest were US based. Takeovers help performance as they are invariably done at premiums to the prevailing share price of the targeted company, and during this year we saw some very elevated premiums paid for a number of these companies. Private equity funds are presently Currency strengthening against Sterling Currency weakening against Sterling Apr 21 Aug 21 Dec 21 Apr 22 100 105 110 90 95 115 Currency movements relative to sterling in the year ended 30 April 2022 Source: BMO GAM Japanese Yen EuroUS Dollar Trade deals with other corporates have also been evident as business Performance outside of the two largest parts of the portfolio, North America and the UK, was less positive. In Europe we didn’t see any offers for our holdings and our portfolio has more of a growth bias, so some of the share prices suffered as part of the rotation towards lower rated names. From a sector perspective, in Europe we also lacked exposure to the commodity related areas of the market, which were strong. While our returns in the Rest of World segment were in Japan, with two of our three collectives holdings lagging badly. In terms of the overall structure, mainly as a result of the strong performance in the market, our North American weighting rose by 3.7%, while our UK and European weightings dropped. Given the uncertain overall outlook and the likelihood that the dollar was going to be strong with the US Federal Reserve changing tack on monetary Table of total returns (sterling) 1 year 3 years 5 years 10 years Fund Benchmark Fund Benchmark Fund Benchmark Fund Benchmark UK -3.5% -7.4% 17.5% 15.3% 37.0% 19.3% 238.5% 140.6% Europe -16.0% -6.9% 20.8% 30.6% 30.6% 42.9% 213.9% 232.3% North America 7.8% -8.3% 41.6% 26.2% 70.8% 46.2% 304.2% 237.8% Japan -14.1% -9.1% 0.2% 3.5% 4.7% 13.4% 146.2% 136.8% Rest of World 4.0% 4.4% 22.3% 42.1% 31.3% 50.3% 91.3% 128.1% Source: BMO GAM Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 14 | The Global Smaller Companies Trust PLC policy, we had felt that having more of the assets in dollars made of course, brings particular challenges to Europe and its energy dependence on Russia is now coming at a cost to the growth When we look at the sector weightings in the pie chart on page 12 and how they have evolved over the last year, the largest increase in exposure was to Industrials and Consumer staples. Ultimately these weightings are just the sum of a lot of individual stock decisions, but we do feel that valuations within the Industrials in general offer value taking a medium term view, although near term trading for some of our holdings here is bearing the scars from the supply chain issues surrounding Covid-19 and China. We have found some new Consumer staples stocks to invest in over the last year, and we have also added a little to our exposure to Energy related companies. The outlook for oil production outside of Russia has improved for the near term, notwithstanding the need to accelerate investment into renewable energy. Our Technology exposure fell in the year as share prices sold off and we cut some holdings. The Company's gearing was maintained during the year in line with the Board’s policy to make use of borrowings through the cycle to enhance shareholder returns. At the year end the effective gearing taking account of short-term liquidity was 4.6% compared to 3.8% twelve months earlier. I should update shareholders on how the combination of the BMO investment team with Columbia Threadneedle Investments ('Columbia Threadneedle') is proceeding and what impact it is having on the way that the Company is being run. The good news from my perspective is that the philosophy, process and approach that have been used to manage the Company for many years remain the same. We now however have additional input from the enlarged over time as new ideas come through from our new colleagues. The transaction has also strengthened resources in the important area of Environmental, Social and Governance ('ESG') research, with an enlarged Responsible Investment team. Over the last year, the investment team has continued to step up engagement with our investee companies around ESG issues. Our fundamental research seeks to identify for each company what the major issues are and how companies compare to peers. We record these engagements and regularly discuss them with the Responsible Investment team. The report on pages 23 to 26 covers this area in more detail and some of the progress we are seeing on the ESG front across the portfolio. While the market background is always important, at the end of the year it is how the individual companies we hold do that makes the difference. The regional reports that follow mainly focus on stock that we have taken. The portfolio and Index performance data are shown in sterling total returns, although individual share price performances quoted are capital returns only and in local currency terms. UK Review One year Portfolio Performance -3.5% Numis UK Smaller Companies (excluding investment companies) Index -7.4% FTSE All-Share Index -3.5% In overall terms this was a subdued year for UK smaller company shares, coming after the stellar 2020/21. Larger company shares did better than small cap this year, with the relative sector tilts the recovering energy, mining and banking stocks for example. Pleasingly our portfolio did comfortably better than the Numis UK Smaller Companies (excluding investment companies) Index as shown by the numbers above. Having a low exposure to the most richly valued end of the small cap market and to more speculative names, plus holding a number of stocks taken over, all worked in our favour. The UK economy continued its recovery from the pandemic driven dropped, supporting wage growth, and, following protracted periods of being locked down, UK consumers proved willing to spend when they got the chance. Nevertheless, the emergence of the fast- spreading omicron Covid-19 variant led to the requirement for the re- introduction of restrictions again late in 2021. Faced with this, a cost of living squeeze as a result of higher electricity, gas and food prices, combined with higher personal taxes, it is perhaps not surprising that consumers have started to tighten their belts. The Bank of England raised its base rate three times in the year, in an attempt to At the portfolio level, while total returns were in negative territory, there were a lot of strong performers in the year. At the interim stage, and in the second half a further seven holdings agreed deals or were in the process of considering offers at the end of the year. Two of contribution were both offers from North American based larger peers. Clipper Logistics’ the leading online retail logistics services company attracted a bid from GXO Logistics at an implied share price more than an 8 times multiple of the IPO price from 2014, when we had initially invested. We have also had a holding in wealth management company Brewin Dolphin for a long time. Management have enhanced the quality of Report and Accounts 2022 | 15 in the intermediary channel. This attracted Royal Bank of Canada’s attention and they offered a premium of more than 60% to the prevailing share price. This highlights the extent to which some UK smaller companies have been undervalued by the market. Two real estate and two healthcare companies were among the other bids in the second half of the year. Property developer U&I Group had struggled for a number of years, but a refocused strategy and management refresh were followed by a bid from FTSE 100 listed Landsec, which will be better able to accelerate delivery of some company McKay Securities lease company Workspace Group, a company we have previously owned on the portfolio. McKay had good assets but was not big enough to gain much attention from investors so the shares had been depressed for a while. In healthcare, pharmaceutical products and services business Clinigen Group agreed to be acquired by a private equity buyer, having had a tricky period of trading which had led to the shares de-rating. More recently CareTech, the specialist care services business has found itself on the receiving end of rival approaches, one from the existing management team and another year was for fuel retailer Vivo Energy from the company’s majority shareholder Vitol. Positively, many of our holdings rose in value purely based on executing their business plans and outperforming expectations. Two of these companies were strong contributors last year too; Next Fifteen Communications and Watches of Switzerland, up by 51.6% and 39.3% respectively. The former helps clients to enhance and engagement. Earnings forecasts were regularly pushed up as the company won incremental new business with both new and underlying market for luxury watches, with like for like sales excellent in both the UK and US. New space is being rolled out, with the company’s long-standing relationship with Rolex helping it to take market share in a supply constrained market. One of the best contributors in the year was Energean, a company whose primary business is offshore gas development in Israel and whose shares rose 42.1%. It was helped by the higher gas and oil prices but also by the fact that its major development project is nearing completion. Shares in waste services company Biffa rose 26.1% as the company saw better performance as Covid-19 impacts eased and investors warmed to a positive sustainability narrative well-articulated by management. Challenger bank OSB Group, produced good results from its buy to let lending business and a strong capital position is allowing for enhanced dividend payments and capital returns via share buybacks. Consumer healthcare and prescription medicines supplier Alliance Pharma also had a positive year, with the core scar treatment product Kelocote delivering growth and its shares received a merited re-rating. Strategic Report RPS Group is a globally focused consulting business serving a number of sectors including the water industry, where it provides technical expertise helping to sustainably manage and conserve water resources. Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 16 | The Global Smaller Companies Trust PLC Among the companies that struggled in the last year were several of the industrial holdings. TI Fluid Systems, Trifast and Vesuvius, were all impacted by the widely versed supply chain issues especially related to the automotive sector. A shortage of semiconductors and more recently certain other components such as wiring harnesses due to the war in Ukraine, have impacted the production rates of the industry. Other industrial stocks to suffer this year were a new holding, electrical products supplier Luceco Group, and a longer term position XP Power. Luceco suffered in the general sector caused by de-stocking in its key UK repair and maintenance market. Power solutions supplier XP Power dropped 36.6% over the year, impacted by product shortages and by disruption at some of its Chinese manufacturing operations due to the ongoing pandemic. While IPOs can go on to become big winners, we took a generally cautious approach to participating in them this year on the grounds of valuation and quality. One that we did back, Made Tech, which is an IT services business helping the government in its digitisation the shares dropped 69.3%. Another company whose listing we backed last year, online retail business In The Style, also had a poor time, with trading results impacted by lower sales growth and a worse product mix. Other holdings which disappointed during the year included Go- Ahead Group (rail franchise problems), Restaurant Group (cost pressures) and video games business Team17 Group, which faced tough comparisons against a strong prior year’s trading, together with higher wage costs. New holding Essensys, which supplies IT impacted by the bankruptcy of one of its customers, while greetings products supplier IG Design a surge in freight costs which could not be recovered from its retail customers in time. the stocks taken over or sold for other reasons. We took a position in Rathbone Group, the wealth manager, following the bid for Brewin Dolphin. This is a strong franchise in a clearly consolidating sector. Other purchases included annuities business Just Group, which has re-built its solvency position in recent years, Capital and Counties, the owner of prime west end property, and luxury confectionery brand Hotel Chocolat from the easing of the pandemic, online sales have grown and the company has had success with a hot chocolate machine which is driving repeat chocolate orders. Inkjet printing technology business Xaar was added as a recovery play under improved management, whose strategy and new products are leading to much improved results. The outlook for the UK economy looks somewhat uninspiring in the near term, given the well-versed cost of living issues and likelihood of further rate rises by the Bank of England. The recently announced government plan to assist with energy bills will help to support the consumer outlook but growth may remain anaemic at best. European Review One year Portfolio Performance -16.0% EMIX Smaller European Companies (ex UK) Index -6.9% FTSE All-World Developed Europe ex UK Index 0.0% the reporting year, the rotation towards value stocks overwhelmed the quality biased nature of the portfolio, resulting in the delivery of a disappointing performance for the full year. The challenging environment caused by tightening liquidity conditions was of course exacerbated by the Ukrainian war that saw energy and food prices in further, accelerating the painful shift away from growth stocks. Looking at the main contributors towards the underperformance, we companies. Many of these companies were sold off aggressively as rate expectations began to climb, the market shifted its attention to more ‘value’ parts of the market. Global Fashion Group was the biggest faller, with the shares plummeting 86.1%. This emerging market fashion retailer and platform was hit particularly hard as its it is unclear what will happen to this side of the business, but an eventual withdrawal is likely. Mister Spex, the omni-channel glasses retailer, had a very tough debut year following their listing on the the management and model, we have sold the position. HelloFresh, the global leader in meal kits, also had a tough time in terms of share price performance, though they consistently delivered good results through the year, so we have kept faith with our holding. In common with other markets, a number of our industrial holdings in supply chains globally. Industrial businesses are at the sharp end of these challenges both in terms of securing access to supplies or raw materials and trying to pass on much higher costs. While the majority of the industrial holdings performed poorly it was Norma Group Report and Accounts 2022 | 17 Strategic Report Thule Group's extensive range of high quality bike and roof health and wellness. that fared particularly badly. The shares fell 49.3% as the company struggled with the aforementioned issues, particularly in relation to its automotive sector exposure, leading to it announcing several disappointing trading updates during the year. Our healthcare holdings also had a tough year with Tecan Group, the invitro diagnostics equipment provider, underperforming as they suffered a de-rating from the move away from growth stocks. Carasent technology stock offering cloud software to specialist medical clinics in Scandinavia, also struggled as they announced a marginally lower growth rate. Clinics rightly decided to focus on treating patients during the resurgence of Covid-19 at the expense of installing new software. Finally, the asset management software company Simcorp much traction due to the combination of the length of the sales cycle and the challenges in having face to face meetings during the pandemic. Turning to more positive aspects of last year, despite the substantial move away from technology stocks in the second half of the year, this was the most fruitful sector for us. Of note were two French listed stocks that are more economically sensitive than most of the sector. First is Lectra, the market leading provider of cutting tools and software sold to the fashion, furniture and automotive of economic activity, yet not had any supply chain issues as yet. competitor Gerber, and the shares were up by 31.7%. Alten is a French listed provider of outsourced R&D staff. Their client list is them, we bought our position in November 2020 after the positive news on the vaccines and the shares have performed well since. The company’s end markets have started to recover particularly in an era where the competition for talent or employees is so high. the year and positively impacted by higher interest rates. Tactically they provided balance to our quality biased portfolio as we felt they were not only cheap but offered good earnings recovery potential too. One of our largest holdings Ringkjoebing Landbobank was the best performer, up by 38.4%. Based in Denmark and dominating the Jutland region they generated good growth and returns, lifting their guidance through the year. Sparebank, the Norwegian bank with a strong position in Rogaland, also had a good year helped by rising interest rate expectations and a local economy that is leveraged to the oil price. Finally, Storebrand, the Norwegian life, pensions and asset management business was another good performer. They also generation and capital position, leading to expectations of improved shareholder returns from here on. Among the other good performers was IMCD, the specialist chemical distribution company, which rose 26.3%. Their operational Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 18 | The Global Smaller Companies Trust PLC outsourcing and consolidation of the specialist chemical distribution chain but, also, have seen their sales boosted by increasing prices along the distribution channel. Coor Service Management, the Swedish listed integrated facilities manager, also had a good year. They have recovered strongly from a contract loss last year to grow also won new contracts. Finally, the online ticketing company CTS Eventim performed well as social restrictions were abandoned driving an increase in concert attendances. Portfolio turnover was lower this year following the elevated trading activity in the previous year that was caused by the opportunities provided by the pandemic related sell off. Clearly there has been another bout of weakness in markets, however, thus far we have stayed mainly on the side-lines as we digest the combination of tighter liquidity conditions and a war on Europe’s doorstep. We are conscious that the outlook is very different to at any stage, While we are clear that we believe a quality orientated portfolio is the right strategy to deliver performance long term, we must also challenge the portfolio’s individual holdings relevance in this outlook. For example we are concerned that consumers are facing an extremely tricky outlook so have trimmed our exposure in this area by selling out of recreational vehicle products company Dometic, whilst we have increased exposure to energy by adding two services businesses Schoeller-Bleckmann and TGS. We have exposure to that have performed well for us, but we have augmented this further by adding a holding in Bank of Ireland. We are actively looking at a number of other stocks which have suffered in the rotation away from growth. The portfolio will remain exposed to high quality growing businesses, not just because we believe this is the right strategy long term, but because we believe they have the pricing environment and we are reaching the stage where you no longer have to pay much of a premium for this exposure. Looking forward, the macroeconomic outlook is, on the face of it, not that encouraging with the prospect of a regional recession looming. The counter to this is that the European market is now trading on a relative valuation similar to previous recessionary troughs providing an appealing entry point. North American Review One year Portfolio Performance 7.8% Russell 2000 Index -8.3% S&P 500 Index 10.2% The Russell 2000 smaller companies index fell 8.3% over the index, mirroring the global trend. Our portfolio enjoyed a very strong year in comparison to the Russell 2000, with a more conservative investment approach paying off at a time when the more speculative end of the market suffered. The US economy grew strongly through 2021 with loose monetary moderation of restrictions relating to the pandemic also led to an uplift in consumer activity. Over the year the best performing sectors within the market were energy, utilities and real estate, whilst the worst performing sectors were healthcare, consumer discretionary and telecommunications. The portfolio’s performance was largely driven by individual stock selection as opposed to sector allocation. Our stock-picking in healthcare was the largest contributor to outperformance, with a focus on attractively valued and quality healthcare services stocks and a lack of exposure to consumer staples were other areas where our holdings performed well. At the individual stock level, within healthcare, several of our holdings had successful years. Molina Healthcare, a managed care company providing health insurance, delivered faster growth than its competitors and as a result the shares re-rated. Contract research organisation ICON, also did well as the company made good progress with the integration of PRA Health Sciences and continued to develop its position in de-centralised trials for the pharmaceutical sector. Performance was also helped by the takeover of hospital equipment supplier Hill Rom Holdings by a larger peer Baxter International. We had only bought into Hill Rom in the previous year. The portfolio also gained from bids for three other holdings. Insurance and reinsurance company Alleghany, in contrast to Hill Rom, has been held in the portfolio for over 15 years. A long-term track record of solid underwriting and shrewd capital allocation on the investment side eventually enticed Warren Buffett’s Berkshire Hathaway to launch a bid at a reasonable premium. Data centres developer and operator CyrusOne was taken over by private equity following a period of management change at the company, while QAD (a provider of supply chain management software) was acquired by a different private equity entity. A planned combination of Healthcare Trust of America with a peer REIT is pending approval by shareholders. Report and Accounts 2022 | 19 Strategic Report Strong demand for industrial property, warehouses and distribution sites in the US is driving high rental growth for Plymouth Industrial REIT. The largest individual positive stock contribution in the year came from The Andersons West, which rose 74.9%. Helped by geopolitical turbulence, markets appear to be recovering for the trade, renewables and plant nutrient operations, and management made progress in shedding the company’s non-core businesses. Earnings at MaxLinear surged because of strong demand for the company’s home connectivity and telecommunications infrastructure products, driving the shares up 33.0%. The portfolio’s two precious metals related holdings SSR Mining and Wheaton Precious Metals gold price as global currency debasement continued over the year Among other winners, Boot Barn Holdings, a retailer of western and revenue growth. Graphic Packaging (a vertically integrated producer of paperboard based packaging) demonstrated the resilience of its business model in the year as revenues were supported by an ongoing shift to sustainable packaging. Margins outperformed expectations as the company successfully passed through higher costs to its customers. LKQ a distributor of automotive parts, restrictions ended, with earnings also enhanced by higher scrap steel and precious metal prices. Higher insurance rates helped to lift earnings at Brown & Brown, an insurance broker that focuses on small and medium sized commercial accounts, while the company also made good progress with its acquisition strategy. Haynes International is a producer of specialty alloys. End markets such as aerospace, chemical processing and industrial gas turbine all appear to be recovering and this helped the business to deliver better than expected earnings, driving the shares up 33.7%. As ever not everything worked out as planned. A new position in the year Cognyte Software, a provider of security software, was impacted by disruption in the technology hardware supply chain. In addition, spending decisions by government customers were delayed following the outbreak of war in Ukraine. Retailer Ollie’s Bargain Outlet also suffered from supply chain related delays and could not retain some of the customers that had been won during the worst of the pandemic. Shares in frozen foods supplier Nomad Foods fell 36.7% with the company facing challenging comparisons in the year after a strong 2020. Similarly, shares in Hayward Holdings, a manufacturer of swimming pool equipment, suffered a de-rating on worries that the pandemic pulled forward future demand. GrafTech International lagged as end markets such as automotive softened and raw material prices for its electrodes rose. Stericycle, a provider of regulated waste management services is making good progress with its turnaround but suffered from cost pressures and challenges in recovering these from its customers. MDC Holdings, a Denver based housebuilder, fell along with the sector as the prospect of higher interest rates increased concerns about the affordability of housing. Cerence, a provider of voice activated software to the automotive industry, underperformed because of management turnover and as auto production volumes softened; Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 20 | The Global Smaller Companies Trust PLC our holding. A new holding in wealth management consolidator Focus Financial Partners while copper focused Lundin Mining also dropped, with the company facing rising political uncertainty in Chile and production challenges at one of its largest mines. In the year several high-quality businesses that offer reliable long- term growth de-rated from elevated valuations as bond yields rose. This presented the team with opportunities to invest into some of these companies at attractive valuations. Syneos Health is a contract research organisation. It offers a broad range of outsourced services to pharmaceutical companies; growth should come from contract wins and margin expansion from various initiatives. US Physical Therapy (an owner and operator of outpatient physical therapy clinics) has been owned by the portfolio in the past. It is shortages seem to be overdone. Quidel is a diagnostics healthcare business that offers a wide suite of products to its point of care and laboratory customers. Considering the predictable and highly appealing valuation. With health and wellness concerns rising up the agenda, we added a holding in Medifast, which produces and sells weight management products and services. The company’s strong brand based on a history of successful customer outcomes and hiring of coaches should lead to continued subscriber growth. Another new addition to the portfolio was Prosperity Bancshares. This is a conservatively managed bank based in Houston that should see good loan growth because of its exposure to the faster growing higher interest rates. Plymouth Industrial REIT was added late in the period. This is an owner of light manufacturing and logistics properties mainly in the more industrial areas of the US. Rents are growing strongly for these assets at the moment given supply chain issues and some re-shoring of manufacturing to the US, while the assets are being acquired at attractive yields. The portfolio’s energy related holdings Kirby (an owner and operator of tank barges) and Bristow Group (a provider of helicopter transportation to offshore locations) were added to in the year as the outlook for the oil price improved following years of under-investment by the industry and the news from Ukraine. Over the year, we trimmed or sold a number of positions, where the company’s market capitalisation had risen above the normal smaller company size range and where future valuation upside appeared less compelling. These included ICON, STERIS, CDW and CH Robinson. There were instances where shares reached a full valuation at the same time as the risk of a deterioration in future NETGEAR. We also sold Ollie’s Bargain Outlet as longer-term growth prospects for the company appear to be fading. The US economy seems to be losing momentum with headwinds of geopolitical tensions. Whilst the ISM manufacturing survey currently indicates economic expansion, it has been trending downwards over the last year and jobless claims are at very low levels amidst a tight US labour market that is unlikely to improve much further. Company earnings were very strong in the calendar year 2021 but are now confronted with deteriorating consumer and corporate sentiment and higher costs. On the other hand, equity valuations do look more attractive and sentiment is currently depressed. Japanese Review One year Portfolio Performance -14.1% MSCI Japan Small Cap Index -9.1% Topix Index -5.1% The Japanese small cap market like the other developed markets underperformed the larger cap Topix Index over the year, with returns in sterling terms impacted by the weakness of the Yen. Stripping out the yen movement, the market returns for small caps in local currency terms were actually better than those in the other main markets, with a step-up in share buyback activity across the market being supportive. The return from our portfolio of three collective funds, however, was disappointing, coming after what had been a good year of outperformance in the previous year. Like elsewhere, this was another year when the pandemic impacted upon economic activity, with restrictions periodically being adjusted to take account of the developing situation and emergence of omicron. Tighter border controls more or less curtailed tourist arrivals. Japan’s slow initial roll-out of vaccinations caught up during the year and in relation to other countries, infection and death numbers remained modest. Like the other G7 countries, the Japanese labour market has remained tight with unemployment in some sectors. Despite this and the higher commodity price environment, underlying Japanese consumer prices have remained As a result, the central bank has been under no pressure to raise interest rates or to move up the targeted rate for government bond interest rate environment has been transformed, led to a sharp drop in the yen during the second half of the period under review. More recent data on the economy has indicated a small reverse in such as automotive being hurt by ongoing supply chain challenges, Report and Accounts 2022 | 21 Strategic Report while consumer spending was also held back by the pandemic. Higher costs of imports due to the Ukraine crisis and the weak yen are impacting upon both the growth and consumer dynamics for now, with demand for exports also being impacted by a slowdown in the Chinese economy. However, Japan’s economy is not going are now going to be dealing with; the new Prime Minister Kishida’s administration are still trying to stimulate the economy. As discussed elsewhere in the review, the last year has seen an extreme rotation from growth to value and while the economic conditions and pandemic situation in the country have been slightly out of synchronisation with the other markets at times, the Japanese equity market was no exception to this. The funds that we hold, managed by abrdn, Baillie Gifford and Eastspring, have different investment approaches. abrdn select stocks with a quality and high return on equity bias, Baillie Gifford look for companies with dynamic medium to long -term growth potential, often focusing on those with some kind of disruptive technological advantage, while Eastspring seek to invest in undervalued, un-loved stocks where they expect a re-rating in time. Given the central market dynamic favouring value stocks, it is no surprise that Eastspring’s performance was strong in the year, nor that the other two managers underperformed. lower rated cyclical names and limited exposure to some of the underperformers. It also saw some good performance from its taken over. Over the year the fund fell in value by a relatively modest 4.3% in sterling terms. While Baillie Gifford’s underperformance was unavoidable given their investment style, the extent of it was pretty extreme, with the unit price down 32.3% in the year. There has the manager has kept the faith with nearly all of the holdings on the basis that the growth story remains intact. Perhaps the more disappointing performance came from abrdn’s fund, where stock selection in some key sectors was poor. We will be engaging with the managers of the funds in the coming weeks to understand better the outlook for their portfolios and continue to keep a watch on potential alternative options that we could use in the future. Looking forward, we are relatively optimistic at present in relation to the Japanese small cap market, although I would acknowledge that we were wrong to be slightly overweight in the last year and the Yen could remain weak in the near term. Japan does appear to be in reasonable shape however amid the geopolitical turbulence and ease. Meanwhile there continue to be some signs of progress at the corporate level in terms of governance and activism is driving some further shareholder accretive changes in behaviour by boards of Japanese companies. Rest of World Review One year Portfolio Performance 4.0% 4.4% MSCI EM Latin American Small Cap Index 5.4% Asian and Latin American small caps bucked the trend in the other global markets by posting gains in sterling terms, also in the case of Asia, delivering outperformance against their larger company counterparts. Latin American small caps performed very strongly in the latter part of the year, helped by the acceleration in commodity prices. Our portfolio almost kept pace in the year, having been ahead earlier in the year. tolls in countries where it was not possible for a widespread roll-out of vaccinations. The emergence of the omicron variant later in the a widespread basis necessitated the adoption of tighter monetary policies to support currencies against the backdrop of a strong US dollar in the foreign exchange markets. In Asia, the Chinese market was especially volatile over the course of the year, partly due to regulatory interventions in some sectors including education and gaming, which impacted some of the major players in these areas. The real estate sector in the country too was in the news, with several over-indebted property development companies running into trouble, creating fears about the risks to the against the coronavirus used in China and Hong Kong have been less effective than those used in the west, combined with the requirement for a series of strict local lockdowns again, have fed into problems for the economy and hence global companies' supply chains once more. The government has sought to support the economy by reducing capital requirements on the banks, cutting mortgage rates to help the housing market and by moving to invest more into infrastructure projects, especially on the renewable energy front. Other markets not doing so well in the last year included Hong Kong, under the careful watch of China, and the more technology orientated markets of Korea and Taiwan, which had done well in the previous year. Sri Lanka suffered as it ran into a major crisis and defaulted on its debt obligations. Elsewhere in Asia, performance was better in some of the other more populous countries, notably in India and Indonesia. While the pandemic has been very disruptive, an easing of restrictions has led to improved consumer spending, and these and other South Eastern Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 22 | The Global Smaller Companies Trust PLC investors. The Australian market was also strong in the year, helped by the rise in commodity prices. In Latin America, the markets more recently have been doing well, with higher prices for agricultural products as a result of the Ukraine markets such as Mexico, Argentina and Colombia also did well, though Peru and Chile, where there has been some civil unrest relating to the rising cost of living, have not done as well. Political with a Brazilian election to come later n the year, the markets may remain volatile. The funds that we hold to gain exposure to these markets produced mixed results in the year. Most of our holdings concentrate on Asia, and after a tough few years, pleasingly The Scottish Oriental Smaller Companies Trust performed well, with the shares up 15.9%. an overweight stance to India. The board of that investment trust have also been more proactive in buying back shares to protect the share rating and will execute a tender offer at a low discount in the event that the fund underperforms in the medium term. Our other investment trust, Utilico Emerging Markets Trust, also served us well, with the focus on relatively more defensive and steady infrastructure assets, including some exposure to renewables, helping in uncertain times. It was also helped by a good exposure to the relatively buoyant Latin American markets later in the period. The two of our holdings which underperformed most markedly were the Pinebridge and HSBC Asia ex Japan smaller company funds. The common feature was an overexposure to the Chinese/ Hong Kong markets, but Pinebridge in particular was also too highly weighted to technology holdings and did not have enough stocks in India or Australia. The Australian New Horizon fund is in make it an economic size – this is a pity as we have held the fund successfully for a long period of time. As in Japan, we are considering if we should introduce any new funds to the portfolio given weaker relative performance in this part of the portfolio in the last few years. As far as the markets are concerned, we presently feel quite neutral. On the one hand, China could bounce back if the authorities become more pragmatic in relation to Covid-19 ahead of the 2022 party conference in October, but this is not a certainty. Political tensions with the west remain an issue given the country’s stance over Ukraine. Valuations however in Asian markets as a whole still look quite attractive in comparison with other regions and if the impression grows that US rates are not going to go up as much as presently factored in, then we could see Outlook When we look forward, it is fair to say that the outlook for the coming running hot. It is hard to feel positive about the likelihood of a return to a normal trading relationship with Russia by the west, so strains in energy and food markets may well persist for some time placing pressure on consumers' disposable incomes and risking more civil unrest in poorer countries. China’s approach to Covid-19 remains a problem. At the same time, the rolling-back of the globalisation trend, risk of geo-political or pandemic driven disruptions, appears likely to gain traction. More local manufacturing sounds appealing but is the lowest cost area. This is especially true in countries where the availability of spare labour is presently scarce such as the US and UK. Central banks are faced with the unenviable task of trying to address triggering a serious downturn or even recession. A scenario of low or one for equity investors. It is always easy to become too bearish however. The recovery from the pandemic has been remarkably smooth and rapid where restrictions have been eased and more jobs than expected have been created in the last year. Capital investment is picking up, notably in areas where it needs to, such as renewable energy. It is also possible that interest rates do not go up as much as the markets are presently assuming. In conclusion, we are very conscious of the potential risks that lie ahead and expect corporate earnings across the portfolio to weaken in the coming period. Understanding individual companies’ ability to deal with cost pressures remains important. In a period of higher interest rates, we expect that companies with stronger balance sheets will be viewed more favourably. We are heartened by the increased number of smaller companies which look to us to be more attractively valued in the markets. Peter Ewins Lead Manager 17 June 2022 Report and Accounts 2022 | 23 Strategic Report Our approach Environmental, Social and Governance (‘ESG’) issues are the three central factors in measuring sustainability and can present both opportunities and threats to the long-term investment performance we aim to deliver to shareholders. The Board is therefore committed to taking a responsible approach to ESG matters, for which there are two strands. Firstly, there are the Board’s own responsibilities on matters such as governance. The Company’s compliance with the AIC Code of Corporate Governance is detailed in the Corporate Governance Statement on page 39. Secondly, there is the more material impact the Company can have through the investments that are made on its behalf by the Manager, which has long been at the forefront of responsible investment. It has one of the longest established and largest teams within the asset management industry focused on ESG and engages actively with the management of investee companies to encourage the application of the highest standards of ESG practice. BMO GAM is a signatory of the UK Stewardship Code and its statement of compliance can be found on its website at bmogam.com. As discussed elsewhere, during 2021, Columbia Threadneedle and BMO GAM (EMEA) combined. Coming together allows us to make use of complementary strengths in the ESG arena and to create a world class responsible investment capability. The aim is to drive real-world change through active ownership and partnering with clients to deliver approach to stewardship is a strategic priority for the enlarged business. Responsible ownership reduce risk, improve performance, encourage best practice and underpin long-term investor value, forms a fundamental part of the Manager’s approach to responsible investment. Engagement in the opportunities is also part of this approach. The Manager’s Corporate Governance Guidelines set out its expectations of the management of investee companies in terms of good corporate governance. This ethics policies and ensuring that there is an effective mechanism for the internal reporting of wrongdoing, whether within the investee company itself, or involving other parties, such as suppliers, customers, contractors or business partners. The Manager is also a signatory to the United Nations Principles for Responsible Investment (‘UNPRI’) under which signatories contribute to the development of a more In 2020, BMO GAM became a founder signatory to the Net Zero Asset Managers Initiative and set out its ambition to achieve net zero emissions across all assets under management by 2050. During 2021, it developed an implementation methodology, initially for equities and bonds, that emphasises the importance of stewardship in implementing its goals. ESG and the investment process The Manager's Responsible Investment team works closely with the investment team managing the Company’s assets to ensure that those performing the work on individual investment opportunities are well informed in what to look for in relation to the ESG aspects of their analysis. Specialism within the Responsible Investment team allows the fund managers to talk to those who understand the key ESG issues relating to a particular sector. Where possible, internal research is cross-referenced against external sources, for example MSCI ESG research, though smaller companies may not always be covered well or at all by external ESG ratings services. The Responsible Investment team once again over the last year hosted internal workshops for the investment teams, covering new developments across a wide range of topics in areas such as governance, voting trends and net zero Responsible Investment As stewards of more than £945m of net assets, we support our Manager as a leader in responsible investment and in bringing about positive change. Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 24 | The Global Smaller Companies Trust PLC Engagement Climate Change 20.3% Environmental Stewardship 16.3% Labour Standards 22.2% Public Health & Human Rights 2.0% Corporate Governance 39.2% issues raised at 52 companies across 13 countries 153 During the year ended 30 April 2022, the Responsible Investment team engaged with the management of 52 companies in the Company’s portfolio, across 13 countries. The most common topics for discussion were corporate governance and labour and environmental standards. Examples of this engagement follow. policies, to ensure that the fund managers are aware of the key issues to cover when they interact with companies. The investment process used by the fund management team incorporates the assessment of sustainability issues for each stock being reviewed. Scores for the E, S and G performance elements of potential investments are taken into account in the derivation of the fair value of existing and potential new investments. In addition, this analysis forms an important part of the quality scoring of companies and overall risk assessment. The investment team always seek to explore ESG areas of concern as a part of their regular interactions with companies under consideration. In relation to sustainability, the fund management team will note if individual investments are aligned explicitly with any of the UN Sustainable Development Goals. Details of these goals can be found at un.org/sustainabledevelopment/sustainable-development-goals/. The fund management and Responsible Investment team’s research work clarify understanding of the issues involved, create a dialogue or encourage higher standards where appropriate. In this the Manager may occasionally join with other major investors in order to be a more powerful force to drive change. Portfolio case study: Gerresheimer Gerresheimer is a manufacturer of primary packaging products and drug delivery devices which are made of special-purpose glass and plastics mainly for the pharmaceutical sector. It has a strong market position which should endure in an industry which is heavily regulated allowing them to earn high margins and returns. The company has started to roll-out hybrid technology to build a glass melting furnace for white glass in 2023 which 2 than conventional technology. Their newly established EcoDesign Principles - Rethink, Reduce, Replace, Reuse & Recycle provide the company with a structure to systematically develop more sustainable and recyclable product packaging systems. The aim is to apply these to 100% of new products by 2023. The company also aims to reduce its global water intake by 10% by 2030 compared to a 2019 baseline. Report and Accounts 2022 | 25 Strategic Report As noted previously, the Manager’s Corporate Governance Guidelines set out your Company’s expectations of the boards of investee companies in terms of good corporate governance. The Board expects to be informed by the Manager of any sensitive voting issues involving the Company’s investments and receives an annual record of votes against, or abstentions on, management resolutions at investee annual meetings. In the absence of explicit instructions from the Board, the Manager is empowered to exercise discretion in the use of the Company’s voting rights and votes on all investee company resolutions. The Manager is a signatory to the UK Stewardship Code 2020 and, as required by the FRC, has reported on how it has applied the Code in its Responsible Investment Annual Review in 2021. This report is available at bmogam.com. We expect the Company’s shares to be voted on all holdings where possible. During the year, the Manager voted at 218 meetings of investee companies held in the Company’s portfolio. The Manager did not support management’s recommendations on at least one resolution at approximately 53% of all meetings. With respect to all items voted, the Manager supported over 89% of all management resolutions. One of the most contentious voting issues remained remuneration. Either by voting against or abstaining, the Manager did not support approximately 36% of all management resolutions relating to pay, often due to either poor disclosure or a misalignment of pay with long-term performance. Engagement examples in the year: Topic Engagement Plastic Waste Tecan Group One of our holdings Tecan Group, is a leader in automation equipment and liquid handling solutions for the diagnostics and life sciences market. With the increased personalisation of medical treatment, the diagnostics and life science markets are structurally into corporate planning and how the board will oversee process changes where necessary. Whilst comfortable with the progress made being on emissions management, we have asked the company to further improve its disclosure on waste, in relation to plastic. We recognise that sustainable waste management is a complex topic which will require further engagement. Board Effectiveness Next Fifteen Communications Next Fifteen Communications is a broadly spread media services business helping clients to develop their brands and enhance their customer focus. Organic growth has been accelerating as businesses are increasingly allocating budgets towards digital and measurable marketing solutions, while the business has successfully expanded through acquisitions, adding fast growing businesses which offer new skillsets to the group. We met with the board chair to discuss her current time commitments to various boards. Penny Ladkin-Brand was appointed chair of the company having stood down as CFO at Future plc to take on a less time intensive role as at an acquisitive company, serve on an additional board and chair Next Fifteen Communications. We welcomed the news that she is standing down from her other non-executive role and explored the internal discussion and time management plan that should allow experience. It was noted that discussion on the appointment of additional directors were already underway which provided comfort that the board was being effectively reviewed. Emissions Reduction Stericycle Stericycle is a waste management business providing compliance and regulated solutions for secure information and medical waste. These are essential services for longstanding customers. Under new management the business is improving productivity and service through technology and portfolio optimisation. We engaged with the company to discuss its emissions reduction strategy, its appetite for setting science-based targets and key learnings from its recent Carbon Disclosure Project disclosure. The company considers itself to be making progress in terms of its climate efforts, having made several enhancements to its management systems that have allowed it to calculate its emissions accurately. In terms of its operations, it is working with a third party to explore ways to reduce software and are exploring the use of EVs in the UK where route mileage is less of an issue. We also discussed the potential for a net zero ambition in this regard and the establishment of science-based targets. The company is continuing to evaluate these matters and will use the outcomes of recent and ongoing assessments to inform its position. We will continue to encourage Stericycle to improve its practices in this area. Voting on portfolio investments Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 26 | The Global Smaller Companies Trust PLC Climate change Of all the ESG issues, climate change is one of the most important, both in terms of the scale of potential impact and in how widespread this could be across sectors and regions. It is important that considerations around climate change risks and opportunities are incorporated into the investment management process. For the third year, we are disclosing, as best we can, the portfolio weighted carbon intensity (1) of the Company’s investments, in line with the recommendations of the Task Force on Climate-related Financial Disclosures (‘TCFD’). This is based on the greenhouse gas emissions produced by each investee company, per US$1m of revenue, and aggregated for the Company as a whole. We aim to use the information for analysis and for benchmark comparisons, but do not set targets based on it. There are constraints on the analysis of the carbon intensity (1) of the total portfolio as data sources are limited, especially for smaller companies. MSCI provide the data for individual companies, but not all the stocks held on the UK, European and North American portfolios are covered or assessed by that source. Neither are many that are held within our collective investment fund holdings and it is hard to get full and timely visibility of the complete list of companies held within these collectives. As such we are still unfortunately not able to provide a single carbon it is possible to look at the UK, European and North American companies that are held and covered by MSCI and compare the overall carbon intensity of these stocks versus the regional small cap benchmark stocks which are also researched by MSCI, with the data used in the analysis measured at the end of April 2022. For these regions, the carbon intensity of the holdings was 12% less, 71% less and 32% more respectively against the relevant benchmark. The variation across region by the nature of the holdings and sector positioning. The pattern of these intensity results is similar to those calculated last year. The Company’s UK and European portfolios still have relatively limited exposure to sectors which have a high emissions intensity in comparison to the local small cap indices. However, the North American portfolio’s carbon intensity score remains higher than its benchmark, mainly due to the high emissions from three particular stocks, that are among its biggest holdings; Eagle Materials, Martin Marietta Materials and Bristow Group. Eagle Materials is a leading provider of building materials with products including cement, gypsum wallboard, concrete and aggregates. Given the energy intensity of producing cement, 95% of the company’s carbon emissions relate to cement production. The company is mindful of the need to reduce emissions and various initiatives are underway to achieve this with a net zero goal by 2050 having been set. The main contributions to this are likely to be the use of carbon capture related technology and core operational improvements, plus the use of additives and different blends of cement and recycled inputs. Martin Marietta is another company involved in the same having now set a roadmap for achieving stated Scope 1 emission targets for 2030 and initiated carbon footprint reporting relative to its Scope 2 emissions. The holding in this company was reduced over the year following strong performance in recent years but we will continue to engage with it in relation to its environmental initiatives. Bristow Group is the world’s leading provider of helicopter transportation to oil and gas customers, search and rescue and aircraft support solutions to government and civil organisations. Given the nature of its services, materially until technology for helicopters advances but the company’s importance in search and rescue services around the world are market North American portfolio has low emissions and we are pleased to see a number of companies continuing to progress climate driven initiatives over the last year. We hope to see better coverage of smaller companies in the future in carbon intensity analysis, so that we can provide a fuller picture of the Company’s total portfolio in relation to climate change in future years. Another reason why the data does not provide a full picture of climate risks is that it does not capture the innovation that companies may be outside the energy related holdings, come from the Company’s investments in the industrials sector. However, many of these companies, whilst high emitters themselves, also offer climate solutions, or are making major investments to reduce their emissions. approach, which sets a clear expectation for companies to align their business strategies with the Paris Agreement. BMO GAM is also actively working on scenario analysis methodologies which would provide an understanding of the alignment of investments with the Paris goals. ESG issues present opportunities as well as risks. The Company has as being leaders in providing sustainable solutions, through the products and services they provide. (1) See Glossary of terms for on page 94 for an explanation of carbon intensity. 2022 In 2022 the Manager will continue its engagement on climate change and step up its efforts on the role companies have in protecting and restoring the environment. Report and Accounts 2022 | 27 Strategic Report All Company data are based on assets, liabilities, earnings and expenses as reported in accordance with the Company’s accounting policies Assets at 30 April £’000s 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Net assets (before debt) 256,776 350,090 441,086 555,092 591,602 767,979 872,704 904,220 761,515 1,051,029 1,000,086 Debenture and loans 10,000 10,000 10,000 – – – 24,000 34,052 35,000 43,521 54,782 Convertible Unsecured Loan Stock – – – 38,129 38,410 34,697 21,873 15,549 – – – Net assets 246,776 340,090 431,086 516,963 553,192 733,282 826,831 854,619 726,515 1,007,508 945,304 NAV with debt at par per share at 30 April pence 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 NAV with debt at par per share (i) 59.6 75.6 84.2 97.3 99.8 128.3 138.4 141.7 120.3 175.0 172.0 NAV with debt at fair value per share n/a n/a n/a n/a n/a n/a n/a n/a 119.7 174.9 172.8 NAV (diluted) per share (i) n/a n/a n/a 97 99.5 126.4 136.9 140.6 n/a n/a n/a NAV total return % – 5 years 44.4 NAV total return % – 10 years 221.1 Share Price at 30 April pence 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Middle market price per share (i) 58.8 76.5 84.0 98.0 100.1 127.3 137.5 134.6 111.0 168.6 156.2 Share price high (i) 61.8 77.9 88.0 102.5 102.4 129.9 141.5 149.5 150.0 168.6 177.0 Share price low (i) 48.5 55.4 74.5 78.5 85.9 94.7 126.5 122.0 78.8 104.2 142.6 Share price total return % – 5 years 29.9 Share price total return % – 10 years 195.2 Revenue for the year ended 30 April 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Available for ordinary shares – £’000s 2,799 3,044 4,461 5,659 6,452 7,839 9,448 10,623 10,493 7,416 10,241 Return per share (i) 0.69p 0.71p 0.93p 1.09p 1.18p 1.38p 1.59p 1.76p 1.73p 1.26p 1.82p Dividends per share (i) 0.56p 0.65p 0.80p 0.97p 1.07p 1.23p 1.44p 1.65p 1.70p 1.75p 1.84p * diluted (i) Comparative figures for the years prior to 2020 have been restated due to the sub-division of each existing ordinary share of 25p into ten new ordinary shares of 2.5p each on 31 October 2019. (ii) Subject to approval of the final dividend of 1.27p at the 2022 AGM. Ten Year Record (unaudited) Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 28 | The Global Smaller Companies Trust PLC Performance (rebased to 100 at 30 April 2012) 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 NAV per share 100 126.8 141.3 163.3 166.9 212.1 229.7 235.9 200.8 293.5 289.9 Middle market price per share 100 130.1 142.9 166.7 170.2 216.5 233.8 228.9 188.8 286.7 265.6 Earnings per share 100 102.9 134.8 158.0 171.0 200.0 230.4 255.1 250.7 182.6 263.8 Dividends per share 100 115.5 142.1 171.4 190.1 217.6 255.8 293.1 302.0 310.8 326.8 (1) RPI 100 102.9 105.4 106.4 107.8 111.6 115.3 118.8 120.7 124.2 138.0 * diluted ** NAV with debt at fair value (1) Subject to approval of the final dividend of 1.27p at the 2022 AGM. Costs of running the Company (ongoing charges/TER) for the year ended 30 April Expressed as a percentage of average net assets 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Ongoing charges excluding performance fees 1.08% 0.85% 0.76% 0.79% 0.85% 0.84% 0.83% 0.79% 0.75% 0.78% 0.75% including performance fees 1.56% 1.49% 0.78% 1.08% 0.85% 0.86% 0.83% 0.79% 0.75% 0.78% 0.75% Total expense ratio excluding performance fees 0.79% 0.71% 0.50% 0.53% 0.51% 0.62% 0.60% 0.59% 0.59% 0.58% 0.58% including performance fees 1.17% 1.22% 0.50% 0.74% 0.76% 0.62% 0.60% 0.59% 0.59% 0.58% 0.58% Gearing at 30 April 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Effective gearing 1.7% (2.3%) (1.3%) 4.8% 4.7% 3.4% 5.1% 4.6% (0.6%) 3.8% 4.6% Fully invested gearing 4.1% 2.9% 2.2% 7.4% 6.9% 4.7% 5.6% 5.8% 4.8% 4.3% 5.8% Report and Accounts 2022 | 29 Strategic Report Promoting Success Section 172 Statement The Directors have continued to act to promote the success of the they have had regard to the matters set out in section 172(1) of the Companies Act 2006 (the ‘Act’). This includes the likely consequences of their decisions in the longer term and how they have taken wider stakeholders’ needs into account. As noted on page 9, we have no employees, premises, assets or operations. Details of our key stakeholders are noted on page 10. Our main working relationship is with the Manager. Recognising that sustainability is fundamental to achieving longer term success, we have continued to work closely with our Manager to develop further our investment strategy and underlying policies. This is not simply to achieve the Company’s investment objective but to make sure it is done in an effective, responsible and sustainable way in the interests of shareholders, future investors and society at large. The portfolio activities undertaken by our Manager and the impact of decisions taken are set out in the Lead Manager’s Review on pages 12 to 22. On pages 23 to 26 we have again reported in greater detail on our approach towards responsible investment. We are very supportive of the Manager’s approach, which focuses on engagement with the investee companies on ESG issues and how these link with the United Nations Sustainable Development Goals (‘SDGs’). We use gearing to enhance returns, but this will have a negative impact at times of market shocks. We maintained a moderate level of gearing throughout the year. At the end of the year we had drawn down €18m and ¥757.5 of our £35m multi-currency revolving credit facility. The blended rate on this facility and the £35m private placement notes 2039 is 1.7%, which leaves us very well placed to continue to enhance investment returns and build on our longer term performance record. One of our Key Performance Indicators is dividend growth. As a result of the Covid-19 pandemic, many companies cut or cancelled their dividend payments and therefore our revenue fell in the prior year. However, the Company has strong revenue reserves which it was able to draw on to fund the shortfall between the income received from our portfolio and the amount required to fund the dividend for that year. With many companies returning to paying dividends, our very pleased therefore to pay another increased annual dividend. This extends our record to 52 years of consecutive annual increases. We bought back shares when the discount to NAV was wider than 5%, with a view to reissuing them from treasury if the share price returns to a premium to NAV. This policy is not only accretive to the NAV per share, it also helps moderate the absolute level and volatility of the discount and provides liquidity in the shares. As long-term investors we always look to the future and to the success of the Company in that context. We believe that the Company provides a clear investment choice, not only for investors large or small but also for those starting their investment journey. We continue to promote the Company through marketing, including the enhancement of the web-site, and work towards the optimal delivery of the Company’s investment proposition and to promote the success of the Company valuable role as an investment vehicle, the community at large. Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 30 | The Global Smaller Companies Trust PLC The Board has carried out a robust review and assessment of the Company’s principal and emerging risks and the uncertainties that could threaten its future success. The consequences for its strategy, business model, liquidity, future prospects and viability form an integral part of this review. Principal Risks Mitigation by strategy Actions taken on Principal Risks in the year Service providers and systems security – Errors, fraud or control failures at service providers or loss of data through business continuity failure or cyber attacks could damage reputation or investors’ interests or result in loss. Cyber risks remain heightened. The ancillary functions of administration, company secretarial, accounting and marketing services are all carried out by the Manager. Custody and depositary services are provided by third party suppliers. The Audit and Management Engagement Committee and the Board have regularly reviewed the Company’s risk management framework with the assistance of the Manager. Regular control reports are provided by the Manager which cover risk, compliance and oversight of third-party service providers, including IT security and cyber-threats. Reports from the Depositary, which is liable for the loss of any of the Company’s securities and cash held in custody unless resulting from an external event beyond its reasonable control, were reviewed. well during the restrictions imposed as a result of Covid-19 and continue to do so under the new "hybrid" working arrangements adopted by most. As such, this risk is unchanged. Investment performance – Inappropriate business strategy or policy, or ineffective implementation, could result in poor returns for shareholders. Failure to access the targeted market or meet investor needs or expectations, including Responsible Investment and climate Political risk factors could also impact performance as could market shocks such as those experienced in relation to Covid-19. Under our Business Model, a manager is appointed with the capability and resource to manage the Company’s assets, asset allocation, gearing, stock and sector selection and risk. The individual regional investment portfolios are managed to provide in portfolio structure. The Board holds a separate strategy meeting each year and considers investment policy review reports from the Manager at each Board meeting. The performance of the Company relative to its Benchmark, ongoing basis and is reported on page 11. Columbia Threadneedle (formerly BMO GAM) has been retained as Manager and continues to deliver on the Company’s objective. It operates within a responsible investment culture Financial Resilience, Community Building and Environmental Impact. Through the Manager, necessities and expectations change. Marketing and investor relations campaigns continued throughout the year, including presentations by the Lead Manager to wealth managers across the country. Detailed reports provided by the Lead Manager have been reviewed by the Board at each of its meetings. As reported in the Key Performance Indicators on page 11, long-term performance remains in line with expectations and the dividend for the year, has increased. This risk is considered unchanged. Discount/premium – to the Company’s NAV per share, or related volatility, could lead to high levels of uncertainty or speculation and the potential to to an event such as Covid-19 could lead to falls and volatility in the Company’s NAV. The Board has established share buyback and share issue policies, together with a dividend policy, which aim to moderate the level and volatility of the share price discount or premium to the NAV per share and it seeks shareholder approval each year for the necessary powers to implement those policies. The discount/premium to NAV at which the Company's shares trade is a KPI measured by the Board on an ongoing basis and is reported on page 11. Despite actively buying in shares on a regular, ongoing basis in order to address the imbalance between the supply and demand of the Company's shares, the discount has remained wider than desired. Therefore the risk is considered to have increased during the year. The Board’s processes for monitoring the principal risks and identifying emerging risks are set out on page 54 and in note 23 to the Accounts. with any mitigations. These principal and emerging risks are reviewed regularly by the Audit and Management Engagement Committee and by the Board. The effects of Covid-19 have eased but its impact will be felt for some time to come. There is a risk that the current high levels heightened as a result of the war in Ukraine, but the Board cannot mitigate against such events. The principal risks are largely unchanged to the assessment of the Company’s future prospects and viability were inappropriate business strategy, potential investment portfolio under- performance and its effect on the Company’s share price discount/ premium and dividends, as well as threats to security over the Company’s assets. Our risk evaluation forms an inherent part of our strategy determination described on page 8. Through a series of stress tests ranging from moderate to extreme scenarios, including the impact of market shocks and based on historical • Principal Risks and Future Prospects Unchanged throughout the year. Unchanged throughout the year. Risk has increased during the year. Report and Accounts 2022 | 31 Principal Risks Mitigation by strategy Actions taken on Principal Risks in the year Service providers and systems security – Errors, fraud or control failures at service providers or loss of data through business continuity failure or cyber attacks could damage reputation or investors’ interests or result in loss. Cyber risks remain heightened. The ancillary functions of administration, company secretarial, accounting and marketing services are all carried out by the Manager. Custody and depositary services are provided by third party suppliers. The Audit and Management Engagement Committee and the Board have regularly reviewed the Company’s risk management framework with the assistance of the Manager. Regular control reports are provided by the Manager which cover risk, compliance and oversight of third-party service providers, including IT security and cyber-threats. Reports from the Depositary, which is liable for the loss of any of the Company’s securities and cash held in custody unless resulting from an external event beyond its reasonable control, were reviewed. well during the restrictions imposed as a result of Covid-19 and continue to do so under the new "hybrid" working arrangements adopted by most. As such, this risk is unchanged. Investment performance – Inappropriate business strategy or policy, or ineffective implementation, could result in poor returns for shareholders. Failure to access the targeted market or meet investor needs or expectations, including Responsible Investment and climate Political risk factors could also impact performance as could market shocks such as those experienced in relation to Covid-19. Under our Business Model, a manager is appointed with the capability and resource to manage the Company’s assets, asset allocation, gearing, stock and sector selection and risk. The individual regional investment portfolios are managed to provide in portfolio structure. The Board holds a separate strategy meeting each year and considers investment policy review reports from the Manager at each Board meeting. The performance of the Company relative to its Benchmark, ongoing basis and is reported on page 11. Columbia Threadneedle (formerly BMO GAM) has been retained as Manager and continues to deliver on the Company’s objective. It operates within a responsible investment culture Financial Resilience, Community Building and Environmental Impact. Through the Manager, necessities and expectations change. Marketing and investor relations campaigns continued throughout the year, including presentations by the Lead Manager to wealth managers across the country. Detailed reports provided by the Lead Manager have been reviewed by the Board at each of its meetings. As reported in the Key Performance Indicators on page 11, long-term performance remains in line with expectations and the dividend for the year, has increased. This risk is considered unchanged. Discount/premium – to the Company’s NAV per share, or related volatility, could lead to high levels of uncertainty or speculation and the potential to to an event such as Covid-19 could lead to falls and volatility in the Company’s NAV. The Board has established share buyback and share issue policies, together with a dividend policy, which aim to moderate the level and volatility of the share price discount or premium to the NAV per share and it seeks shareholder approval each year for the necessary powers to implement those policies. The discount/premium to NAV at which the Company's shares trade is a KPI measured by the Board on an ongoing basis and is reported on page 11. Despite actively buying in shares on a regular, ongoing basis in order to address the imbalance between the supply and demand of the Company's shares, the discount has remained wider than desired. Therefore the risk is considered to have increased during the year. • Potential illiquidity of the Company’s portfolio. • Substantial falls in investment values on the ability to meet loan covenant requirements and to repay and re-negotiate funding. • maintaining adequate revenue reserves. The Board also took into consideration the operational robustness of its principal service providers and the effectiveness of business continuity plans in place, in particular given the impact of Covid-19, potential effects of regulatory changes and the potential threat from competition. The Board’s conclusions are set out under ‘Five Year Horizon’. Resilience The Board is cognisant of the Brydon Report’s proposal for companies to make a resilience statement, which will address resilience to risks over the short, medium and long term. The Department for Business, Energy & Industrial Strategy has taken forward this proposal, amongst others, with a consultation that will result in changes in regulation. Whilst the regulations resulting from the consultation are still awaited, it is likely that the Board will be required to include a resilience statement, encompassing the Company’s ability to continue as a going concern, its medium term viability and what it considers to be its key long-term challenges, and how those are being addressed, in future. It is likely that the Company will also be required to adopt and publish an “Audit and Assurance Policy” which will include, amongst other things, an explanation of the independent assurance it proposes to obtain for the resilience statement and the effectiveness of the internal controls framework. It is proposed that the policy should cover a three-year period and be subject to an annual advisory vote by shareholders. Based on its assessment and evaluation of the Company’s future prospects, the Board has a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they period has been chosen because it is consistent with the advice provided by many investment advisers, that investors should invest in equities for a minimum of strategy and the embedded characteristics maintain the stability of the Company over many decades. The Board expects this to continue and will continue to assess periods. • The Company has a long-term investment strategy under which it invests mainly in readily realisable, publicly listed securities and which restricts the level of borrowings. • The Company’s business model and strategy are not time limited and, as a global investment trust company, are unlikely to be adversely impacted as a direct result of Brexit and other political uncertainties. • The Company is inherently structured for long-term outperformance, rather than considered as a sensible time-frame for measuring and assessing long-term investment performance. • The Company is able to take advantage of its closed-end investment trust structure, such as having borrowing arrangements in place and the ability to • There is rigid monitoring of the headroom under the Company’s bank borrowing • Regular and robust review of revenue and expenditure forecasts is undertaken throughout the year against a backdrop of large revenue and capital reserves. • The Company retains title to all assets held by the Custodian which are subject to further safeguards imposed on the Depositary. • The Board expects there to be no change to the way in which the Company’s assets are managed, including its commitment to responsible investment, as a result of the merger of BMO GAM’s EMEA business with that of Columbia Threadneedle. Five Year Horizon Strategic Report Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 32 | The Global Smaller Companies Trust PLC Thirty Largest Holdings 30 April 2022 30 April 2021 % of total investments Value £m 1 3 Eastspring Investments Japan Smaller Companies Fund Japan Fund providing exposure to Japanese smaller companies. 3.3 32.3 2 2 Pinebridge Asia ex Japan Small Cap Fund Rest of World Fund providing exposure to Asian smaller companies. 3.0 29.3 3 1 Aberdeen Standard SICAV I Japanese Sustainable Smaller Companies Fund Japan Fund providing exposure to Japanese smaller companies. 2.8 27.8 4 4 The Scottish Oriental Smaller Companies Trust Rest of World Investment company providing exposure to Asian smaller companies. 2.8 27.7 5 5 Utilico Emerging Markets Trust Rest of World Investment company focusing on utility and infrastructure companies in emerging markets. 2.1 20.9 6 6 Schroder ISF Global Emerging Markets Smaller Companies Fund Rest of World Fund providing exposure to Emerging Markets smaller companies. 2.0 19.9 7 7 Eagle Materials United States A US producer of construction materials, including cement, aggregates, concrete, gypsum wallboard and recycled paperboard. 1.5 14.4 8 37 The Andersons United States 1.4 14.0 9 11 LKQ Corp United States A distributor of alternative car parts. 1.4 13.6 10 8 HSBC GIF Asia ex Japan Equity Smaller Companies Fund Rest of World Fund providing exposure to Asian smaller companies. 1.3 13.1 11 18 Wheaton Precious Metals United States A precious metals company receiving production royalties from mines operated by third parties. 1.3 12.4 12 13 Molina Healthcare United States This is a managed care business providing health insurance in the US under government programs. 1.2 12.0 13 27 Kirby United States 1.2 11.9 14 12 Alleghany United States market businesses. 1.1 11.2 15 14 The Ensign Group United States Operator of skilled nursing facilities, rehabilitative care facilities, also provides home health and assisted living services mainly for post-acute care. 1.1 11.2 Report and Accounts 2022 | 33 Strategic Report 30 April 2022 30 April 2021 % of total investments Value £m 16 17 Avnet United States Distributor of computer products, semiconductors and electronic components. 1.1 10.9 17 25 Graphic Packaging United States A vertically integrated producer of printed paperboard cartons for food and beverage products. 1.1 10.8 18 16 Spectrum Brands United States A global consumer products company that through its subsidiaries sells residential locks, personal care items, household appliances, specialty pet supplies and lawn and garden products. 1.1 10.6 19 29 Brown & Brown United States 1.1 10.5 20 15 Lundin Mining Canada 1.0 10.0 21 116 Energean United Kingdom Oil and gas developer with its primary assets offshore Israel. 1.0 9.8 22 43 Boot Barn Holdings United States US retailer of western and work wear. 1.0 9.3 23 20 Aberdeen Standard SICAV I Asian Smaller Companies Fund Rest of World Fund providing exposure to Asian smaller companies. 0.9 9.1 24 28 Martin Marietta Materials United States Aggregates and cement producer that served the construction industry. 0.9 9.0 25 21 MaxLinear United States 0.9 8.9 26 56 SSR Mining Canada Precious metals miner. 0.9 8.7 27 – Webster Financial United States A Connecticut, USA based mid sized bank that focuses on commercial lending. 0.9 8.7 28 137 Bristow United States Provider of helicopter services for global energy and air sea rescue markets. 0.9 8.6 29 94 Euromoney Institutional Investor United Kingdom Information services business supplying data, research and news to a number of markets, also managing events and providing marketing services. 0.8 8.3 30 32 Encompass Health United States Leading US provider of post acute care in facility and home based settings. 0.8 8.3 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 34 | The Global Smaller Companies Trust PLC List of Investments 30 April 2022 Quoted investments Holding Value £’000s Molten Ventures 435,887 3,021 MoneySupermarket 1,227,526 2,146 Morgan Advanced Materials 1,592,042 4,490 Next Fifteen Communications 577,599 7,659 On The Beach Group 843,127 1,927 Orchard Funding Group 888,734 444 OSB Group 1,169,110 6,559 Paragon Banking Group 400,565 1,987 PayPoint 398,299 2,298 Pebble Group 3,902,614 4,488 Qinetiq Group 1,082,207 3,699 Quixant 2,362,383 3,544 Rathbones Group 107,199 2,251 Redde Northgate 1,289,169 5,112 Restaurant Group 4,829,070 2,999 Revolution Beauty Group 3,295,209 3,888 RPS Group 3,784,464 3,917 Sanne Group 450,287 4,084 Shanta Gold 14,017,746 1,402 Sirius Real Estate 1,968,667 2,386 Team17 Group 853,832 3,714 Telecom Plus 343,527 5,668 The Gym Group 1,666,887 3,220 TI Fluid Systems 1,104,146 1,793 TP ICAP Group 1,467,466 1,934 Treatt 603,747 6,376 Trifast 2,225,393 2,337 TT Electronics 1,461,272 2,654 Tyman 1,139,353 3,145 Uniphar 804,713 2,656 Vesuvius 736,326 2,381 Warehouse REIT 2,313,477 3,711 Watches of Switzerland 280,114 2,860 Xaar 1,087,584 2,697 XP Power 91,179 2,936 Zotefoams 900,678 3,053 TOTAL UNITED KINGDOM 264,984 EUROPE BELGIUM Lotus Bakeries 690 3,131 Total Belgium 3,131 30 April 2022 Quoted investments Holding Value £’000s UNITED KINGDOM 4Imprint Group 130,265 3,556 Alfa Financial Software 2,175,626 3,960 Alliance Pharma 3,792,141 4,323 Anpario 670,373 3,419 1,543,250 2,037 Begbies Traynor Group 2,715,640 3,118 Biffa 1,794,558 6,259 Boku 1,508,391 1,765 Breedon Group 5,365,722 4,250 Bytes Technology 606,761 2,712 C&C Group 1,742,173 3,641 Capital & Counties Properties 2,575,000 4,256 CareTech 557,617 4,104 Clarkson 125,945 4,647 Clipper Logistics 861,903 7,412 2,634,741 5,401 CMO Group 2,286,279 2,858 Crest Nicholson 793,262 2,007 741,952 2,493 Elementis 4,031,137 4,914 Energean 828,687 9,812 Essensys Group 1,104,071 1,049 Essentra 1,208,501 3,801 Euromoney Institutional Investor 836,597 8,307 FDM Group 311,492 3,171 1,335,777 2,939 Genuit 844,976 3,815 1,303,507 3,363 656,893 2,431 Ibstock 1,110,534 2,103 IG Design Group 934,960 617 In the Style Group 1,941,509 1,747 Just Group 3,300,141 2,805 Keller Group 436,888 3,696 Kier Group 2,537,552 2,012 Kitwave Group 2,033,333 3,050 Loungers 1,535,455 3,839 Luceco 936,408 1,770 Made Tech Group 1,308,491 484 Mattioli Woods 439,688 3,166 Mercia Asset Management 13,450,000 4,439 Report and Accounts 2022 | 35 Strategic Report 30 April 2022 Quoted investments Holding Value £’000s Storebrand 408,154 2,863 Total Norway 12,366 PORTUGAL Corticeira Amorim 326,426 2,704 Total Portugal 2,704 SPAIN Fluidra 123,533 2,705 Total Spain 2,705 SWEDEN 74,093 1,517 Coor Service Management 330,355 2,409 223,830 1,555 Indutrade 111,493 2,136 Karnov Group 605,861 3,287 MIPS 44,323 2,564 Sdiptech 84,045 2,355 The Thule Group 91,506 2,571 Total Sweden 18,394 SWITZERLAND 2,008 2,360 SIG Combibloc Group 196,849 3,318 Tecan Group 10,304 2,498 V Zug 10,131 906 Total Switzerland 9,082 TOTAL EUROPE 106,828 CANADA Lundin Mining 1,373,900 9,984 SSR Mining 497,073 8,723 WSP Global 84,200 7,848 Total Canada 26,555 UNITED STATES Alleghany 16,806 11,198 Amdocs 126,451 8,023 American Vanguard 470,517 8,016 Avnet 312,462 10,863 130,253 9,326 Bristow Group 360,150 8,551 Brown & Brown 212,071 10,473 64,187 5,426 Catalent 74,950 5,406 30 April 2022 Quoted investments Holding Value £’000s DENMARK Ringkjoebing Landbobank 35,567 3,507 Royal Unibrew 29,623 2,057 Simcorp 34,482 1,944 Total Denmark 7,508 FRANCE Alten 27,870 3,028 Lectra 106,551 3,532 Verallia 73,834 1,624 Total France 8,184 GERMANY CANCOM 78,248 3,034 CTS Eventim 45,859 2,543 DEGIRO 227,190 3,133 Gerresheimer 50,868 2,849 Global Fashion Group 434,934 664 50,402 1,718 Mister Spex 85,154 482 Norma Group 71,658 1,411 Rational 2,520 1,237 STRATEC 34,949 3,154 Symrise 22,485 2,146 Total Germany 22,371 IRELAND Bank of Ireland Group 254,864 1,242 Total Ireland 1,242 ITALY 100,657 1,724 Interpump Group 86,611 2,816 Marr 206,368 2,688 Total Italy 7,228 ASM International 10,555 2,571 IMCD Group 25,330 3,250 Marel 653,605 2,730 Sligro Food 179,002 3,362 Total Netherlands 11,913 NORWAY Atea 267,912 2,584 Carasent 715,612 1,273 Nordic Semiconductor 149,287 2,443 Sparebank 312,249 3,203 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 36 | The Global Smaller Companies Trust PLC 30 April 2022 Quoted investments Holding Value £’000s Webster Financial 218,671 8,710 WEX 58,788 7,784 Wheaton Precious Metals 346,479 12,372 World Fuel Services 215,398 4,145 Total United States 401,662 428,217 JAPAN Aberdeen Standard SICAV I Japanese Sustainable Smaller Companies Fund 2,653,954 27,824 Baillie Gifford Japanese Smaller Companies Fund 183,617 6,801 Eastspring Investments Japan Smaller Companies Fund 2,129,660 32,301 TOTAL JAPAN 66,926 REST OF WORLD Aberdeen Standard SICAV I Asian Smaller Companies Fund 223,757 9,093 Companies Fund 1,170,000 13,086 Pinebridge Asia ex Japan Small Cap Fund 45,745 29,287 Schroder ISF Global Emerging Markets Smaller Companies Fund 145,300 19,879 The Scottish Oriental Smaller Companies Trust 2,418,586 27,693 Utilico Emerging Markets Trust 9,301,596 20,929 TOTAL REST OF WORLD 119,967 TOTAL QUOTED INVESTMENTS 986,922 Unquoted investments AUSTRALIA 2,715,704 161 TOTAL UNQUOTED INVESTMENTS 161 TOTAL INVESTMENTS 987,083 The number of investments in the portfolio is 190 (2021:196). 30 April 2022 Quoted investments Holding Value £’000s CDW 47,118 6,121 Cognyte Software 431,082 2,321 Columbia Sportswear 50,489 3,305 Commvault Systems Inc 144,361 7,014 Dine Brands 52,509 2,997 Eagle Materials 146,927 14,432 150,398 8,251 Essential Properties Realty Trust 375,000 7,168 FB Financial 103,847 3,190 Focus Financial Partners 193,000 6,064 Genpact 203,497 6,532 GrafTech International 884,385 6,389 Grand Canyon Education 63,046 4,819 Graphic Packaging 621,268 10,787 237,922 7,406 510,938 6,475 321,284 7,795 1,294,791 7,920 Jefferies Financial 160,917 3,942 Kirby 229,456 11,901 LKQ Corp 344,162 13,610 Martin Marietta Materials 32,077 9,040 MaxLinear 234,634 8,950 131,654 3,873 Medifast 25,420 3,602 48,023 11,989 MSC Industrial Direct 50,970 3,363 Nomad Foods 267,700 3,936 Plymouth Industrial REIT 333,000 6,397 PRA 230,301 7,710 Prosperity Bancshares 117,011 6,093 Quidel 52,919 4,241 Spectrum Brands 156,469 10,603 Stericycle 91,585 3,660 120,556 7,018 The Andersons 350,714 14,031 The Ensign Group 174,615 11,172 The Real Good Food Company 578,490 3,202 U.S. Physical Therapy 80,204 6,629 United Bankshares 184,275 4,883 Vail Resorts 22,736 4,597 Viavi Solutions 695,723 7,941 List of Investments (continued) Report and Accounts 2022 | 37 Strategic Report Investment Our publicly stated Investment Policy is designed to help shareholders, prospective investors and stakeholders understand the scope of our investment remit and constraints imposed under it. Any material changes to the stated policy can only be made with shareholder approval. asset allocation and industry sector and stock selection across a wide limits for the publicly listed equities. Investment is made mainly in publicly listed equities, including those on the Alternative Investment Market. Investment can also be made in other types of securities or assets, including collective investment funds. Under the Financial Conduct Authority’s Listing Rules, no more than 10% of the Company’s total assets may be invested in other listed closed-ended investment companies, unless such investment companies have themselves published investment policies to invest no more than 15% of their total assets in other closed-ended investment companies, in which case the limit is 15%. Investments in unlisted securities require prior Board approval. No transaction can be made which would increase the value of any holding of the Company to exceed 10% of the value of the total portfolio. Derivative instruments, such as futures, options, and warrants, may of the NAV at any one time. The Board, with advice from the Manager, considers the foreign exchange outlook, as this can affect both the asset allocation and borrowing strategy, and can hedge the portfolio against currency movements. No such hedging has been undertaken in the year under review. At every Board meeting, the Lead Manager reports on portfolio activity restrictions and limitations set by the Board. The Lead Manager’s Review on pages 12 to 22 provides an overview of the outcome from the application of the Investment Policy and the underlying policies during the course of the year under review. Borrowing to use short-term borrowings by way of loans. Borrowings, which can be taken out in either sterling or foreign currency, would normally be expected to fall within a range of 0-20% of shareholders’ funds. In normal circumstances, the Board believes that structural gearing through the investment cycle is appropriate for the enhancement of shareholder returns. Borrowing levels and covenant headroom are monitored on an ongoing basis and reported on at each Board meeting. Dividend Our revenue account is managed with a view to delivering a rising income stream in real terms for shareholders. Prudent use of revenue reserves established over many decades is made whenever necessary to help meet any revenue shortfall. The Board applies due diligence and determines dividend payments by taking account of income forecasts, brought forward distributable record and Corporation Tax rules governing investment trust status. Risks to the Company’s dividend policy have been considered as part of the Principal Risks and Future Prospects reviews noted on page 30. The consistent application of this policy has enabled the payment of an increased dividend every year for the past 52 years. Principal Policies The Board has overall responsibility for the Company’s principal policies, which support its investment and business strategies in securing a high total return for our shareholders. Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 38 | The Global Smaller Companies Trust PLC Discount/Premium The Board operates a share buyback policy under an authority given by shareholders. Under this policy the Company buys back shares for view to moderating discount volatility and to keeping the discount at no more than 5%, in normal market conditions. Shares are bought back at a discount to the NAV per share and are either cancelled or held in treasury, the effect of which is an accretion to the NAV per share. The levels within which the policy operates are kept under review. Shareholders have also authorised the Board to issue shares when trading at a premium to the NAV per share, with a view to moderating the premium and any associated volatility. As with share buybacks, such issues are only made when accretive to the NAV. Board diversity Our policy towards the appointment of non-executive directors to the experience, skills, length of service and backgrounds, including gender and contributions from an international perspective. The policy is always to appoint the best person for the role and, by way of this policy gender, race, ethnicity, religion, sexual orientation, age or disabilities. The overriding aim of the policy is to ensure that the Board is composed of the best combination of people to deliver the Company’s objective. We apply the policy for the purpose of appointing individuals that, together as a Board, will continue to achieve that aim as well as ensuring optimal promotion of the Company’s investment proposition in the marketplace. The gender balance of three men and two women Directors exceeds the target of 33% of women on FTSE 350 company boards by 2020 set under The Hampton-Alexander Review (1) . Both of the female Directors hold senior positions on the Board. We also aim to meet the FCA's rule on diversity and inclusion, that the Board should have at least one director from an ethnic minority background. Taxation As an investment trust company, it is essential that the Company retains its tax status by complying at all times with Section 1158 of the Corporation Tax Act 2010 (‘Section 1158’) such that UK Corporation Tax is not suffered on its capital gains. It also ensures that correct taxation returns are submitted annually and any taxation due is settled promptly. Where possible, all taxes suffered in excess of taxation treaty rates on non-UK dividend receipts are claimed back in a timely manner. The Board’s policy towards taxation is one of full commitment to complying with applicable legislation and statutory guidelines. In applying due diligence towards the retention of Section 1158 status and adhering to its tax policies, the Board receives regular reports from the Manager. The Company has received approval from HMRC as an investment trust under Section 1158 and has since continued to comply with the eligibility conditions. Modern Slavery Act 2015 Our own supply chain consists predominately of professional advisers highly regulated. We therefore believe that the potential for acts of extremely low. The values that we hold, our culture and the rationale for the appointment of our Manager are explained on page 8. The management company is an organisation committed to respecting human rights recognised as a leading pioneer in responsible investment and works with policymakers worldwide to deliver market-wide improvements in standards and regulations. In the year under review, over 24% of engagements across the companies in which the management company invests for its clients raised social themes, including human rights, public health and labour standards. There was a continued focus on labour standards in the supply chain as well as on inclusion and diversity in the workforce. The Manager is an investor signatory to the Workforce Disclosure Initiative (‘WDI’), which aims at enhancing relevant and material workforce related disclosure on a wide range of workforce issues, covering companies’ direct operations and supply chains. We are very supportive of the Manager’s approach and whose formal statement can be found on its website. Integrity and business ethics We apply a strict anti-bribery and anti-corruption policy insofar as it applies to the Directors of the Company and employees of any organisation with which we conduct business, including the Manager. The Board ensures that adequate procedures are in place and followed in respect of third-party appointments, acceptance of gifts and hospitality and similar matters. On behalf of the Board Anja Balfour Chairman 17 June 2022 (1) See Glossary on page 95 Report and Accounts 2022 | 39 Composition of the committees All Directors are members of the Audit and Management Engagement Committee and the Nomination Committee and this is noted under the Directors’ biographies on the following page, while the respective terms of reference can be found on the Company’s website. Further detail is given in respect of the composition of the Audit and Management Engagement Committee on page 54. Compliance with the AIC Code of Corporate Governance (the ‘AIC Code’) We have considered and support the principles and recommendations of the AIC Code published in 2019. The AIC Code mirrors the UK Corporate Governance Code (the ‘UK Code’ departures, namely the removal of the nine year limit on chair tenure and the chairman of the board may be a member of the audit committee provided he or she was independent on appointment. The tenure policy relating to the Directors, including the Chairmanship, is set out on page 49. We believe that the Company has complied with the recommendations of the AIC Code during the year under review and up to the date of this report and, except as regards the provisions of the UK Code set out • the role of the Chief Executive; • executive directors’ remuneration; • the need for an internal audit function; and • workforce engagement. The Board considers these provisions as not relevant to the position of the Company, being an externally managed investment trust company. In particular, all of the Company’s day to day management and administrative functions have been delegated to the Manager. As a result, the Company has no executive directors, employees or internal operations. Therefore, with the exception of the need for an internal audit function, which is addressed on pages 54 and 55, we have not reported further in respect of these provisions. Copies of the UK Code frc.org.uk and theaic.co.uk. Anja Balfour Chairman 17 June 2022 Dear Shareholder, for the governance of your Company, including mine as your Chairman. Details are also available on the website as shown on page 2. The Company invests in a wide range of companies and, as a Board, we believe that good governance creates value and expect the companies in which we invest to apply high standards. In maintaining the very highest standards of corporate governance, business and ethics transparency. We remain committed to doing so. Governance overview The Board has established an Audit and Management Engagement Committee and a Nomination Committee. The role and responsibilities of these committees are set out in their respective reports which follow. As the Board has no executive directors and no employees, and is comprised entirely of independent non-executive directors, it does not have a Remuneration Committee. Detailed information on the remuneration arrangements for the Directors of the Company can be found in the Remuneration Report on pages 50 to 52 and in note 5 to the Accounts. The Company has appointed the Manager to manage the investment portfolios as well as to carry out the day to day management and administrative functions. An explanation of the reporting arrangements from the Manager is set out in the Strategic Report on page 9 and in the Report of the Audit and Management Engagement Committee in respect of risk management and internal control on page 54. Explanations concerning the Board’s appointment of the Manager, including reference to the strength of their resources, measurement of performance and alignment with the values of the Board can be found on page 8. The Board has direct access to the company secretarial advice and services of the Manager which, through the Company Secretary, is responsible for ensuring that Board and committee procedures are followed and applicable regulations are complied with. The proceedings at all Board and other meetings are fully recorded through a process that allows any Director’s concerns to be recorded by the Company Secretary in the minutes. The Board has the power to appoint or remove the Company Secretary in accordance with the terms of the investment management agreement. Chairman’s Statement on corporate governance Governance Report Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 40 | The Global Smaller Companies Trust PLC Directors Anja Balfour Chairman Appointed to the Board on 1 June 2015 and as Chairman on 30 July 2020. She is also chairman of the Nomination Committee. Experience and contribution: Anja brings in-depth investment knowledge, expertise and experience in international investment management as well as leadership skills, most notably from her other non-executive director and chairmanship roles. Previously she spent over 20 years as a fund manager, running Japanese and International Equity portfolios for Stewart Ivory, Baillie Gifford and latterly, Axa Framlington. Other appointments: Anja is chairman of Schroder Japan Growth Fund PLC and a non-executive director of AVI Global Trust PLC. She also sits on the board of mutual Scottish Friendly Assurance and is a member of the Finance & Corporate Services Committee of Carnegie UK Trust. Nick Bannerman Appointed to the Board on 1 October 2019. Experience and contribution: Nick brings a combination of investment, operational and management experience as well as a wider business perspective from his current and past business roles across multiple geographies. He is a chartered accountant and was chairman of Baillie Gifford Japan Trust PLC until December 2019. Other appointments: Nick is an executive director of James Johnston & Co of Elgin Ltd and Johnston GmBH. Josephine (Jo) Dixon Senior Independent Director and Chairman of the Audit and Management Engagement Committee. Appointed to the Board on 11 February 2015 and as Senior Independent Director on 30 July 2020. Experience and contribution: skills from her other non-executive director and chairmanship roles. Jo took over as Senior Independent Director following Jane Tozer’s retirement on 30 July 2020. Other appointments: Jo is chairman of JPMorgan European Growth & Income PLC (formerly JPMorgan European Investment Trust PLC) and a non-executive director of Strategic Equity Capital PLC, Alliance Trust PLC, BB Healthcare Trust PLC and Ventus VCT PLC. Graham Oldroyd Appointed to the Board on 1 October 2019. Experience and contribution: Graham brings to the Board in-depth investment knowledge, expertise and experience in international investment management from his present and past positions as a director of listed and unlisted European businesses across multiple sectors and geographies. Other appointments: Graham is non-executive chairman of Ideal Standard International NV (Belgium) and of MCF Limited and he is a non-executive director of Tunstall Integrated Healthcare Holdings Limited. David Stileman Appointed to the Board on 1 June 2015. Experience and contribution: David brings a wider business perspective to the Board both from his current and past business and advisory roles as well as his extensive knowledge in international Other appointments: David is an operating partner of Corsair Capital LLP and an executive director of Stileman Consulting Limited and Honorary Trustee of the Royal Academy of Arts. All the Directors are members of the Audit and Management Engagement Committee and the Nomination Committee. No Director has a shared directorship elsewhere with other Directors. The Board of Directors comprise: back row, left to right David Stileman, Nick Bannerman and Graham Oldroyd, front row, left to right Anja Balfour and Jo Dixon. Report and Accounts 2022 | 41 Company purpose Information relating to the Company’s purpose, values and culture can be found on page 8. Board leadership The Board is responsible for the effective stewardship of the Company’s affairs and has in place a schedule of matters that it has reserved for its decision, which are reviewed periodically. These are categorised and performance, marketing, appointments, the Board and public documents. It has responsibility for all corporate strategic issues, principal policies (set out on pages 23, 37 and 38) and corporate governance matters which are all reviewed regularly. At each meeting the Board reviews the Company’s investment of an operational nature. The Board monitors compliance with the Company’s objectives and is responsible for setting investment and gearing limits within which the Lead Manager has discretion to act, and thus supervises the management of the investment portfolio which is contractually delegated to the Manager. The Board has responsibility for the approval of any unlisted investments. Division of Board responsibilities As an externally managed investment trust company, there are no executive Directors; all Directors are non-executive. The Chairman is responsible for the leadership and management of the Board and promotes a culture of openness, challenge and debate. The Chairman sets the agenda for all Board meetings under a regular programme of items in conjunction with the Company Secretary. The Board has a strong working relationship with the management company, whose personnel, including the Lead Manager, attend and report to the Board at every meeting. Discussions at all levels are held in a constructive and supportive manner with appropriate challenge and strategic guidance and advice from the Board whenever necessary, consistent with the culture and values. Jo Dixon, as Senior Independent Director, acts as an experienced sounding board for the Chairman and an intermediary for other Directors and shareholders. She leads the annual evaluation of the Chairman. In order to enable them to discharge their responsibilities, all Directors have full and timely access to relevant information. Directors are able to seek independent professional advice at the Company’s expense in relation to their duties. No such advice was taken during the year under review. Composition and succession The Report of the Nomination Committee sets out on page 49 its role and key responsibilities. The composition of the Board and Committee members is set out in the Directors’ details on page 40. The Company’s diversity policy is set out on page 38. Board evaluation and effectiveness Each year the Board undertakes an evaluation of the effectiveness of individual Directors, the Board and its Committees. The Board and Committee evaluation for the year under review was carried out using an online questionnaire and was followed by one-to-one discussions between the Chairman and each of the Directors. The performance of the Chairman was included as part of the process and led separately reviewed and discussed by the Board. and it was agreed that the Board and its Committees continued to function effectively. All Directors make an effective contribution to the Board commensurate with their experience and skills. The main priorities for the Board over the coming year will be investment performance, especially in light of the acquisition of BMO GAM EMEA by Ameriprise, Inc., the continuing development of the Company’s responsible investment/ESG policies and its marketing strategy. Audit, risk management and internal control The Board has established an Audit and Management Engagement Committee, the report of which is set out on pages 53 to 56. The report includes the rationale for the Company not having established its own internal audit function; how the independence and effectiveness of Accounts presents a fair, balanced and understandable assessment of the Company’s position and prospects. There is an explanation of the Applying the principles of the AIC code Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 42 | The Global Smaller Companies Trust PLC procedures under which risk is managed and how the Board oversees the internal control framework and determines the nature and extent of the principal risks the Company is willing to take in order to achieve its long-term strategic objectives. Further information on the Company’s risk and control framework can be found on page 54. Relations with shareholders and stakeholders The Company’s stakeholders, and the engagement undertaken with them in the year under review, are set out on page 10. Remuneration The Board’s remuneration policy is explained on page 50. As non- executive Directors, fees are set at a level commensurate with the skills and experience necessary for the effective stewardship of the Company and the contribution towards the delivery of the investment objective. The Company has no executive Directors or employees. The fees paid to the Manager are charged at a competitive rate on the Company’s net assets and are therefore aligned with the Company’s purpose, its values, the successful delivery of its long-term strategy and the interests of its shareholders. By order of the Board BMO Investment Business Limited Company Secretary 17 June 2022 Report and Accounts 2022 | 43 Governance Report Taxation As set out on page 38 and in note 7 to the Accounts, the Company is exempt from UK Corporation Tax on its worldwide dividend income and from UK Corporation Tax on any capital gains arising from the portfolio of investments, provided it complies at all times with Section 1158. Dividends received from investee companies domiciled outside the UK are subject to taxation in those countries in accordance with relevant double taxation treaties. Prevention of the facilitation of tax evasion The Board is committed to compliance with the UK’s Criminal Finance Act 2017, designed to prevent tax evasion in the jurisdictions in which the Company operates. The policy is based on a risk assessment undertaken by the Board and professional advice is sought as and when deemed necessary. Greenhouse Gas Emissions The Company is managed by a third party manager, it has no employees and all of its Directors are non-executive, with the day to day activities being carried out by third parties. The Company has no premises, consumes no electricity, gas or diesel fuel directly and consequently a low energy user and is exempt from reporting under the Streamlined Energy & Carbon Reporting requirements. Accounting and going concern UK Financial Reporting Standards, supplemented by the Statement of Recommended Practice ‘Financial Statements of Investment Trust Companies and Venture Capital Trusts’ (‘SORP’ accounting policies of the Company are set out in note 2 to the Statement regarding the Annual Report and Accounts The Directors consider that, following advice from the Audit and Management Engagement Committee, the Report and Accounts, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company’s position and performance, business model and strategy. The Audit and Management Engagement Committee has reviewed the draft Report and Accounts for the purposes of this assessment. The market outlook for the Company can be found on pages 7 and 22. Principal risks can 23 to the Accounts. There are no instances where the Company is required to make disclosures in respect of Listing Rule 9.8.4R. Results and dividends The results for the year are set out in the attached accounts. Subject to shareholder approval at the AGM (Resolution 4), the recommended to shareholders on the register as at the close of business on 1 July 2022. This, together with the interim dividend of 0.57 pence per share, makes a total dividend of 1.84 pence per share and represents an increase of 5.1% over the comparable 1.75 pence per share paid in respect of the previous year. See note 9 to the Accounts. Company status The Company is registered as a public limited company and an Company is registered in England and Wales with company registration number 28264 and is subject to the Financial Conduct Authority’s (‘FCA’) Listing Rules, Disclosure Guidance and Transparency Rules (‘DTRs’) and other applicable legislation and regulations including articles of association. The Directors submit the Report and Accounts of the Company for the year ended 30 April 2022. Applying the principles of the AIC Code, the Chairman’s Statement on corporate governance, Directors’ biographies, the Reports of Nomination and Audit and Management Engagement Committees and the Remuneration Report all form part of this Directors’ Report. Directors’ Report Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 44 | The Global Smaller Companies Trust PLC appears on page 58. Shareholders will be asked to approve the adoption of the Report and Accounts at the AGM (Resolution 1). The Directors believe that, in light of the controls and monitoring processes that are in place, the Company has adequate resources to continue in operational existence for at least twelve months from the securities which can be used to meet short-term funding commitments and the ability of the Company to meet all of its liabilities and ongoing expenses. For this reason, the Directors continue to adopt the going Statement as to disclosure of information to the auditors and belief, there is no information relevant to the preparation of the Report and Accounts of which BDO LLP (‘BDO’ or the ‘auditors’) is unaware and he or she has taken all the steps a Director might reasonably be expected to have taken to be aware of relevant audit information and to establish that BDO is aware of that information. Reappointment of auditors to the Company and a resolution proposing their reappointment and authorising the Audit and Management Engagement Committee to determine their remuneration for the ensuing year will be put to shareholders at the AGM (Resolutions 10 and 11). Further information in relation to their reappointment can be found on page 56. Capital structure Following a ten for one share split on 31 October 2019, each ordinary share of 25p was replaced with ten new ordinary shares of 2.5p each. As at 30 April 2022 there were 620,533,770 ordinary shares of 2.5p each (‘ordinary shares’) in issue, of which 71,059,928 were held in treasury. As at 15 June 2022 (being the latest practicable date before publication of this report) the number of ordinary shares held in treasury was 73,557,194. All ordinary shares rank equally for dividends and distributions and carry one vote each. There are no restrictions concerning the transfer of securities in the Company, no special rights with regard to control attached to securities, no agreements between holders of securities regarding their transfer known to the Company and no agreement which the Company is party to that affects its control following a takeover bid. Details of the capital structure can be found in note 15 to the Accounts. reserves) are available for distribution by way of dividends to the holders of the ordinary shares. Upon a winding-up, after meeting the liabilities of the Company, the surplus assets would be distributed to shareholders pro rata to their holdings of ordinary shares. Full details are set out in the Company’s articles of association. Issue and buyback of shares At the annual general meeting held on 12 August 2021, shareholders authorised the Board to issue further ordinary shares or sell from treasury up to 10% of the number then in issue. Shareholders also renewed the Board’s authority to purchase up to 14.99% of its own issued ordinary shares (excluding any shares held in treasury) at a discount to NAV per share. No shares were issued during the year under review or have been issued between 30 April 2022 and 15 June 2022, being the latest practicable date before the publication of this report. In accordance with the policy of aiming to keep the discount at no more than 5% in normal market conditions, a total of 26,178,734 shares with a nominal value of £654,468 were bought back by the Company during the year, to be held in treasury, at prices between 142.63 pence and 174.44 pence and at an average price of 163.91 pence for a total consideration, including stamp duty and commissions, of £42,910,000. The shares bought back represented 4.5% of the shares in issue (calculated exclusive of any shares held in treasury) at 30 April 2021. The share buybacks enhanced the NAV per share by approximately 0.64 pence. A further 2,497,266 shares have been bought back and placed into treasury since the year end. Voting rights and proportional voting As at 15 June 2022 there were 620,533,770 ordinary shares in issue, of which 73,557,194 shares were held in treasury. Therefore the total voting rights in the Company as at that date were 546,976,576. Ordinary shareholders are entitled to vote on all resolutions which are proposed at general meetings of the Company. Each ordinary shareholder is entitled to one vote on a show of hands and, on a poll, to one vote for every ordinary share held. Approximately 54% of the Company’s share capital is held on behalf of non-discretionary clients through the Manager’s Savings Plans. For those planholders who do not return their voting directions, the nominee company will vote their shares in proportion to the directions of those who do (‘proportional voting’). Implementation of this arrangement is subject to a minimum threshold of 5% of the shares held in the savings plans being voted. A maximum limit of 738,000 shares that any one individual investor can vote, being approximately 5% of the minimum threshold, also applies. Any shares voted by an investor in excess of the maximum limit remain valid, but do not form part of the proportional voting basis. Planholders have the right to exclude their shares from the proportional voting arrangement. Report and Accounts 2022 | 45 Governance Report Substantial interests in the Company’s share capital voting rights have been received under the FCA’s DTRs. Borrowings The Company has a one-year £35 million multi-currency revolving credit facility with The Royal Bank of Scotland International Limited. At the year-end, €18 million and ¥757.5m were drawn down. The Company placement notes at a coupon of 2.26% which mature in August 2039. An overdraft arrangement is available from the Custodian for settlement of investment trades if necessary. Further information is provided in notes 12 and 14 to the Accounts. Remuneration Report The Directors’ Remuneration Report, which can be found on pages 50 to 52 provides detailed information on the remuneration arrangements for Directors of the Company. Shareholders are asked to approve the Remuneration Policy and Annual Report on Remuneration annually. There have been no changes to the Remuneration Policy since it was last approved by shareholders in 2020. Remuneration is set at a level commensurate with the skills and experience necessary for the effective stewardship of the Company and the expected contribution of the Board as a whole in continuing to achieve the investment objective (Resolutions 2 and 3). Appointments to the Board Under the articles of association of the Company, the number of Directors on the Board may be no more than twelve. Directors may be appointed by the Company by ordinary resolution or by the Board. All new appointments require prior Board approval and are subject to election by shareholders at the next annual general meeting. Institutional shareholders are given the opportunity to meet any newly appointed Director if they wish. An induction process is in place for new appointees and all Directors are encouraged to attend relevant training courses and seminars. Removal of Directors The Company may by special resolution remove any Director before the another person who is willing to act to be a Director in their place. The provisions under which a Director would automatically cease to be a Director are set out in the Company’s articles of association. Contribution and independence of Directors The Board is composed solely of independent non-executive Directors. The Nomination Committee has considered each Director and the Board has concurred with its assessment that each Director continues to make a valuable and effective contribution and remains committed in their respective roles. Furthermore, no Director has a past or current connection with the Manager and each remains independent in character and judgement, with no relationships or circumstances relating to the Company that are likely to affect that judgement. The Board has therefore concurred with the Nomination Committee’s assessment that all Directors are independent of the Manager and of the Company itself. The following table sets out the Directors’ meeting attendance in the year under review. The Board held a separate meeting in February 2022 to consider strategic issues and also met once in private session during the year under review without any representation from the Manager. Directors’ attendance Board Audit and Management Engagement Committee Nomination Committee No. of meetings 6 3 1 Anja Balfour 6 3 1 Nick Bannerman 6 3 1 Jo Dixon 6 3 1 Graham Oldroyd 6 3 1 David Stileman 6 3 1 Re-Election of Directors The names of the Directors of the Company, along with their biographical details, are set out on page 40 and are incorporated into this report by reference. The skills and experience each Director brings to the Board for the long-term sustainable success of the Company review and all will stand for re-election by shareholders at the AGM in accordance with the requirements of the AIC Code (Resolutions 5 to 9). There were no contracts to which the Company was a party and in which a Director is, or was, materially interested during the year. There are no agreements between the Company and its Directors concerning The Company has granted a deed of indemnity to the Directors in respect of liabilities that may attach to them in their capacity as Directors of the Company. This covers any liabilities that may arise to a third party for negligence, default or breach of trust or duty. This deed 234 of the Act) and has been in force throughout the year under review and remains in place as at the date of this report. It is available for Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 46 | The Global Smaller Companies Trust PLC hours and at the AGM. The Company also maintains directors’ and Safe custody of assets The Company’s listed investments are held in safe custody by JPMorgan Chase Bank (the ‘Custodian’). Operational matters with the Custodian are carried out on the Company’s behalf by the Manager in accordance with the provisions of the investment management agreement. The Custodian is paid a variable fee dependent on the number of trades transacted and location of the securities held. Depositary JPMorgan Europe Limited (the ‘Depositary’) acts as the Company’s Depositary in accordance with the Alternative Investment Fund Manager’s Directive (‘AIFMD’). The Depositary’s responsibilities, which are set out in an Investor Disclosure Document on the Company’s by the Custodian; and monitoring the Company’s compliance with investment and leverage limits requirements. The Depositary receives for its services a fee of one basis point per annum, based on the Company’s net assets, payable monthly in arrears. Although the Depositary has delegated the safekeeping of all assets held within the Company’s investment portfolio to the Custodian, in the the AIFMD, the Depositary will be obliged to return to the Company of money, unless it can demonstrate that the loss has arisen as a result of an external event beyond its reasonable control, the consequences of which would have been unavoidable despite all reasonable efforts to the contrary. The Manager’s fee The Manager is paid a management fee of 0.55% per annum of the Company’s net asset value, which is reduced to 0.275% in respect of the market value of investments held in third party collective funds. The fee is calculated and paid monthly in arrears. The amount paid in the year under review was £5,004,000, an increase of 18.2% Company’s average net assets during the year. Note 4 to the Accounts shows the apportionment of the management fee between capital and revenue. Manager evaluation process The Manager’s performance is considered by the Board at every meeting with a formal evaluation by the Audit and Management Engagement Committee each year. For the purposes of its ongoing monitoring, the Board receives detailed reports and views from the Lead Manager on investment policy, asset allocation, gearing and risk, including formal presentations on the North American, UK, European, Japanese and Rest of World portfolios at least annually. In evaluating the Manager’s performance, the Board considers a range of factors including the investment performance of the portfolio as a whole, performance of the various regional sub-portfolios and the skills, experience and depth of the team involved in managing the Company’s assets. The Board measures the overall relative success of the Company against the Benchmark, with each regional sub-portfolio being measured against relevant local small capitalisation indices. It also considers the resources and commitment of the Manager in all areas of its responsibility, including the marketing and administrative services provided to the Company. Portfolio performance, which is relevant in monitoring the Manager, is set out on pages 12 to 22. Manager reappointment The annual evaluation that took place in April 2022 included presentations from the Lead Manager and the Manager’s Head of Investment Trusts. This focused primarily on investment performance and the services provided to the Company more generally. With regard to performance, the Company’s NAV total return was comfortably ahead of the Benchmark over the ten years to 30 April 2022. The Audit and Management Engagement Committee met in closed session following the presentation and, in light of the long-term investment performance of the Manager and the quality of the overall service provided, it concluded that in its opinion the continuing appointment of the Manager on the terms agreed is in the interests of AGM and online shareholder meeting The Company’s AGM will be held at The Chartered Accountants Hall, 1 Moorgate Place, London EC2R 6EA, on Thursday, 28 July 2022 at 12.00 noon. This year we will also be streaming the meeting live on the internet so that those shareholders who cannot attend in person will be able to view the proceedings. Details of how to watch the meeting are included in the Form of Proxy/Form of Direction. We encourage shareholders to lodge their votes to arrive by the deadline stated in the notice of meeting, appointing the chairman of the meeting as your proxy. Voting on all resolutions will be held on a poll, the results of which will be announced via a regulatory announcement and will be shown on the Company’s website following the meeting. Authority to allot shares and sell shares from treasury (Resolutions 12 and 13) By law, directors are not permitted to allot new shares (or to grant rights over shares) unless authorised to do so by shareholders. In addition, new shares (or granting rights over shares) for cash or selling shares Report and Accounts 2022 | 47 Governance Report proportion to their holdings. Resolution 12 gives the Directors the necessary authority to allot securities up to an aggregate nominal amount of £1,367,441 (54,697,658 ordinary shares), being equivalent to approximately 10% of the Company’s issued share capital (calculated exclusive of the shares held in treasury) as at 15 June 2022, being the latest practicable date before the publication of the Notice of AGM. The authority and power expires at the conclusion of the annual general meeting in 2023 or, if earlier, 15 months from the passing of the resolution. Resolution 13 empowers the Directors to allot such securities for cash, other than to existing shareholders on a pro-rata basis and also to sell in proportion to their holdings up to an aggregate nominal amount of £1,367,441 (representing approximately 10% of the issued ordinary share capital of the Company at 15 June 2022, calculated exclusive of the shares held in treasury). increase the assets of the Company by the issue of new shares or the sale of treasury shares, in accordance with the policies set out on pages 37 and 38 or should any other favourable opportunities arise to the advantage of shareholders. The Directors expect that they will mainly use these authorities to satisfy demand from participants in the Manager’s Savings Plans when they believe it is advantageous to the Company’s shareholders to do so. Under no circumstances would the Directors issue new shares or sell treasury shares at a price which would result in a dilution of the NAV per ordinary share. Authority for the Company to purchase its own shares (Resolution 14) At the annual general meeting held in 2021 the Company was authorised to purchase up to approximately 14.99% of its own shares for cancellation or to be held in treasury. The number of shares remaining under that authority as at 30 April 2022 was 65,937,838 shares or 12.00% of the issued share capital exclusive of the number of shares held in treasury. Resolution 14 will authorise the renewal of such authority enabling the Company to purchase in the market up to a maximum of 81,991,789 ordinary shares (equivalent to approximately 14.99% of the issued share capital exclusive of treasury shares) and sets out the minimum and maximum prices at which they may be and the Listing Rules. The Directors will continue to use this authority in accordance with the policy set out on pages 37 and 38. Under the Act, the Company is permitted to hold its own shares in treasury following a buyback, instead of cancelling them. This gives the Company the ability to reissue treasury shares quickly and cost-effectively (including pursuant to the authority under Resolution 13, see above) and provides the Company shares may be resold for cash but all rights attaching to them, including voting rights and any right to receive dividends, are suspended whilst they are held in the treasury. If the Board exercises the authority conferred by Resolution 14, the Company will have the option of either holding in treasury or of cancelling any of its shares purchased pursuant to this authority and will decide at the time of purchase which option to pursue. Purchases of ordinary shares under the authority funded from the Company’s own cash resources or, if appropriate, from short-term borrowings. The authority to purchase ordinary shares will continue until the annual general meeting in 2023 or 27 October 2023, whichever is the earlier. The Board intends to seek the renewal of such authority at subsequent annual general meetings. Notice period for meetings (Resolution 15) The Act and the Company’s articles of association provide that all general meetings (other than annual general meetings) can be convened on 14 days’ notice. However, one of the requirements of the Shareholder Rights Directive is that all general meetings must be held on 21 clear days’ notice, unless shareholders agree to a shorter notice period. The Board is of the view that it is in the Company’s interests to have a shorter notice period which complies with the provisions of the Act and the Company’s articles to allow all general meetings (other than an annual general meeting) to be called on 14 clear days’ notice. The passing of resolution 15 would constitute shareholders’ agreement for the purposes of the Shareholder Rights Directive (which agreement is required annually) and would therefore preserve the Company’s ability to call general meetings (other than an annual general meeting) on 14 clear days’ notice. The Board would utilise this authority to provide Board intends to seek the renewal of such authority at subsequent annual general meetings. Form of proxy for AGM voting for use at the AGM. You will also have the option of lodging your proxy vote electronically at eproxyappointment.com. For shares held through CREST, proxy appointments may be submitted via the CREST proxy voting system. Please either complete, sign and return the form of proxy in the envelope provided as soon as possible in accordance with the instructions or, alternatively, lodge your proxy vote via the Internet or the CREST proxy voting system. Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 48 | The Global Smaller Companies Trust PLC All shareholders are strongly encouraged to vote in advance of the AGM and, to do so, all proxy appointments must be returned not later than 48 hours before the time appointed for holding the AGM. Form of direction and proportional voting If you are an investor in any of the Manager’s Savings Plans you will have received a form of direction for use at the AGM and you will also have the option of lodging your voting directions using the Internet. The Manager operates a proportional voting arrangement, which is explained on page 44. All voting directions should be submitted as soon as possible in accordance with the instructions on the form of direction and, in any event, not later than 12.00 noon on 21 July 2022, so that the nominee company can submit a form of proxy before the deadline for registered shareholders. Voting recommendation Your Board considers that the resolutions to be proposed at the AGM are in the best interests of the shareholders as a whole. It therefore recommends that shareholders vote in favour of each resolution, as is By order of the Board BMO Investment Business Limited Company Secretary 17 June 2022 Report and Accounts 2022 | 49 Governance Report Role of the Committee The primary role of the Nomination Committee is to review and make recommendations with regard to Board structure, size and composition, the balance of knowledge, experience, skill ranges and diversity and consider succession planning and tenure policy. All of the Committee’s responsibilities have been carried out in the year under review and • the structure and size of the Board and its composition particularly in terms of succession planning and the experience and skills of the individual Directors and diversity across the Board as a whole; • tenure policy; • the criteria for future Board appointments and the methods of recruitment, selection and appointment; • the appointment of new Directors and the reappointment of those Directors standing for re-election at annual general meetings; • their duties, including the extent of their other directorships; • each Director’s independence; and • interests in accordance with the provisions of the Act and the policy and procedures established by the Board in relation to these provisions. Composition of the Committee As the Board has no executive directors or employees and is comprised entirely of independent non-executive directors, all Directors are members of the Committee, the terms of reference of which can be found on the website as shown on page 2. Diversity and tenure The Board’s diversity policy, objective and progress in achieving it are set out on page 38. Director searches are undertaken in accordance with this objective and policy with the recruitment process open to a diverse range of candidates. The Board is of the view that length of service will not necessarily compromise the independence or contribution of directors of an investment trust company or, indeed, its chairman. This is because Report of the Nomination Committee investment trust company boards where the characteristics and relationships tend to differ from those of other companies. Therefore, while the Chairman and Directors are normally expected to serve for no and continuity. Currently none of the Directors has served beyond nine years. Succession planning I succeeded Anthony Townsend as Chairman on 30 July 2020. At the same time, Jo Dixon succeeded Jane Tozer as the Board’s Senior Independent Director. In advance of their retirement two new Directors, Nick Bannerman and Graham Oldroyd, were appointed, thereby ensuring effective succession planning and continuity. The Committee will recruit a new director in due course, in advance of the next Board retirement, to continue the process of refreshment and to achieve a better spread of tenure amongst the Directors. Committee evaluation The activities of the Nomination Committee were considered as part of the Board evaluation process as reported on page 41. Anja Balfour Nomination Committee Chairman 17 June 2022 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 50 | The Global Smaller Companies Trust PLC Governance Report Directors’ Remuneration Policy The Board’s policy is to set Directors’ remuneration at a level commensurate with the skills and experience necessary for the effective stewardship of the Company and the expected contribution of the Board as a whole in continuing to achieve the investment objective. Time committed to the Company’s business and the Chairman of the Audit and Management Engagement Committee and the Directors and their retention are taken into account. The policy aims to be fair and reasonable in relation to comparable investment trust companies. This includes provision for the Company’s reimbursement of all reasonable travel and associated expenses incurred by the Directors in attending Board and committee meetings, insurance. This policy was approved by shareholders at the Company’s annual general meeting in 2021 when 93.8% of the total votes received were cast in favour of the resolution, 6.2% were against and less than 0.1% were withheld. The Board has not subsequently received any views from shareholders in respect of the level of Directors’ remuneration. The Board seeks approval of the policy annually and it will therefore be put to shareholders for approval at the forthcoming AGM. The Company’s articles of association limit the aggregate fees payable to the Board to a total of £300,000 per annum. Within that limit, it is the responsibility of the Board as a whole to determine and approve the Directors’ fees, following a recommendation from the Chairman and, in her case, from the Senior Independent Director. The fees are annually and have been increased with effect from 1 May 2022 to the levels shown in the table opposite. The Board is composed solely of non-executive Directors, none of whom has a service contract with the Company, and therefore no remuneration committee has been appointed. Each Director has signed a terms of appointment letter with the Company, in each case including one month’s notice of termination by either party. There appointment are available for inspection by emailing the Company Secretary at [email protected]. The dates on which each Director was appointed to the Board are set out under their biographies on page 40. Under the terms of their respective letters of appointment, each Director is subject to election thereafter will continue subject to re-election at each subsequent annual general meeting in accordance with the provisions of the AIC Code. All Directors were last re-elected at the annual general meeting held on 12 August 2021 and will stand for re-election at the AGM to be held on 28 July 2022. fees are payable for membership of the Nomination Committee. Annual fees for Board Responsibilities Year ended 30 April 2023 £’s 2022 1 £’s Chairman of the Board 47,500 45,500 Chairman of the Audit and Management Engagement Committee 38,000 34,000 Director 30,000 28,000 * The Senior Independent Director is paid an additional £1,500 per annum. 1 With effect from 1 May 2022, the additional fees previously paid for membership of the Audit and Management Engagement Committee have been incorporated into the Directors’ fees. The comparative figures for the year to 30 April 2022 include those fees. The following table sets out the annual percentage change in Annual Percentage Change in Directors’ Remuneration Directors’ Name % change for the year to 30 April 2022 Anja Balfour 3.4 Nick Bannerman 4.0 Jo Dixon 7.6 Graham Oldroyd 4.0 David Stileman 4.0 Remuneration Report Report and Accounts 2022 | 51 Single Figure Table Fees £’000s (audited) (1) £’000s (audited) Total £’000s (audited) Year ended 30 April 2022 2021 % change 2022 2021 % change 2022 2021 % change Director Anthony Townsend (3) n/a 11.0 n/a n/a – n/a n/a 11.0 n/a Anja Balfour (2) (4) 45.4 39.8 14.1 3.3 – 100.0 48.7 39.8 22.4 Nick Bannerman 28.0 27.0 3.7 3.1 – 100.0 31.1 27.0 15.2 Jo Dixon (5) 34.5 32.6 5.8 2.5 – 100.0 37.0 32.6 13.5 Graham Oldroyd 28.0 27.0 3.7 1.0 – 100.0 29.0 27.0 7.4 David Stileman 28.0 27.0 3.7 0.8 – 100.0 28.8 27.0 6.7 Jane Tozer (3) n/a 7.1 n/a n/a – n/a n/a 7.1 n/a Total 163.9 171.5 (4.4) 10.7 – 100.0 174.6 171.5 1.8 (1) Comprises amounts reimbursed for expenses incurred in carrying out business for the Company, which have been grossed up to include PAYE and NI contributions. (2) Highest paid Director. (3) Retired with effect from 30 July 2020. (4) Chairman of the Board with effect from 31 July 2020. (5) Senior Independent Director with effect from 31 July 2020. The information in the table above for the years ended 30 April 2021 and 2022 has been audited. The amounts paid by the Company to the Directors were for services as non-executive Directors. Directors’ interests in the Company There is no requirement in the Company’s Articles of Association Directors’ share interests (audited) Year ended 30 April 2022 2021 Anja Balfour 51,602 51,524 Nick Bannerman 26,000 26,000 Jo Dixon 20,000 20,000 Graham Oldroyd 27,465 14,670 David Stileman 30,000 30,000 Total 155,067 142,194 As at the latest practical date before the publication of this report, there have been no changes to the Directors’ shareholdings. The Directors have no other share interests or share options in the Company. As at 15 June 2022 the Lead Manager held 272,218 ordinary shares in the Company. Policy implementation The Directors’ Remuneration Report is subject to an annual advisory vote and therefore an ordinary resolution for its approval will be put to shareholders at the forthcoming AGM. At the 2021 AGM, shareholders approved the Remuneration Report in respect of the year ended 30 April 2021, with 94.6% of the votes received cast in favour of the resolution, 5.3% against and less than 0.1% withheld. Directors’ emoluments for the year The Directors who served during the year received the following amounts for services as non-executive Directors as well as The table below is shown to enable shareholders to assess the relative compared to the shareholder distributions of dividends and share buybacks. Actual expenditure Year ended 30 April 2022 £’000s 2021 £’000s % Change Aggregate Directors’ Remuneration 163.9 171.5 (4.4) Aggregate Dividends paid to shareholders 10,032.0 10,092.0 (0.6) Aggregate cost of ordinary shares repurchased 42,910.0 37,243.0 15.2 Governance Report Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 52 | The Global Smaller Companies Trust PLC Company performance A graph showing the Company’s share price total return compared with the return on its Benchmark over the required ten year period is the investment universe in which the Manager seeks investment opportunities for the Company and is therefore the most appropriate for performance comparison purposes. On behalf of the Board Anja Balfour Chairman 17 June 2022 20222012 2013 2021 70 2014 2015 2016 2017 2018 2019 2020 90 110 130 150 170 190 210 230 250 270 290 310 330 Shareholder total return vs Benchmark total return over ten years The Global Smaller Companies Trust share price total return Benchmark total return (MSCI All Country World ex UK Small Cap Index (70%) and the Numis UK Smaller Companies (excluding investment companies) Index (30%)). Report and Accounts 2022 | 53 Governance Report • Whether to change the Company’s current policy by establishing its own Internal Audit function; • The ISAE/AAF and SSAE16 reports or their equivalent from the Manager, the Custodian, Depositary and a due diligence report from the Company’s Share Registrars; • The performance of the Company’s third party service providers and administrators, other than the Manager, and the fees charged in respect of those services; • The performance of the Manager and their fees; and • The Committee’s terms of reference for approval by the Board. Comprehensive papers relating to each of these matters were prepared for discussion. These were debated by the Committee and any recommendations were fully considered if there was a judgement to be applied in arriving at conclusions. Recommendations were then made to the Board as appropriate. The Board retains ultimate responsibility for all aspects relating to information as is noted in the Statement of Directors’ Responsibilities on page 57. On broader control policy issues, the Committee has Anti-Bribery and Anti-Corruption Operating Directive (the ‘Directive’) to which BMO GAM and its employees are subject. The Committee has also reviewed BMO GAM’s Whistleblowing Policy that has been put matters. The necessary arrangements are in place for communication by the Manager to this Committee where matters might impact the Company with appropriate follow-up action. In the year under review there were no such concerns raised with the Committee. Role of the Committee The primary responsibilities of the Committee are to ensure the integrity the preparation and audit of the annual accounts, the preparation of the half-yearly accounts and the internal control and risk management processes; and to assess the performance of the Manager and review the fees charged. The Committee met on three occasions during the year with BMO GAM’s Trust Accountant, Head of Investment Trusts, Risk Managers and the Lead Manager in attendance. A representative of the Company’s independent auditor, BDO, attended the year end and half year meetings and met in private session with the Committee. • The audited annual results statement and annual report and accounts and the unaudited half-yearly report and accounts, including advice to the Board as to whether the annual report and accounts taken as a whole are fair, balanced and understandable; • The accounting policies of the Company; • The principal and emerging risks faced by the Company and the effectiveness of the Company’s risk management and internal control environment, including consideration of the assumptions underlying the Board’s ‘Five Year Horizon’ statement on viability; • How the Company has applied the principles of and complied with the provisions of the AIC Code; • The effectiveness of the external audit process and the current independence and objectivity of BDO; • The appointment, remuneration and terms of engagement of the independent auditor; • The policy on the engagement of the external auditor to supply non-audit services and approval of any such services; I am pleased to present to you the report of the Audit and Management Engagement Committee for the year ended 30 April 2022. Report of the Audit and Management Engagement Committee Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 54 | The Global Smaller Companies Trust PLC Composition of the Committee The Board recognises the requirement for the Committee as a whole to have competence relevant to the sector in which the Company operates experience. All Directors of the Company are members of the Committee, including the Chairman of the Board. In accordance with the AIC Code and given the size of the Board it is considered appropriate for the Chairman of the Board to be a member of the Committee. All Committee members are independent non-executive Directors. Jo Dixon, Chairman of the Committee, is a Chartered Accountant and she is currently audit committee chairman of other listed companies. The other members of experience through the senior posts held throughout their careers. The majority have a wide experience of the investment trust sector. Details of the members can be found on page 40 and the Committee’s terms of reference can be found on the website as shown on page 2. Management of risk The Manager's Business Risk department provides regular control report updates to the Committee covering risk and compliance, while any reported to the Committee and Board immediately. A key risk ‘radar’ summary is produced by the Manager in consultation with the Board to identify the risks to which the Company is exposed, the controls in place and the actions being taken to mitigate them. The Board has a robust process for considering the resulting risk matrix at and the reasons for any changes. The Board carried out a separate exercise to identify any new emerging risks and to take any necessary action to mitigate their potential impact. The implications of the ongoing Covid-19 pandemic were considered, as was the increasing emphasis on ESG issues and climate change in particular. These risks were then reconciled with the risks previously as part of the robust assessment of the Company’s risk and controls described below. The Company’s Principal Risks and Future Prospects are set out on page 30 with additional information given in note 23 to the Accounts. The Committee noted the robustness of the Board’s review of principal members themselves. The integration of these risks into the analyses underpinning the ‘Five Year Horizon’ Statement on viability on page 31 was fully considered and the Committee concluded that the Board’s as remaining appropriate for the reasons given in the viability statement. Risk management and internal control The Board has overall responsibility for the Company’s system of risk management and internal control, for reviewing its effectiveness and ensuring that risk management and internal control processes are embedded in the day-to-day operations which are managed by the Manager. The Committee has reviewed and reported to the Board on those controls, which aim to ensure that the assets of the Company are safeguarded, proper accounting records are maintained and the compliance and overall risk management, is exercised by the Committee through regular reports provided by the Manager. The reports cover investment performance, performance attribution, compliance with revenue estimates, performance of the third-party administrators of the BMO Savings Plans and other relevant management issues. The system of risk management and internal control is designed to manage rather than eliminate risk of failure to achieve business objectives and can only provide reasonable, but not absolute, assurance against material misstatement, or loss or fraud. Further to the review by the Committee, the Board has assessed the effectiveness of the Company’s system of risk management and internal control. The assessment included a review of the BMO GAM risk management infrastructure and the report on policies and procedures in operation and tests for the year to 31 October 2021 (the ‘ISAE/AAF Report’) and changes to the control environment in the period to 1 June 2022. This had been prepared by BMO GAM for all of its investment trust clients to the International Standard on Assurance Engagement (ISAE) No. 3402 and to the standards of the Institute of Chartered Accountants in England and Wales Technical Release AAF (01/06). The ISAE/AAF Report from independent reporting accountants KPMG sets out BMO GAM’s control policies and procedures with respect to the management effectiveness of those controls is monitored by the Manager's Group Audit and Compliance Committee, which receives regular reports from its Internal Audit department. Procedures are also in place to capture and evaluate any failings and weaknesses within the Manager's control environment and those extending to any outsourced service providers Any errors or breaches relating to the Company are reported at each Committee and Board meeting by the Manager, including those relating to the administration of their savings plans and related complaint levels. No failings or weaknesses material to the overall control environment Committee also reviewed the internal control reports of the Custodian, the Depositary and the Share Registrar’s due diligence report and were Report and Accounts 2022 | 55 Governance Report Through the reviews noted above and by direct enquiry of the Manager themselves that there were no material control failures or exceptions affecting the Company’s operations during the year under review nor to the date of this Report. Based on the processes and controls in place within the Manager, the Committee has concluded, and the Board has concurred, that there is no current need for the Company to have a separate internal audit function. by the Committee In carrying out its responsibilities, the Committee has considered the planning arrangements, scope, materiality levels and conclusions of the external audit for the year under review. The table below describes and how these issues were addressed. The Committee also included in their review the areas of judgements, estimates and assumptions referred to in note 2(c)(xi) to the Accounts. Likewise, the Committee reviewed the disclosure and description of Alternative Performance fair and relevant. Procedures for investment valuation and existence and recognition of income were the main areas of audit focus and testing. Report and Accounts, with representatives of BDO and the Manager in the Report and Accounts. The Committee established that there were attention of the Board. The Committee recognises the importance of continually improving by investors and regulators. The Committee has carefully considered the disclosures made in the Report and Accounts particularly in relation to the disclosures under section 172(1) of the Act including how wider stakeholder interests have been taken into account by the Directors while performing their duties and related disclosures with regard to ESG requirements in the Act, which is an area of reporting that will evolve further in coming years. Consequently, the Committee recommended to the Board that the Report and Accounts were in its view, fair, balanced and understandable in accordance with accounting standards, regulatory requirements and best practice. Matter Action Investment Portfolio Valuation Although the Company’s portfolio of investments is predominantly invested in highly liquid securities quoted on recognised stock exchanges, errors in the valuation could have a material impact on the Company’s NAV per share. The Board reviewed the full portfolio valuation twice in the year and the Committee also reviewed the valuation of the unquoted portfolio. The Committee reviewed the annual audited internal control report from BMO GAM. This report indicated that the relevant systems and controls surrounding daily pricing, cash and holdings reconciliations and security valuation had operated satisfactorily. Misappropriation of Assets Misappropriation of the Company’s investments or cash balances could have a material impact on its NAV per share. The Committee reviewed the annual audited internal control reports of BMO GAM and the Custodian. Neither of these reports indicated any failures of controls over the existence and safe custody of the Company’s investments and cash balances. The Company’s Depositary reported quarterly on the safe custody of the Company’s investments and the operation of controls over the movement of cash in settlement of investment throughout the year. Income Recognition Incomplete controls over, or inaccurate recognition of, income could result in the Company misstating its revenue receipts and associated tax, with consequences for overall performance, payment of dividends to shareholders, and compliance with taxation rules. The Committee’s review of BMO GAM’s annual audited controls report indicated that there were no control meetings, all dividend receipts deemed to be capital (special) in nature by virtue of their payment out of investee company restructuring rather than ordinary business operations. In addition, the Committee reviewed that all special dividends had been correctly treated in accordance with the Company’s accounting policy. Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 56 | The Global Smaller Companies Trust PLC opinion, the scope of the audit and the areas of focus, in compliance with applicable auditing standards, can be found on pages 58 to 62. Auditor assessment, independence and appointment The Committee reviews the reappointment of the auditor every year they are independent of the Company and have complied with relevant auditing standards. In evaluating BDO, the Committee has taken into team. From direct observation and indirect enquiry of management, independent challenge in carrying out their responsibilities. Their fee The Company has a duty to consider carefully the audit for value and effectiveness and, as part of its annual review, considers the need for putting the audit out to tender for reasons of quality, independence or value. The Company is required to carry out a tender every ten years with the next due no later than 2029. Non-audit services The Committee regards the continued independence of the external auditors to be a matter of the highest priority. The Company’s policy with regard to the provision of non-audit services by the external auditor • the provision of the services would contravene any regulation or ethical standard; • the auditors are not considered to be expert providers of the non-audit services; • interest for either the Board or the Manager; and • the services are considered to be likely to inhibit the auditor’s independence or objectivity as auditors. In particular, the Committee has a policy that the accumulated costs of all non-audit services sought from the auditors in any one year should not exceed 30% of the likely audit fees for that year and not exceed 70% cumulatively over three years. There were no non-audit services for the year ended 30 April 2022. FRC Review of the 2021 Annual Report The Supervision Committee of the FRC reviews and investigates the annual accounts, strategic reports and directors’ reports of public and large private companies for compliance with relevant requirements. In 2022, it carried out a review of the Company’s 2021 annual report and I am pleased to report that, based on the review, there were no questions or queries that the FRC wished to raise. It has requested that we make it clear that the FRC’s review provides no assurance that the 2021 annual report and accounts are correct in all material respects; its role is not to verify the information provided but to consider compliance detailed knowledge of the Company’s business or an understanding of the underlying transactions entered into, but that it was conducted by staff who have an understanding of the relevant legal and accounting framework. Committee Evaluation The activities of the Committee were considered as part of the Board evaluation process as noted on page 41. The evaluation found that the Committee continued to function well, with an appropriate balance of skills and experience. Jo Dixon Chairman Audit and Management Engagement Committee 17 June 2022 Report and Accounts 2022 | 57 Governance Report The Directors are responsible for preparing the Report and Accounts in accordance with applicable law and regulations. Accounting Standards, comprising FRS 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’. • 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 have been followed, subject to any material departures disclosed and • unless it is inappropriate to presume that the Company will continue in business. can be found in note 2 to the Accounts. The Directors are responsible for keeping adequate accounting transactions and disclose with reasonable accuracy at any time the for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Under applicable law and regulations, the Directors are also responsible for preparing a Strategic Report, Directors’ Report, Directors’ Remuneration Report and Statement of Corporate Governance that comply with that law and those regulations. The Report and Accounts is published on the Company's website, as shown on page 2, which is maintained by the Manager. The Directors are responsible for the maintenance and integrity of the Company’s website. The work undertaken by the auditor does not involve consideration of the maintenance and integrity of the website and, accordingly, the auditor accepts no responsibility for they were initially presented on the website. Visitors to the website need to be aware that legislation in the United Kingdom governing from legislation in other jurisdictions. Each of the Directors, whose names and functions are listed in the • accounting standards, give a true and fair view of the assets, • the Strategic Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces; and • in the opinion of the Directors the annual report and and understandable and provide the information necessary for shareholders to assess the Company’s position and performance, business model and strategy. On behalf of the Board Anja Balfour Chairman 17 June 2022 Statement of Directors’ Responsibilities Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 58 | The Global Smaller Companies Trust PLC Independent auditor’s report to the members of The Global Smaller Companies Trust PLC • give a true and fair view of the state of the Company’s affairs as at 30 April 2022 and of its loss 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. Companies Trust PLC (the ‘Company’) for the year ended 30 April 2022 which comprise of the Income Statement, Statement of Changes in Equity, Balance sheet, Statement of Cash Flows and notes to the their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice). Basis for opinion We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s our report. We believe that the audit evidence we have obtained is audit opinion is consistent with the additional report to the audit committee. Independence Following the recommendation of the audit committee, we were appointed by the Board of Directors on 25 July 2019 to audit engagement including retenders and reappointments is 3 years, covering the years ending 30 April 2020 to 30 April 2022. We remain independent of the Company in accordance with the statements in the UK, including the FRC’s Ethical Standard as other ethical responsibilities in accordance with these requirements. The non-audit services prohibited by that standard were not provided to the Company. Conclusions relating to going concern Directors’ use of the going concern basis of accounting in the of the Directors’ assessment of the Company’s ability to continue to • Evaluating the appropriateness of the Directors’ method of assessing the going concern in light of market volatility and the present uncertainties in economic recovery created by the ongoing Covid-19 pandemic and geo-political unrest by reviewing the liquidity of the investment portfolio; • Assessing the appropriateness of the Directors’ assumptions and judgements made in their base case and stress tested forecasts including consideration of the available cash resources relative to forecast expenditure and commitments; and • Reviewing the loan agreements and covenant calculations and assessing the likelihood of covenants being breached based on the Directors forecasts and stress testing. any material uncertainties relating to events or conditions that, Company’s ability to continue as a going concern for a period of authorised for issue. In relation to the Company’s reporting on how it has applied the UK Corporate Governance Code, we have nothing material to add or draw attention to in relation to the Directors’ statement in the 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. Report and Accounts 2022 | 59 Independent Auditor’s Report Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report Our application of materiality We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of misstatements. We consider materiality to be the magnitude by which misstatements, including In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a lower materiality level, performance materiality, to determine the extent of testing needed. Importantly, misstatements below these levels will not necessarily be evaluated as immaterial as we also take account of the nature of as a whole. Key audit matters Key audit matters are those matters that, in our professional assessed risks of material misstatement (whether or not due to the audit, and directing the efforts of the engagement team. These statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Key audit matter How the scope of our audit addressed the key audit matter Valuation and ownership of quoted investments (Note 2 and Note 10) The investment portfolio at the year end comprised of driver of performance. Furthermore, there is a risk that Company does not legally own the investments at the year end. We responded to this matter by testing the valuation and ownership of the whole portfolio of quoted investments. We performed the following procedures: • • Assessed if there were contra indicators, such as liquidity considerations, to suggest bid price is not the most appropriate indication of fair value by considering the realisation period for individual holdings; • Recalculating the valuation by multiplying the number of shares held per the statement obtained from the custodian by the valuation per share; • regarding all investments held at the balance sheet date. Key observations: Based on our procedures performed we did not identify any matters to suggest that the valuation and ownership of investments was not appropriate. Revenue Recognition: (Note 2 and Note 3) Income arises from dividends and interest and can be volatile but is often a key factor in demonstrating the performance of the portfolio. Additionally, judgement is required by management in determining the allocation of dividend income to revenue or capital. We responded to this matter by utilising data analytics to test 100% of the portfolio. We derived an independent expectation of income based on the investment holding and distributions per independent sources and compared to that recognised. We also cross checked the portfolio against corporate actions and special dividends and challenged if these had been appropriately accounted for as income or capital by reviewing the underlying reason for issue of the dividend and whether it could be driven by a capital event. We analysed the whole population of dividend receipts to identify items for further discussion that could indicate a capital distribution, for example where a dividend represents a particularly high yield. Key observations: Based on our procedures performed we found the revenue recognition to be appropriate. An overview of the scope of our audit Our audit was scoped by obtaining an understanding of the Company and its environment, including the Company’s system of internal control, and assessing the risks of material misstatement in the override of internal controls, including assessing whether there was evidence of bias by the Directors that may have represented a risk of material misstatement. Overview 2022 2021 Key audit matters Valuation and ownership of quoted investments Revenue Recognition Materiality £9.4m (2021:£10m) based on 1% (2021: 1%) of net assets Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 60 | The Global Smaller Companies Trust PLC 2022 (£m) 2021 (£m) Materiality 9.4 10 Basis for determining materiality 1% of Net Assets 1% of Net Assets Rationale for the benchmark applied As an investment trust, the net asset value is the key statements. As an investment trust, the net asset value is the key statements. Performance materiality 7.0 7.5 Basis for determining performance materiality 75% of materiality The level of performance materiality applied was set after having considered a number of factors including the expected total value of known and likely misstatements and the level of transactions in the year. 75% of materiality The level of performance materiality applied was set after having considered a number of factors including the expected total value of known and likely misstatements and the level of transactions in the year. We also determined that for those items impacting Revenue return economic decisions of users as it is a measure of the Company’s performance of income generated from its investments after expenses. As a result, we determined materiality for these items to be mitigated. Reporting threshold We agreed with the Audit Committee that we would report to them all the testing of transactions and balances that impact on the revenue return. We also agreed to report differences below these thresholds that, in our view, warranted reporting on qualitative grounds. Other information The directors are responsible for the other information. The other information comprises the information included in the Report and other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially 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 themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Corporate governance statement The Listing Rules require us to review the Directors’ statement in relation to going concern, longer-term viability and that part of the Corporate Governance Statement relating to the Company’s compliance with the provisions of the UK Corporate Governance Code Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate statements or our knowledge obtained during the audit. Report and Accounts 2022 | 61 Independent Auditor’s Report Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report Responsibilities of Directors As explained more fully in the statement of Directors’ responsibilities, and for such internal control as the Directors determine is necessary material misstatement, whether due to fraud or error. 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. Our objectives are to obtain reasonable assurance about whether the 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 Other Companies Act 2006 reporting Based on the responsibilities described below and our work performed during the course of the audit, we are required by the Companies Act 2006 and ISAs (UK) to report on certain opinions and matters as described below. Going concern and longer-term viability • The Directors' statement with regards to the appropriateness of adopting the going concern basis of accounting and any • The Directors’ explanation as to their assessment of the Company’s prospects, the period this assessment covers and why the period is appropriate set out on page 31. Other Code provisions • Directors' statement on fair, balanced and understandable set out on page 57; • • The section of the annual report that describes the review of effectiveness of risk management and internal control systems set out on page 54; and • The section describing the work of the audit committee set out on page 53. Strategic report and Directors’ report In our opinion, based on the work undertaken in the course of the audit: • • the Strategic report and the Directors’ report have been prepared in accordance with applicable legal requirements. In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not Directors’ remuneration In our opinion, the part of the Directors’ remuneration report to be audited has been properly prepared in accordance with the Companies Act 2006. Matters on which we are required to report by exception We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: • adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or • accounting records and returns; or • • we have not received all the information and explanations we require for our audit. 62 | The Global Smaller Companies Trust PLC Extent to which the audit was capable of detecting irregularities, including fraud Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is We gained an understanding of the legal and regulatory framework applicable to the Company and the industry in which it operates, and considered the risk of acts by the Company which were contrary to applicable laws and regulations, including fraud. We considered the FCA listing and DTR rules, the principles of the AIC Code of Corporate Governance, industry practice represented by the AIC SORP, the Trust under UK tax legislation as any non-compliance of this would lead to the Company losing various deductions and exemptions from corporation tax. We focused on laws and regulations that could give rise to a material • supporting documentation; • enquiries of management and those charged with governance relating to the existence of any non-compliance with laws and regulations; • review of minutes of board meetings throughout the period; • obtaining an understanding of the control environment in monitoring compliance with laws and regulations; and • reviewing the calculation in relation to Investment Trust compliance to check that the Company was meeting its requirements to retain their Investment Trust Status. misstatement including fraud and considered the fraud risk areas to be management override of controls and revenue recognition. • The procedures set out in the Revenue Recognition Key Audit Matter above; • Obtaining independent evidence to support the ownership of all of investments; • Recalculating investment management fees in total; • • supporting documentation and evaluating whether there was evidence of bias by the Investment Manager and Directors that represented a risk of material misstatement due to fraud. potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. Our audit procedures were designed to respond to risks of material of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with A further description of our responsibilities is available on the Financial frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report. Use of our report This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s members as a body, for our audit work, for this report, or for the opinions we have formed. Peter Smith (Senior Statutory Auditor) For and on behalf of BDO LLP, Statutory Auditor London, UK 17 June 2022 BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127). Report and Accounts 2022 | 63 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report Income Statement for the year ended 30 April Revenue £’000s Capital £’000s 2022 Total £’000s Revenue £’000s Capital £’000s 2021 Total £’000s 10 (Losses)/gains on investments – (16,127) (16,127) – 325,701 325,701 21 Foreign exchange gains/(losses) 16 517 533 (6) (1,737) (1,743) 3 Income 13,418 581 13,999 10,216 762 10,978 4 Management fee (1,251) (3,753) (5,004) (1,058) (3,174) (4,232) 5 Other expenses (955) (22) (977) (872) (27) (899) 11,228 (18,804) (7,576) 8,280 321,525 329,805 6 Finance costs (233) (699) (932) (199) (598) (797) Net return on ordinary activities before taxation 10,995 (19,503) (8,508) 8,081 320,927 329,008 7 Taxation on ordinary activities (754) – (754) (665) – (665) Net return attributable to equity shareholders 10,241 (19,503) (9,262) 7,416 320,927 328,343 8 Return per share (basic and diluted) – pence 1.82 (3.46) (1.64) 1.26 54.50 55.76 All revenue and capital items in the above statement derive from continuing operations. Notes Financial Report 64 | The Global Smaller Companies Trust PLC Statement of Changes in Equity for the year ended 30 April 2022 Notes Share capital £’000s Share premium account £’000s Capital redemption reserve £’000s Capital reserves £’000s Revenue reserve £’000s Total shareholders’ funds £’000s Balance at 30 April 2021 15,513 212,639 16,158 747,951 15,247 1,007,508 Movements during the year ended 30 April 2022 9 Dividends paid – – – – (10,032) (10,032) 15 Shares repurchased by the Company and held in treasury – – – (42,910) – (42,910) Net return attributable to equity shareholders – – – (19,503) 10,241 (9,262) Balance at 30 April 2022 15,513 212,639 16,158 685,538 15,456 945,304 for the year ended 30 April 2021 Notes Share capital £’000s Share premium account £’000s Capital redemption reserve £’000s Capital reserves £’000s Revenue reserve £’000s Total shareholders’ funds £’000s Balance at 30 April 2020 15,513 212,639 16,158 464,282 17,923 726,515 Movements during the year ended 30 April 2021 9 Dividends paid – – – – (10,092) (10,092) Shares repurchased by the Company and held in treasury – – – (37,243) – (37,243) Costs relating to broker – – – (15) – (15) Net return attributable to equity shareholders – – – 320,927 7,416 328,343 Balance at 30 April 2021 15,513 212,639 16,158 747,951 15,247 1,007,508 Report and Accounts 2022 | 65 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report Financial Report Balance Sheet at 30 April Notes 2022 £’000s 2021 £’000s Fixed assets 10 Investments 987,083 1,045,255 Current assets 11 Debtors 3,604 7,021 21 Cash and cash equivalents 13,354 6,870 Total current assets 16,958 13,891 Creditors: amounts falling due within one year 12, 21 Bank loans (19,782) (8,521) 13 Creditors (3,955) (8,117) Total current liabilities (23,737) (16,638) Net current liabilities (6,779) (2,747) Total assets less current liabilities 980,304 1,042,508 Creditors: amounts falling due after more than one year 14, 21 Loan notes (35,000) (35,000) Net assets 945,304 1,007,508 Capital and reserves 15 Share capital 15,513 15,513 16 Share premium account 212,639 212,639 17 Capital redemption reserve 16,158 16,158 18 Capital reserves 685,538 747,951 18 Revenue reserve 15,456 15,247 Total shareholders’ funds 945,304 1,007,508 19 Net asset value per share (debt at par value) – pence 172.04 175.02 June 2022 and signed on its behalf by Anja Balfour, Chairman 66 | The Global Smaller Companies Trust PLC Statement of Cash Flows for the year ended 30 April Notes 2022 £’000s 2021 £’000s 20 (5,849) (4,437) Dividends received 12,545 9,005 Interest paid (926) (793) 5,770 3,775 Investing activities Purchases of investments (214,337) (230,833) Sales of investments 256,951 233,941 Transaction costs (472) (460) Other capital charges (22) (28) 42,120 2,620 47,890 6,395 Financing activities Ordinary dividends paid (10,032) (10,092) (43,168) (37,254) 21 Drawdown of bank loans 11,297 8,370 (41,903) (38,976) 21 Net movement in cash and cash equivalents 5,987 (32,581) Cash and cash equivalents at the beginning of the year 6,870 41,043 21 Effect of movement in foreign exchange 497 (1,592) Cash and cash equivalents at the end of the year 13,354 6,870 Represented by: Cash at bank 2,179 568 Short-term deposits 11,175 6,302 Cash and cash equivalents at the end of the year 13,354 6,870 Report and Accounts 2022 | 67 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 1. General information BMO Global Smaller Companies PLC is an investment company incorporated in the United Kingdom with a premium listing on the London Stock The Company has conducted its affairs so as to qualify as an investment trust under the provisions of Section 1158 of the Corporation Tax Act 2010. Approval of the Company under Section 1158 has been received. The Company intends to conduct its affairs so as to enable it to continue to comply with the requirements. Such approval exempts the Company from UK Corporation Tax on gains realised in the relevant year on its portfolio 2. (a) Going concern The Company’s investment objective, strategy and policy are subject to a process of regular Board monitoring and are designed to ensure that the Company is invested mainly in readily realisable, listed securities and that the level of borrowings is restricted. The Company retains title to all assets held by the Custodian and agreements cover its borrowing facilities. Cash is held with banks approved and regularly reviewed by the Manager. The Company has net current liabilities shown on the Balance Sheet but this has no effect on its ability to continue on a going concern basis. concern for the reasons set out above as well as on pages 30 and 31. (b) Basis of accounting asset investments at fair value, and in accordance with the Companies Act 2006, Financial Reporting Standard (FRS) 102 applicable in the United Kingdom and with the Statement of Recommended Practice ‘Financial Statements of Investment Trust Companies and Venture Capital Trusts’ (‘SORP’) issued in April 2021. The functional and presentation currency of the Company is pounds sterling because that is the currency of the primary economic environment in which the Company operates. In accordance with the SORP, the Income Statement has been analysed between a revenue account (dealing with items of a revenue nature) and a capital account (relating to items of a capital nature). Revenue returns include, but are not limited to, dividend income and operating expenses and tax (insofar as the expenses and tax are not allocated to capital, as described in note 2(c) below). Net revenue returns are borrowings. The Company’s Articles prohibit the distribution of net capital returns by way of dividend. Such returns are allocated via the capital account to the capital reserves. Dividends paid to equity shareholders are shown in the Statement of Changes in Equity. Notes to the Accounts Financial Report 68 | The Global Smaller Companies Trust PLC (c) Principal accounting policies The policies set out below have been applied consistently throughout the year. (i) Financial instruments which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1) and the lowest priority to Level 1 – The unadjusted quoted price in an active market for identical assets or liabilities that the Company can access at the measurement date. Level 2 – Inputs other than quoted prices included within Level 1 that are observable (ie developed using market data) for the asset or liability, either directly or indirectly. Level 3 – Inputs are unobservable (ie for which market data is unavailable) for the asset or liability. (ii) Fixed asset investments realisation and revaluation of investments as transactions on the capital account. All purchases and sales are accounted for on a trade date basis. Quoted investments are valued at bid value at the close of business on the relevant date on the exchange on which the investment is quoted. Investments which are not quoted or which are not frequently traded are stated at Directors’ best estimate of fair value. In arriving at their estimate, the Directors make use of recognised valuation techniques and may take account of recent arm’s length transactions in the same or similar investment instruments. (iii) Debt instruments Interest-bearing loans and overdrafts are recorded initially at the proceeds received, net of issue costs, irrespective of the duration of the The fair value of the borrowings are set out in notes 12 and 14. Finance charges, including interest, are accrued using the effective interest rate method and are added to the carrying amount of the instrument (iv) Foreign currency Monetary assets, monetary liabilities and equity investments denominated in a foreign currency are expressed in sterling at rates of exchange ruling at the balance sheet date. Purchases and sales of investment securities, dividend income, interest income and expenses are translated at the rates of exchange prevailing at the respective dates of such transactions. revenue items when they are credited or charged to the revenue account. (v) Income Income from equity shares is brought into the revenue account (except where, in the opinion of the Directors, its nature indicates it should be recognised within the capital account) on the ex-dividend date or, where no ex-dividend date is quoted, when the Company’s right to receive the effective yield on the investment. Dividends are accounted for in accordance with FRS 102 on the basis of income actually receivable, without adjustment for the tax credit attaching to the dividends. Dividends from overseas companies are shown gross of withholding tax. Report and Accounts 2022 | 69 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report Where the Company has elected to receive its dividends in the form of additional shares rather than in cash (scrip dividends), the amount of the cash dividend foregone is recognised as income. Any excess in the value of the shares received over the amount of the cash dividend foregone is recognised in the capital account. Underwriting commission is recognised when the Company’s right to receive payment is established. Deposit interest is accounted for on an accruals basis. (vi) – return of the income statement and are thus charged to capital reserve – arising on investments sold via the capital account; – account, in accordance with the Board’s long-term expected split of returns from the investment portfolio of the Company. – all expenses are accounted for on an accruals basis. (vii) Taxation the net return before tax. Note 7(b) sets out those items which are not subject to UK Corporation Tax. Deferred tax is provided on an undiscounted basis on all timing differences that have originated but not reversed by the balance sheet date, based on the tax rates that have been enacted at the balance sheet date and that are expected to apply in the period when the liability is from which the future reversal of timing differences can be deducted. In line with the recommendations of the SORP, the allocation method used to calculate the tax relief on expenses charged to capital is the ‘marginal’ basis. Under this basis, if taxable income is capable of being offset entirely by expenses charged through the revenue account, then no tax relief is transferred to the capital account. (viii) Share premium The surplus of net proceeds received from the issue of new ordinary shares over the nominal value of such shares, less any directly attributable costs in relation to that share issue, is credited to this account which is non-distributable. The nominal value of the shares issued is recognised in share capital. (ix) Capital redemption reserve The nominal value of ordinary share capital purchased and cancelled is transferred out of called-up share capital and into the capital redemption reserve, which is a non-distributable reserve, on the trade date. (x) Capital reserves These are distributable reserves which may be utilised for the repurchase of share capital. Capital reserve – arising on investments sold – – – foreign exchange differences of a capital nature; – costs of professional advice, including related irrecoverable VAT, relating to the capital structure of the Company; – other capital charges and credits charged or credited to this account in accordance with the above policies; and – costs of purchasing ordinary share capital. Capital reserve – arising on investments held – Financial Report 70 | The Global Smaller Companies Trust PLC (xi) Use of judgements, estimates and assumptions assumptions that affect the accounting policies and reported amounts of assets, liabilities, income and expenses. Estimates and judgements are continually evaluated and are based on perceived risks, historical experience, expectations of plausible future events and other factors. Actual results may differ from these estimates. special dividends received as either revenue or capital in nature. Dividends received which appear to be unusual in size or circumstance are assessed on a case-by-case basis, based on interpretation of the investee companies’ relevant statements, in order to make a judgement to determine their allocation in accordance with the SORP to either the Revenue Account or Capital Reserves. Dividends which have clearly arisen out of the investee company’s reconstruction or reorganisation are usually considered to be capital in nature and allocated to Capital Reserves. Investee company dividends which appear to be paid in excess of treated as capital in nature, as disclosed in note 18 to the Accounts, was not material in relation to capital reserves or the revenue account. The value of special dividends receivable in any period cannot be foreseen as such dividends are declared and paid by investee companies and funds without prior reference to the Company. 3. Income 2022 £’000s 2021 £’000s Income from investments Dividends from quoted investments 12,474 9,441 Special dividends (1) 579 407 13,053 9,848 Other Income Management fee rebates from collectives 348 305 Interest on cash and short-term deposits 14 63 Underwriting income 3 – 365 368 Total income recognised as revenue 13,418 10,216 Special dividends recognised as capital (2) 581 762 Total income 13,999 10,978 4. Management fees Revenue £’000s Capital £’000s 2022 Total £’000s Revenue £’000s Capital £’000s 2021 Total £’000s Management fee 1,251 3,753 5,004 1,058 3,174 4,232 The Manager, BMO Investment Business Limited, provides investment management, marketing and general administrative services to the Company. The management fee is an amount equal to 0.55% per annum, payable monthly in arrears, of net assets managed by the Manager at the calculation date. Investments made by the Company in third party collective investment schemes are subject to a management fee, payable monthly in arrears to the Manager, of 0.275% per annum of the month end market value of those investments. The management agreement may be terminated upon six months’ notice given by either party. The fees have been allocated 75% to capital reserve in accordance with accounting policies. Report and Accounts 2022 | 71 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 5. Other expenses 2022 £’000s 2021 £’000s Other revenue expenses Auditors’ remuneration: Audit services (1) 39 31 Directors’ fees for services to the Company (2) 164 172 Marketing 200 136 Printing and postage 91 81 Custody fees 53 44 Depositary fees 111 96 Professional fees 26 16 Loan commitment and arrangement fees (3) 101 132 Sundry expenses 170 164 Total other revenue expenses 955 872 Capital expenses 22 27 Total other expenses 977 899 All expenses are stated gross of irrecoverable VAT, where applicable. (2) See the Directors’ Remuneration Report on page 51. (3) Under loan facility agreements (see note 12) the Company pays commitment fees on any undrawn portions of the facilities. 6. Finance costs Revenue £’000s Capital £’000s 2022 Total £’000s Revenue £’000s Capital £’000s 2021 Total £’000s Loan interest 233 699 932 199 598 797 233 699 932 199 598 797 Finance costs have been allocated 75% to capital reserve in accordance with accounting policies. 7. Taxation on ordinary activities (a) Analysis of tax charge for the year Revenue £’000s Capital £’000s 2022 Total £’000s Revenue £’000s Capital £’000s 2021 Total £’000s Corporation tax payable at 19.0% (2021: 19.0%) – – – – – – Overseas taxation 754 – 754 665 – 665 Total tax charge for the year (note 7(b)) on ordinary activities 754 – 754 665 – 665 The tax assessed is lower than the standard rate of Corporate Tax in the UK (2021: lower). Financial Report 72 | The Global Smaller Companies Trust PLC (b) Factors affecting the current tax charge for the year Revenue £’000s Capital £’000s 2022 Total £’000s Revenue £’000s Capital £’000s 2021 Total £’000s Net return on ordinary activities before taxation 10,995 (19,503) (8,508) 8,081 320,927 329,008 Return on ordinary activities multiplied by the standard rate of corporation tax of 19% (2021:19%) 2,089 (3,706) (1,617) 1,535 60,976 62,511 Effects of: Dividends (2,547) – (2,547) (1,929) – (1,929) Expenses not deductible for tax purposes 19 – 19 13 – 13 Overseas tax in excess of double taxation relief 754 – 754 665 – 665 Expenses not utilised in the year 439 850 1,289 381 722 1,103 Capital returns – 2,856 2,856 – (61,698) (61,698) Total tax charge for the year (note 7(a)) 754 – 754 665 – 665 * The Company is not subject to corporation tax on capital gains or on dividend income. It therefore has unutilised expenses which have given rise to a deferred tax asset of Of this amount £3.4m (2021: £3.1m) relates to revenue expenses and £9.3m (2021: £8.4m) to capital expenses. 8. Return per ordinary share data. Revenue Capital 2022 Total Revenue Capital 2021 Total Net return attributable to equity shareholders – £’000s 10,241 (19,503) (9,262) 7,416 320,927 328,343 Return per share – pence 1.82 (3.46) (1.64) 1.26 54.50 55.76 Both the revenue and capital returns per share are based on a weighted average of 563,637,141 ordinary shares in issue during the year (2021: 588,808,696). 9. Dividends Dividends on ordinary shares Register date Payment date 2022 £’000s 2021 £’000s Interim for the year ended 30 April 2022 of 0.57 pence 07 January 2022 28 January 2022 3,185 – Final for the year ended 30 April 2021 of 1.20 pence 16 July 2021 16 August 2021 6,847 – Interim for the year ended 30 April 2021 of 0.55 pence 08 January 2021 29 January 2021 – 3,215 Final for the year ended 30 April 2020 of 1.15 pence 10 July 2020 03 August 2020 – 6,877 10,032 10,092 shareholders at the Annual General Meeting. Report and Accounts 2022 | 73 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 2022 £’000s Revenue attributable to equity shareholders 10,241 Interim for the year ended 30 April 2022 of 0.57 pence (3,185) (1) (6,947) Amount transferred to revenue reserve for Section 1159 purposes (2) 109 (1) Based on 546,976,576 shares in issue at 15 June 2022. (2) Represents 0.8% of total income of £13,999,000 (see note 3)(2021: -24.4%). 10. Investments Level 1 £’000s Level 3 £’000s 2022 Total £’000s Level 1 £’000s Level 3 £’000s 2021 Total £’000s Cost brought forward 730,481 1,774 732,255 671,680 1,896 673,576 Gains brought forward 310,943 2,057 313,000 48,295 706 49,001 Valuation brought forward 1,041,424 3,831 1,045,255 719,975 2,602 722,577 Movements in the year: Purchases at cost 210,402 – 210,402 235,376 6 235,382 Sales proceeds (251,449) (1,470) (252,919) (238,865) – (238,865) Gains/(losses) on investments sold in year 81,486 – 81,486 62,290 (128) 62,162 (Losses)/gains on investments held at year end (94,941) (2,200) (97,141) 262,648 1,351 263,999 Fair value of investments at 30 April 986,922 161 987,083 1,041,424 3,831 1,045,255 Analysed at 30 April Cost at 30 April 770,920 304 771,224 730,481 1,774 732,255 Gains/(losses) at 30 April 216,002 (143) 215,859 310,943 2,057 313,000 Fair value of investments at 30 April 986,922 161 987,083 1,041,424 3,831 1,045,255 * The hierarchy of investments is described in note 2(c)(i) and below. No investments held in 2022 or 2021 were valued in accordance with Level 2. Level 1 includes investments listed on any recognised stock exchange or quoted on AIM in the UK. Level 2 includes investments for which the quoted price has been suspended. Level 3 includes unquoted investments, which are held at Directors’ valuation. The level 3 investment consists of Australian New Horizons Fund. This is valued based on the NAV as calculated at the balance sheet date. No A full list of investments is set out on pages 34 to 36. (Losses)/gains on investments 2022 £’000s 2021 £’000s Gains on investments sold during the year 81,486 62,162 (Losses)/gains on investments held at year end (97,141) 263,999 Transaction costs (472) (460) Total (losses)/gains on investments (16,127) 325,701 Financial Report 74 | The Global Smaller Companies Trust PLC Substantial interests At 30 April 2022 the Company held more than 3% of the following undertaking held as an investment which, in the opinion of the Directors, Investment and share class Country of registration, incorporation and operation Number of unit/shares held Holding * Australia 2,715,704 39.94% The company neither has a controlling interest nor participates in the management of this undertaking. This holding is held as part of the Investment portfolio. 11. Debtors 2022 £’000s 2021 £’000s Investment debtors 1,088 5,120 Overseas taxation recoverable 748 662 Prepayments and accrued income 1,768 1,239 3,604 7,021 12. Bank loans: amounts falling due within one year Non-instalment debt payable on demand or within one year 2022 £’000s 2021 £’000s Euro loan EUR 18.0 million repayable May 2022 15,125 – Yen loan JPY 757.5 million repayable May 2022 4,657 – Euro loan EUR 9.8 million repayable May 2021 – 8,521 19,782 8,521 In September 2021 the Company entered into a new £35m revolving credit facility expiring September 2022, replacing the previous facility. As at 30 April 2022 EUR18.0m and JPY757.5m were drawn down to 9 May 2022. The interest rate on the amounts drawn down are based on the commercial terms agreed with the bank. Commitment fees are payable on undrawn amounts at commercial rates. The Directors consider that the carrying value of the loan is equivalent to its fair value. No overdraft was outstanding at the year end. 13. Creditors: amounts falling due within one year 2022 £’000s 2021 £’000s Investment creditors 2,713 6,648 Interest accrued on bank loans 186 181 Share buybacks outstanding 488 746 Management fee accrued 385 412 Accruals and deferred income 183 130 3,955 8,117 14. Creditors: amounts falling due after more than one year Loan notes 2022 £’000s 2021 £’000s Loan notes £35 million repayable August 2039 35,000 35,000 Report and Accounts 2022 | 75 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 15. Share capital Equity share capital Shares held in treasury Number Shares entitled to dividend Number Total shares in issue Number Issued and fully paid nominal £’000s Ordinary shares of 2.5p each Balance at 30 April 2021 44,881,194 575,652,576 620,533,770 15,513 Shares repurchased by the Company and held in treasury 26,178,734 (26,178,734) – – Balance carried forward 71,059,928 549,473,842 620,533,770 15,513 During the year, 26,178,734 ordinary shares of 2.5p each were repurchased and held in treasury, incurring a cost of £42,910,000. Since the year end, and up to 15 June 2022, a further 2,497,266 ordinary shares have been repurchased and held in treasury. 16. Share premium account 2022 £’000s 2021 £’000s Balance brought forward and carried forward 212,639 212,639 17. Capital redemption reserve 2022 £’000s 2021 £’000s Balance brought forward and carried forward 16,158 16,158 18. Other reserves Capital reserve arising on investments sold £’000s Capital reserve arising on investments held £’000s Capital reserves – total £’000s Revenue reserve £’000s Movements in the year Gains on investments sold in year (see note 10) 81,486 – 81,486 – Losses on investments held at year end (see note 10) – (97,141) (97,141) – Transaction costs (472) – (472) – Dividends charged to capital 581 – 581 – Foreign exchange gains 517 – 517 – Repurchase of shares (42,910) – (42,910) – Management fee charged to capital (see note 4) (3,753) – (3,753) – Other expenses charged to capital (see note 5) (22) – (22) – Finance costs charged to capital (see note 6) (699) – (699) – Net revenue after tax for the year – – – 10,241 Net return attributable to ordinary shareholders 34,728 (97,141) (62,413) 10,241 Dividends paid in the year (see note 9) – – – (10,032) 34,728 (97,141) (62,413) 209 Balance brought forward 434,951 313,000 747,951 15,247 Balance carried forward 469,679 215,859 685,538 15,456 Included within the capital reserve movement for the year are £362,000 (2021: £360,000) of transaction costs on purchases of investments, £110,000 (2021: £100,000) of transaction costs on sales of investments and £581,000 (2021: £762,000) of distributions received recognised as capital. Financial Report 76 | The Global Smaller Companies Trust PLC 19. Net asset value per ordinary share 2022 2021 Basic with debt at par value Net assets attributable at the year end – £’000s 945,304 1,007,508 Number of ordinary shares in issue at the year end, excluding shares held in treasury 549,473,842 575,652,576 Net asset value per share – pence 172.04 175.02 2022 2021 Basic with debt at fair value Net assets attributable at the year end – £’000s 945,304 1,007,508 Add back: Debt at par – £'000s 54,782 43,521 Deduct: Debt at fair value (see notes 12 and 14) – £'000s (50,454) (44,417) Net assets with debt at fair value – £'000s 949,632 1,006,612 Number of ordinary shares in issue at the year end, excluding shares held in treasury 549,473,842 575,652,576 Net asset value per share – pence 172.83 174.86 20. 2022 £’000s 2021 £’000s Net return on ordinary activities before taxation (8,508) 329,008 Adjustments for returns from non-operating activities Losses/(gains) on investments 16,127 (325,701) Foreign exchange (gains)/losses (533) 1,743 Non-operating expenses of a capital nature 22 27 Return from operating activities 7,108 5,077 (Increase)/decrease in prepayments and accrued income (27) 47 Increase in creditors 26 84 Dividends receivable (13,053) (9,848) Interest payable 932 797 Overseas taxation (835) (594) Cash used in operating activities before dividends received and interest paid (5,849) (4,437) 21. Analysis of changes in net debt Cash £’000s Bank loans £’000s Loan notes £’000s Total £’000s Opening net debt at 30 April 2021 6,870 (8,521) (35,000) (36,651) Drawdown of bank loans – (11,297) – (11,297) Net movement in cash and cash equivalents 5,987 – – 5,987 Non-cash: Effect of foreign exchange movements 497 36 – 533 Closing net debt at 30 April 2022 13,354 (19,782) (35,000) (41,428) Report and Accounts 2022 | 77 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report 22. Transactions with related parties and the Manager company). Directors in the ordinary shares of the Company as disclosed on page 50. There are no outstanding balances with the Board at the year end. There were no transactions with the BMO Group other than those detailed in note 4 on management fees, note 10, where investments managed by the Manager are disclosed and note 13, where accrued management fees are disclosed. 23. Financial Risk Management The Company is an investment company, listed on the London Stock Exchange, and conducts its affairs so as to qualify in the United Kingdom (UK) as an investment trust under the provisions of Section 1158. In so qualifying, the Company is exempted in the UK from The Company invests in smaller companies worldwide in order to secure a high total return. In pursuing the objective, the Company is security price movements), liquidity and credit. The Board, together with the Manager, is responsible for the Company’s risk management. the related income and expenditure, are set out in note 2 to the Accounts. The policies are in compliance with UK accounting standards and accounting rules. (a) Market risks future risks. The Board sets policies for managing these risks within the Company’s objective and meets regularly to review full, timely and investment decision and monitors ongoing market risk within the portfolio. The Company’s other assets and liabilities may be denominated in currencies other than sterling and may also be exposed to interest rate risks. The Manager and the Board regularly monitor these risks. The Company aims to be fully invested, only holding cash to cater for short- term trading and business requirements. Borrowings are limited to amounts and currencies commensurate with the portfolio’s exposure to those currencies, thereby limiting the Company’s exposure to future changes in exchange rates. Gearing may be short or long-term, in sterling and foreign currencies, and enables the Company to take a long-term view of the countries and markets in which it is invested without having to be concerned about short-term volatility. The Board regularly monitors the effects on net revenue of interest earned on deposits and paid on gearing. Currency Exposure 2022 2021 At 30 April 2022 Average for the year At 30 April 2021 Average for the year US dollar 1.2555 1.3543 1.3846 1.3237 Euro 1.1901 1.1766 1.1502 1.1265 Financial Report 78 | The Global Smaller Companies Trust PLC of sterling against each of the principal currencies by 10% would have the following approximate effect on returns attributable to equity Weakening of sterling by 10% 2022 2021 US$ £’000s € £’000s US$ £’000s € £’000s Net revenue return attributable to equity shareholders 415 101 349 99 Net capital return attributable to equity shareholders 52,004 5,331 50,667 7,919 Net total return attributable to equity shareholders 52,419 5,432 51,016 8,018 Net asset value per share (basic) – pence 9.54 0.99 8.86 1.39 Strengthening of sterling by 10% 2022 2021 US$ £’000s € £’000s US$ £’000s € £’000s Net revenue return attributable to equity shareholders (339) (82) (285) (81) Net capital return attributable to equity shareholders (42,549) (4,362) (41,455) (6,479) Net total return attributable to equity shareholders (42,888) (4,444) (41,740) (6,560) Net asset value per share (basic) – pence (7.81) (0.81) (7.25) (1.14) These analyses are presented in sterling and are representative of the Company’s activities although the level of the Company’s exposure reasonable illustration based on observation of current market conditions. 2022 Short-term debtors £’000s Cash at bank and short-term deposits £’000s Short-term creditors £’000s Loan notes £’000s Unsecured Loans £’000s Net monetary (liabilities)/ assets £’000s Investments £’000s Net exposure £’000s Sterling 1,768 6,295 (2,630) (35,000) – (29,567) 361,628 332,061 US dollar – 5,249 (1,133) – – 4,116 463,919 468,035 Euro 1,836 1,810 (192) – (15,125) (11,671) 59,647 47,976 Other – – – – (4,657) (4,657) 101,889 97,232 Total 3,604 13,354 (3,955) (35,000) (19,782) (41,779) 987,083 945,304 2021 Short-term debtors £’000s Cash at bank and short-term deposits £’000s Short-term creditors £’000s Loan notes £’000s Unsecured Loans £’000s Net monetary (liabilities)/ assets £’000s Investments £’000s Net exposure £’000s Sterling 1,239 4,202 (2,013) (35,000) – (31,572) 393,293 361,721 US dollar 4,336 2,225 (6,104) – – 457 455,544 456,001 Euro 959 443 – – (8,521) (7,119) 78,312 71,193 Other 487 – – – – 487 118,106 118,593 Total 7,021 6,870 (8,117) (35,000) (8,521) (37,747) 1,045,255 1,007,508 Report and Accounts 2022 | 79 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report Interest rate exposure Within one year £’000s More than one year £’000s 2022 Net Total £’000s Within one year £’000s More than one year £’000s 2021 Net Total £’000s 13,354 – 13,354 6,870 – 6,870 (19,782) (35,000) (54,782) (8,521) (35,000) (43,521) Net exposure (6,428) (35,000) (41,428) (1,651) (35,000) (36,651) Exposures vary throughout the year as a consequence of changes in the make-up of the net assets of the Company arising out of the investment and risk management processes. Interest received on cash balances, or paid on bank overdrafts and borrowings, is at ruling market rates. The interest rate applied on the The Company’s total returns and net assets are sensitive to changes in interest rates on cash and borrowings. Increase in rate £’000s 2022 Decrease in rate £’000s Increase in rate £’000s 2021 Decrease in rate £’000s Revenue return 267 (267) 137 (137) Capital return – – – – Total return 267 (267) 137 (137) NAV per share – pence 0.05 (0.05) 0.02 (0.02) Other market risk exposures assesses these exposures at the time of making each investment decision. The Board reviews overall exposures at each meeting against indices and other relevant information. An analysis of the portfolio by geographical region and major industrial sector is set out on pages 5 and 12. Based on the portfolio of investments held at each balance sheet date, and assuming other factors remain constant, a decrease or increase in the fair values of the portfolio by 20% would have had the following approximate effects on the net capital return attributable to equity Increase in value £’000s 2022 Decrease in value £’000s Increase in value £’000s 2021 Decrease in value £’000s Capital return 197,417 (197,417) 209,051 (209,051) NAV per share – pence 35.93 (35.93) 36.32 (36.32) This level of change is considered to be a reasonable illustration based on observation of current market conditions. Financial Report 80 | The Global Smaller Companies Trust PLC (b) Liquidity risk exposure Cash balances are held with reputable banks, usually on overnight deposit. The Company does not normally invest in derivative products. The Manager reviews liquidity at the time of making each investment decision. The Board reviews liquidity exposure at each meeting. unsecured notes of £35 million expiring in August 2039. 2022 Three months or less £’000s More than three months but less than one year £’000s More than one year £’000s Total £’000s Current liabilities: Creditors 3,769 – – 3,769 Loans 19,782 – – 19,782 Interest payable on Loans 12 – – 12 Loan notes – – 35,000 35,000 Interest payable on Loan notes – 791 13,052 13,843 23,563 791 48,052 72,406 2021 Current liabilities: Creditors 7,935 – – 7,935 Loans 8,521 – – 8,521 Interest payable on Loans 5 – – 5 Loan notes – – 35,000 35,000 Interest payable on Loan notes – 396 14,238 14,634 16,461 396 49,238 66,095 (c) Credit risk and counterparty exposure The Company is exposed to potential failure by counterparties to deliver securities for which the Company has paid, or to pay for securities which the Company has delivered. Such transactions must be settled on the basis of delivery against payment (except where local market conditions do not permit). Responsibility for the approval, limit setting and monitoring of counterparties is delegated to the Manager. Counterparties are selected based on a combination of criteria, including credit rating, balance sheet strength and membership of a relevant regulatory body. The rate of default in the past has been negligible. Cash and deposits are held with reputable banks. The Company has an ongoing contract with its Custodian for the provision of custody services. The contract was reviewed and updated in 2017. Details of securities held in custody on behalf of the Company are received and reconciled monthly. The Custodian has a lien over the securities in the account, enabling it to sell or otherwise realise the securities in satisfaction of charges due under the agreement. The as set out in the Directors’ Report. The Board has direct access to the Depositary and receives regular reports from it via the Manager. Report and Accounts 2022 | 81 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report To the extent that the Manager carries out management and administrative duties (or causes similar duties to be carried out by third parties) on the Company’s behalf, the Company is exposed to counterparty risk. The Board assesses this risk continuously through regular meetings with the management company (including the Lead Manager) and with its Risk Management function. In reaching its conclusions, the Board also reviews the Manager's annual Audit and Assurance Faculty Report. (d) approximation thereof, except for the loan notes which are carried at amortised cost. The fair value of the loan notes is set out in note 14. The fair value of investments quoted on active markets is determined directly by reference to published price quotations in those markets. Unquoted investments are valued based on professional assumptions and advice that is not wholly supported by prices from current market transactions or by observable market data. The Directors make use of recognised valuation techniques and may take account of recent arm’s length transactions in the same or similar investments. (e) Capital risk management The structure of the Company’s capital is described in note 15 on page 75 and details of the Company’s reserves are shown in the Statement of Changes in Equity on page 64. The objective of the Company is stated as investing in smaller companies worldwide in order to secure a high total return. In pursuing this long-term objective, the Board has a responsibility for ensuring the Company’s ability to continue as a going concern. It must therefore maintain the shareholders in general meeting; borrow monies in the short and long term; and pay dividends to shareholders out of current year revenue earnings as well as out of brought forward revenue reserves and capital reserves. The Company’s objectives, policies and procedures for managing capital are unchanged from last year. the Company, or in respect of the loan notes issued by the Company in August 2019. These requirements are unchanged since last year and the Company has complied with them at all times. Financial Report 82 | The Global Smaller Companies Trust PLC 24. AIFMD In accordance with the AIFMD, information in relation to the Company’s leverage and the remuneration of the Company’s AIFM is required to be made available to investors. Detailed regulatory disclosures including those on the AIFM’s remuneration policy and costs are available on the Company’s website or from the Manager on request. 30 April 2022 30 April 2021 Leverage exposure Gross method Commitment method Gross method Commitment method Maximum permitted limit 200% 200% 200% 200% Actual 106% 106% 104% 104% The Leverage limits are set by the AIFM and approved by the Board and are in line with the maximum leverage levels permitted in the Company’s articles of association. The AIFM is also required to comply with the gearing parameters set by the Board in relation to borrowings. Further information on the AIFMD can be found on page 87. 25. buy-sell back transactions; margin lending transactions; or total return swap transactions (collectively called SFT). As such, it has no disclosure to make in satisfaction of the UK regulations on transparency of SFT, issued in November 2015. Report and Accounts 2022 | 83 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report relevant period and notwithstanding such expiry the Directors may allot relevant securities in pursuance of such offers or agreements. Special Resolutions: 13. Disapplication of pre-emption rights THAT, subject to the passing of resolution 12 above and in substitution for any existing authority, but without prejudice to the exercise of any such authority prior to the date hereof, the Directors be and they are hereby empowered, pursuant to sections 570 and 573 of the Act, to allot equity securities (within the meaning of section 560 of the Act) either pursuant to the authority conferred by resolution 12 for cash or by way of a sale of treasury shares as if section 561(1) of the Act did not apply to any such a) the allotment of equity securities in connection with an offer of equity (i) to ordinary shareholders in proportion (as nearly as may be practicable) to their existing holdings; and (ii) to holders of other equity securities as required by the rights of those securities or as the Directors otherwise consider necessary, and so that the Directors may impose any limits or restrictions and make any arrangements which they consider necessary or appropriate to deal with any treasury shares, fractional entitlements or securities represented by depositary receipts, record dates, legal, regulatory or practical problems in, or under the laws of, any territory or the requirements of any regulatory body or stock exchange or any other matter; and b) the allotment (otherwise than under paragraph (a) of this Resolution 13) of equity securities up to an aggregate nominal amount of £1,367,441 and shall expire at the conclusion of the next annual general meeting of the Company after the passing of this resolution or on the expiry of 15 months from the passing of this resolution (whichever is the earlier), unless extended by the Company in a general meeting (‘the relevant period’) save that the Company may at any time prior to the expiry of this authority make offers or enter into agreements which would or might require equity securities to be allotted or transferred after the expiry of the relevant period and notwithstanding such expiry the Directors may allot or transfer equity securities in pursuance of such offers or agreements. Notice is hereby given that the one hundred and thirty third Annual General Meeting of the Company will be held at the Chartered Accountants Hall, 1 Moorgate Place, London EC2R 6EA on Thursday, Ordinary Resolutions: 1. To receive and adopt the Directors’ report and accounts for the year ended 30 April 2022. 2. To approve the Directors’ Remuneration Policy. 3. To approve the Directors’ Annual Remuneration Report. 4. 5. To re-elect Nick Bannerman as a Director. 6. To re-elect Graham Oldroyd as a Director. 7. To re-elect Anja Balfour as a Director. 8. To re-elect Josephine Dixon as a Director. 9. To re-elect David Stileman as a Director. 10. To reappoint BDO LLP as auditors to the Company. 11. To authorise the Audit and Management Engagement Committee to determine the remuneration of the auditors. 12. Authority to allot shares. THAT, in substitution for any existing authority, but without prejudice to the exercise of any such authority prior to the date hereof, the Directors be and they are hereby generally and unconditionally authorised, in accordance with section 551 of the Companies Act 2006 (the ‘Act’), to exercise all the powers of the Company to allot shares in the Company and to grant rights to subscribe for, or convert any security into, shares in the Company (together being ‘relevant securities’) up to an aggregate nominal amount of £1,367,441 (representing approximately 10% of the issued share capital of the Company (excluding treasury shares) at the date of this notice), during the period commencing on the date of the passing of this resolution and expiring at the conclusion of the annual general meeting of the Company in 2023 or on the expiry of 15 months from the passing of this resolution (whichever is earlier), unless previously revoked, varied or extended by the Company in a general meeting (the ‘relevant period’); save that the Company may at any time prior to the expiry of this authority make offers or enter into agreements which would or might require relevant securities to be allotted after the expiry of the Notice of Annual General Meeting Notice of Meeting 84 | The Global Smaller Companies Trust PLC 14. Share buyback authority THAT, in substitution for any existing authority, but without prejudice to the exercise of any such authority prior to the date hereof, the Company be and is hereby generally and unconditionally authorised, pursuant to and in accordance with section 701 of the Act, to make market purchases (within the meaning of section 693(4) of the Act) of fully paid ordinary shares on such terms and in such manner as the Directors may from a) the maximum number of ordinary shares hereby authorised to be purchased shall be 81,991,789 or, if less, 14.99% of the number of ordinary shares in issue (excluding treasury shares) as at the date of the passing of this resolution; b) the minimum price (exclusive of expenses) which may be paid for an ordinary share shall be 2.5p; c) the maximum price (exclusive of expenses) which may be paid for an ordinary share is the higher of (i) an amount equal to 105% of the average of the middle market quotations for an ordinary share (as business days immediately preceding the date on which the ordinary share is contracted to be purchased, and (ii) an amount equal to the higher of the price of the last independent trade for an ordinary share and the highest current independent bid for an ordinary share on the trading venues where the purchase is carried out; d) the authority hereby conferred shall expire at the conclusion of the next annual general meeting of the Company after the passing of this resolution or on the expiry of 15 months from the passing of this resolution (whichever is earlier), unless such authority is varied, revoked or renewed prior to such time by the Company in general meeting by special resolution; and e) the Company may at any time prior to the expiry of such authority enter into a contract or contracts to purchase ordinary shares under such authority which will or may be completed or executed wholly or partly after the expiration of such authority and the Company may purchase ordinary shares pursuant to any such contract or contracts as if the authority conferred hereby had not expired. 15. General Meeting Notice THAT the Company be and is hereby generally and unconditionally authorised to hold general meetings (other than annual general meetings) on 14 clear days’ notice, such authority to expire at the conclusion of the next annual general meeting of the Company. By Order of the Board BMO Investment Business Limited Company Secretary 24 June 2022 Exchange House Primrose Street London EC2A 2NY Registered number: 28264 Notes: Whilst COVID-19 restrictions have been lifted as at the date of this Notice of AGM and it is currently expected that shareholders will be permitted to attend and vote in person at the meeting, the COVID-19 situation continues to evolve and the UK Government may introduce new restrictions or implement measures relating to the holding of shareholder meetings which may mean this is no longer possible. Therefore, shareholders are encouraged to appoint the Chairman of the meeting as their proxy for the AGM. If any other person is appointed as proxy and COVID-19 restrictions are introduced which affect the holding of the meeting, that proxy may not be permitted to attend the AGM. Any changes to the arrangements for the AGM will be communicated to shareholders prior to the meeting, including through the Company's website, as shown on page 2 and by announcement through a regulatory information service. Shareholders intending to attend the AGM are asked to register their intention as soon as practicable by email to the following dedicated address: [email protected]. Shareholders who are not able or do not wish to attend the meeting in person will be able to watch a live webcast of the meeting. This will include the formal business of the meeting, the Manager’s presentation and questions and answers. The webcast will not enable shareholders to participate in the meeting or to vote. However, shareholders can submit questions in advance of the meeting by email to [email protected]. Questions of a similar nature may be grouped together to ensure the orderly running of the AGM. 1. A member is entitled to appoint one or more proxies to exercise all or any of the member’s rights to attend, speak and vote at the meeting. A proxy need not be a member of the Company but must attend the meeting for the member’s vote to be counted. If a member appoints more than one proxy to attend the meeting, each proxy must be appointed to exercise the rights attached to a different share or shares held by that member. 2. Any person holding 3% or more of the voting rights in the Company who appoints a person other than the Chairman as his proxy will need to ensure that both he and such person complies with their respective disclosure obligations under the DTRs. 3. A Form of Proxy is provided with this notice for members. If a member wishes to appoint more than one proxy and so requires additional proxy forms, the member should contact Computershare Investor Services PLC on 0370 889 4088. To be valid, the Form of Proxy and any power of attorney or other authority under which it received by post or (during normal business hours only) by hand at the Company’s registrars, Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol BS99 6ZY, not less than 48 hours before the time of the holding of the meeting or any Report and Accounts 2022 | 85 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report Notice of Meeting Time, by 11 p.m. on the day which is two days prior to the time of the 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. If the meeting is adjourned to a time not more the purpose of determining the entitlement of members to attend and vote (and for the purposes of determining the number of votes they may cast) at the adjourned meeting. Changes to the register of members after the relevant deadline shall be disregarded in determining the rights of any person to attend and vote at the meeting. 9. CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so for the meeting and any adjournment(s) thereof by using the procedures described in the CREST Manual. CREST Personal Members or other CREST sponsored members, and those CREST members who have appointed a voting service provider(s), should refer to their CREST sponsor or voting service provider(s), who will be able to take the appropriate action on their behalf. 10. In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message (a ‘CREST Proxy Instruction’) must be properly authenticated in and must contain the information required for such instruction, as described in the CREST Manual (available via euroclear.com/ CREST). The message, regardless of whether it constitutes the appointment of a proxy or is an amendment to the instruction 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 number 3RA50) by the latest time(s) for receipt of proxy appointments receipt will be taken to be the time (as determined by the time stamp applied to the message by the CREST Application Host) from which the issuer’s agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this time, any change of instructions to proxies appointed through CREST should be communicated to the appointee through other means. 11. CREST members and, where applicable, their CREST sponsors or voting service provider(s) should note that Euroclear UK & Ireland Limited does not make available special procedures in CREST for any particular messages. Normal system timings and limitations will therefore apply in relation to the input of CREST Proxy Instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member or sponsored member or has appointed a voting service provider(s), to procure that his CREST sponsor or voting service provider(s) take(s)) such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection, CREST members and, where applicable, their CREST sponsors or voting service provider(s) are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings (euroclear.com/CREST). 12. The Company may treat as invalid a CREST Proxy Instruction in the Securities Regulations 2001 (as amended). adjournment thereof. Completion and return of a Form of Proxy will not preclude members from attending and voting at the meeting should they wish to do so. Amended instructions must also be received by the Company’s registrars by the deadline for receipt of Forms of Proxy. 4. Alternatively, members may register the appointment of a proxy for the meeting electronically, by accessing the website eproxyappointment.com where full instructions for the procedure are given. The Control Number, Shareholder Reference and PIN as printed on the Form of Proxy will be required in order to use the electronic proxy appointment system. This website is operated by Computershare Investor Services PLC. The proxy appointment and any power of attorney or other authority under which the proxy appointment is made must be received by Computershare Investor Services PLC not less than 48 hours before the time for holding the meeting or adjourned meeting or (in the case of a poll taken otherwise than at or on the same day as the meeting or adjourned meeting) for the taking of the poll at which it is to be used. If you want to appoint more than one proxy electronically please contact Computershare Investor Services PLC on 0370 889 4088. 5. Investors holding shares in the Company through the BMO Investment Trust ISA, Junior ISA, Child Trust Fund, General Investment Account and/or Junior Investment Account should ensure that forms of direction are returned to Computershare Investor Services PLC not later than 12.00 noon on 21 July 2022. Alternatively, voting directions can be submitted electronically at eproxyappointment.com by entering the Control Number, Shareholder Reference Number and PIN as printed on the form of direction. Voting directions must be submitted electronically no later than 12.00 noon on 21 July 2022. 6. Any person receiving a copy of this notice as a person nominated by a member to enjoy information rights under section 146 of the Act (a ‘Nominated Person’) should note that the provisions in notes 1, 3 and 4 above concerning the appointment of a proxy or proxies to attend the meeting in place of a member do not apply to a Nominated Person as only shareholders have the right to appoint a proxy. However, a Nominated Person may have a right under an agreement between the Nominated Person and the member by whom he or she was nominated to be appointed, or to have someone else appointed, as a proxy for the meeting. If a Nominated Person has no such proxy appointment right or does not wish to exercise it, he/she may have a right under such an agreement to give instructions to the member as to the exercise of voting rights at the meeting. 7. Nominated Persons should also remember that their main point of contact in terms of their investment in the Company remains the member who nominated the Nominated Person to enjoy information rights (or, perhaps, the custodian or broker who administers the investment on their behalf). Nominated Persons should continue to contact that member, custodian or broker (and not the Company) regarding any changes or queries relating to the Nominated Person’s personal details and interest in the Company (including any administrative matter). The only exception to this is where the Company expressly requests a response from a Nominated Person. 8. Regulations 2001 (as amended) and for the purposes of section members registered on the register of members of the Company at 86 | The Global Smaller Companies Trust PLC 13. Any corporation which is a member can appoint one or more corporate representatives who may exercise on its behalf all of its powers as a member provided that, if it is appointing more than one corporate representative, it does not do so in relation to the same shares. It is therefore no longer necessary to nominate a designated corporate representative. 14. Under section 527 of the Act, members meeting the threshold requirements set out in that section have the right to require the Company to publish on a website a statement setting out any matter 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 circumstances connected with an auditor of the Company annual accounts and reports were laid in accordance with section 437 of the Act. 15. The Company may not require the members requesting any such website publication to pay its expenses in complying with sections 527 or 528 of the Act. Where the Company is required to place a statement on a website under section 527 of the Act, it must forward the statement to the Company’s auditor not later than the time when it makes the statement available on the website. The business which may be dealt with at the meeting includes any statement that the Company has been required under section 527 of the Act to publish on a website. 16. Any member attending the meeting has the right to ask questions. However, members should note that no answer need be given in the a) if to do so would interfere unduly with the preparation of information; b) if the answer has already been given on a website in the form of an answer to a question; or c) if it is undesirable in the interests of the Company or the good order of the meeting that the question be answered. 17. As at 15 June 2022, being the last practicable date prior to the printing of this notice, the Company’s issued capital (excluding the shares held in treasury) consisted of 546,976,576 ordinary shares of 2.5 pence each carrying one vote each. Therefore, the total voting rights in the Company as at 15 June 2022 are 546,976,576. 18. This notice, together with information about the total number of shares in the Company in respect of which members are entitled to exercise voting rights at the meeting as at 15 June 2022, being the latest practicable date prior to the printing of this notice and, if applicable, any members’ statements, members’ resolutions or members’ matters of business received by the Company after the date of this notice, will be available at bmoglobalsmallers.com and, from early July 2022, at globalsmallercompanies.co.uk. 19. Any electronic address provided either in this notice or in any related documents (including the Form of Proxy) may not be used to communicate with the Company for any purposes other than those expressly stated. 20. Copies of the letters of appointment between the Company and its Directors; the register of Directors’ holdings; and a deed poll relating to Directors’ indemnities will be available for inspection at on any weekday (Saturdays, Sundays and Bank Holidays excluded) until the date of the meeting and also on the date and at the place of the meeting from 15 minutes prior to the commencement of the meeting to the conclusion thereof. 21. No Director has a service agreement with the Company. 22. Under sections 338 and 338A of the Act, members meeting the threshold requirements in those sections have the right to require a) to give, to members of the Company entitled to receive notice of the meeting, notice of a resolution which may properly be moved and is intended to be moved at the meeting, and/or b) to include in the business to be dealt with at the meeting any matter (other than a proposed resolution) which may be properly included in the business. A resolution may properly be moved or a matter may properly be a) (in the case of a resolution only) it would, if passed, be ineffective (whether by reason of inconsistency with any enactment or the company’s constitution or otherwise), b) it is defamatory of any person or c) it is frivolous or vexatious. Such a request may be in hard copy form or in electronic form and must identify the resolution of which notice is to be given or the matter to be included in the business, must be authorised by the person or persons making it, must be received by the Company not later than 16 June 2022, being the date six clear weeks before the meeting, and (in the case of a matter to be included in the business only) must be accompanied by a statement setting out the grounds for the request. Report and Accounts 2022 | 87 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report and any of its delegates. This is because the AIFM considers that it carries out non-complex activities and is operating on a small scale. Key Information Document The Key Information Document relating to the Company’s shares can be found on its website as shown on page 2. This document has been produced in accordance with the EU’s Packaged Retail and Insurance-based Investment Products Regulations. Net asset value and share price The Company’s net asset value is released daily, on the working day following the calculation date, to the London Stock Exchange. The current share price of BMO Global Smaller Companies PLC is shown in the investment trust section of the stock market page in most leading newspapers. UK capital gains tax (‘CGT’) An approved investment trust company does not pay tax on capital gains. UK resident individuals may realise net capital gains of up to £12,570 in the tax year ending 5 April 2023 without incurring any tax liability. A rate of CGT of 10% will apply where taxable income and gains do not exceed the income tax higher rate threshold (£37,700 in 2022- 23 tax year). A higher rate of 20% will apply to those whose income Income tax 2022. Since April 2018 the annual tax-free allowance to UK residents on dividend income received in their entire share portfolios is £2,000. Dividend income received in excess of this amount will be taxed at rates of 7.5% (basic rate taxpayers), 32.5% (higher rate taxpayers) or 38.1% (additional rate taxpayers). Unclaimed dividends The Company has engaged the services of Georgeson (a subsidiary have lost track of or are unaware of their investments. The service is provided at no cost to the Company; Georgeson retain 10% of unclaimed dividends from the shareholder on completion of each successful claim. Alternatively, shareholders are given the option of contacting the Registrar themselves, thereby incurring no charges. Alternative Investment Fund Managers Directive The Company is an ‘alternative investment fund’ (‘AIF’) for the purposes of the AIFMD and has appointed its Manager, BMO Investment Business Limited, to act as its Alternative Investment Fund Manager (‘AIFM’). The Manager is authorised and regulated by the United Kingdom Financial Conduct Authority as a ‘full scope UK AIFM’. The Company is required to make certain disclosures available to investors in accordance with the AIFMD. Those disclosures that are required to be made pre-investment are included within the Investor Disclosure Document (‘IDD’) which can be found on the Company’s website, bmoglobalsmallers.com (and with effect from early July globalsmallercompanies.co.uk). There have not been any material changes to the disclosures contained within the IDD since it was last updated in February 2022. The Company and AIFM also wish to make the following disclosures • the investment strategy, geographic and sector investment focus and principal stock exposures are included in the strategic report. A list of the thirty largest listed holdings is included on pages 32 and 33; • none of the Company’s assets is subject to special arrangements arising from their illiquid nature; • the strategic report and note 23 to the Accounts set out the risk no changes to the risk management systems in place in the year under review and no breaches of any of the risk limits set, with no breach expected; • there are no new arrangements for managing the liquidity of the Company or any material changes to the liquidity management systems and procedures that it employs; • all authorised Alternative Investment Fund Managers are required to comply with the AIFMD Remuneration Code in respect of the AIFM’s remuneration. The relevant disclosures required are within the IDD; and • information in relation to the Company’s leverage is contained within the IDD. Following completion of an assessment of the application of the proportionality principle to the FCA’s AIFM Remuneration Code, the AIFM has disapplied the pay-out process rules with respect to it Additional Information for Shareholders Other Information 88 | The Global Smaller Companies Trust PLC The Management Company The Global Smaller Companies Trust PLC (formerly BMO Global Smaller Companies PLC, the ‘Company’) is managed by BMO Investment Business Limited ('BMOIB'), a wholly-owned subsidiary of BMO Asset Management (Holdings) PLC which is ultimately owned by Ameriprise Financial, Inc.. BMOIB, which will change its name to Columbia Threadneedle Investment Business Limited in July 2022, is appointed under an investment management agreement with the Company, setting out its responsibilities for investment management, administration and marketing. It is authorised and regulated by the Financial Conduct Authority. The Manager also acts as the Alternative Investment Fund Manager. Peter Ewins, Lead Manager. Responsible for the allocation of the assets on a regional basis and for the construction of the investment portfolio. He joined the management company in 1996. Jonathan Latter Represents the Manager as Company Secretary and is responsible for the Company’s statutory and regulatory compliance. He joined the management company in January 2021. Marrack Tonkin Head of Investment Trusts with responsibility for the management company's relationship with the Company. He joined the management company in 1989. Company Secretary and Registered BMO Investment Business Limited Exchange House Primrose Street London EC2A 2NY globalsmallercompanies.co.uk [email protected] Independent Auditors BDO LLP (‘BDO’ or the ‘auditors’) 55 Baker Street London W1U 7EU Custodian JPMorgan Chase Bank (the ‘Custodian’) 25 Bank Street Canary Wharf London E14 5JP Depositary JPMorgan Europe Limited (the ‘Depositary’) 25 Bank Street Canary Wharf London E14 5JP Share Registrars Computershare Investor Services PLC (the ‘Registrar’) The Pavilions Bridgwater Road Bristol BS99 6ZZ Authorised and regulated in the UK by the Financial Conduct Authority. Solicitors Dickson Minto WS Broadgate Tower 20 Primrose Street London EC2A 2EW Stockbroker Stifel Nicolaus Europe Limited 150 Cheapside London EC2V 6ET Management and Advisers Report and Accounts 2022 | 89 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report Other Information Charges Annual management charges and other charges apply according to the type of plan. Annual account charge ISA/LISA: £60+VAT GIA: £40+VAT JISA/JIA/CTF: £25+VAT You can pay the annual charge from your account, or by direct debit (in addition to any annual subscription limits). Dealing charges £12 per fund (reduced to £0 for deals placed through the online Columbia Threadneedle Investor Portal) for ISA/GIA/LISA/JIA and JISA. There are no dealing charges on a CTF. Dealing charges apply when shares are bought or sold but not on the reinvestment of dividends or the investment of monthly direct debits. Government stamp duty of 0.5% also applies on the purchase of shares (where applicable). The value of investments can go down as well as up and you may not get back your original investment. Tax benefits depend on your individual circumstances and tax allowances and rules may change. Please ensure you have read the full Terms and Conditions, Privacy Policy and relevant Key Features documents before investing. For regulatory purposes, please ensure you have read the Pre-sales Cost & Charges disclosure related to the product you are applying for, and the relevant Key Information Documents (KIDs) for the investment trusts you want to invest into. How to Invest To open a new Columbia Threadneedle Investments plan, apply online at ctinvest.co.uk. Online applications are not available if you are transferring an existing plan with another provider to Columbia Threadneedle Investments, or if you are applying for a new plan in more than one name but paper applications are available at ctinvest.co.uk/documents or by contacting Columbia Threadneedle Investments. New Customers: 0800 136 420 ( ) [email protected] Existing Plan Holders: 0345 600 3030 ( ) [email protected] PO Box 11114 Chelmsford CM99 2DG You can also invest in the trust through online dealing platforms for private Barclays Stockbrokers, EQi, Halifax, Hargreaves Lansdown, HSBC, Interactive Investor, Lloyds Bank, The Share Centre One of the most convenient ways to invest in The Global Smaller Companies Trust PLC is through one of the savings plans run by Columbia Threadneedle Investments. © 2022 Columbia Threadneedle Investments. Columbia Threadneedle Investments is the global brand name of the Columbia and Threadneedle group of companies. Financial promotions are issued for marketing and information purposes by Columbia Threadneedle Management Limited, authorised and regulated in the UK by the Financial Conduct Authority. 195600 (06/22) UK CT Individual Savings Account (ISA) You can use your ISA allowance to make an annual tax efficient investment of up to £20,000 for the current tax year with a lump sum from £100 or regular savings from £25 a month. You can also transfer any existing ISAs to us whilst maintaining the tax benefits. CT Junior Individual Savings Account (JISA) A tax efficient way to invest up to £9,000 per tax year for a child. Contributions start from £100 lump sum or £25 a month. JISAs or CTFs with other providers can be transferred to Columbia Threadneedle Investments. CT Lifetime Individual Savings Account (LISA) For those aged 18-39, a LISA could help towards purchasing your first home or retirement in later life. Invest up to £4,000 for the current tax year and receive a 25% Government bonus up to £1,000 per year. Invest with a lump sum from £100 or regular savings from £25 a month. CT General Investment Account (GIA) This is a flexible way to invest in our range of Investment Trusts. There are no maximum contributions, and investments can be made from £100 lump sum or £25 a month. CT Junior Investment Account (JIA) This is a flexible way to save for a child in our range of Investment Trusts. There are no maximum contributions, and the plan can easily be set up under bare trust (where the child is noted as the beneficial owner) or kept in your name if you wish to retain control over the investment. Investments can be made from a £100 lump sum or £25 a month per account. You can also make additional lump sum top-ups at any time from £100 per account. How to Invest The CTF and JISA accounts are opened by parents in the child’s name and they have access to the money at age 18. Calls may be recorded or monitored for training and quality purposes. CT Child Trust Fund (CTF) If your child already has a CTF, you can invest up to £9,000 per birthday year, from £100 lump sum or £25 a month. CTFs with other providers can be transferred to Columbia Threadneedle Investments. ctinvest.co.uk 0345 600 3030, 9.00am – 5.00pm, weekdays, calls may be recorded or monitored for training and quality purposes. 90 | The Global Smaller Companies Trust PLC Accounts. at 30 April Net assets £’000s Net asset value per share pence (i) Closing share price pence (i) Premium/ (discount) % Revenue return per share pence (i) Dividend per share pence (i) Dividend growth % (RPI) % 1997 219,388 21.0 17.5 (16.7) 0.34 0.260 11.6 2.4 1998 261,706 25.0 20.6 (17.4) 0.39 0.300 15.4 4.0 1999 265,440 25.5 20.4 (20.3) 0.53 0.336 12.0 1.6 2000 313,128 32.5 25.5 (21.5) 0.42 0.375 11.6 3.0 2001 274,930 29.2 24.3 (16.9) 0.42 0.395 5.3 1.8 2002 246,300 26.6 21.9 (17.5) 0.39 0.402 1.8 1.5 2003 167,945 18.3 14.7 (19.7) 0.36 0.415 3.2 3.1 2004 235,390 27.7 22.4 (19.1) 0.40 0.424 2.2 2.5 2005 264,398 31.1 26.9 (13.7) 0.46 0.440 3.8 3.2 2006 227,652 47.1 43.5 (7.6) 0.45 0.453 3.0 2.6 2007 239,574 51.2 47.3 (7.6) 0.48 0.469 3.5 4.5 2008 188,100 42.8 38.5 (8.6) 0.55 0.483 3.0 4.2 2009 150,994 36.0 32.5 (7.4) 0.57 0.489 1.2 (1.2) 2010 208,384 51.8 46.1 (9.6) 0.49 0.500 2.2 5.3 2011 241,604 60.3 58.4 (2.1) 0.51 0.510 2.0 5.2 2012 246,776 59.6 58.8 (0.4) 0.69 0.563 10.4 3.5 2013 340,090 75.6 76.5 1.6 0.71 0.650 15.5 2.9 2014 431,086 84.2 84.0 (0.1) 0.93 0.800 23.1 2.5 2015 516,963 97.0 98.0 1.0 1.09 0.965 20.6 0.9 2016 553,192 99.5 100.1 0.7 1.18 1.070 10.9 1.3 2017 733,282 126.4 127.3 0.8 1.38 1.225 14.5 3.5 2018 826,831 136.9 137.5 0.5 1.59 1.440 17.6 3.4 2019 854,619 140.6 134.6 (4.3) 1.76 1.650 14.6 3.0 2020 726,515 119.7 111.0 (7.3) 1.73 1.700 3.0 1.5 2021 1,007,508 174.9 168.6 (3.6) 1.26 1.750 3.0 2.9 2022 945,304 172.8 156.2 (9.6) 1.82 1.840 (2) 5.1 11.1 * Excludes special dividend of 0.1p also paid (i) (i) Comparative figures for the years prior to 2020 have been restated due to the sub-division of each existing ordinary share of 25p into ten new ordinary shares of 2.5p each on 31 October 2019. (2) Subject to approval of the final dividend of 1.27p at the 2022 AGM. 25 Year Historical Information Report and Accounts 2022 | 91 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report Net asset value and share price performance vs Benchmark over 25 years 0 100 200 300 400 500 600 700 800 900 1,000 1,100 1,200 1,300 1,400 Apr 2022Apr 2017Apr 2012Apr 2007Apr 2002Apr 1997 0 100 200 300 400 500 600 700 800 Apr 2022Apr 2017Apr 2012Apr 2007Apr 2002Apr 1997 Other Information 92 | The Global Smaller Companies Trust PLC Alternative Performance Measures The Company uses the following Alternative Performance Measures (‘APMs’ of the APMs, which are typically used within the investment trust sector, provide additional useful information to the shareholders in order to assess the Company’s performance between reporting periods and against its peer group. Discount or Premium – the share price of an Investment Trust is derived from buyers and sellers trading their shares on the stock market. This price is not identical to NAV per share of the underlying assets less liabilities of the Company. If the share price is lower than the NAV per share, the shares are trading at a discount. Shares trading at a price above NAV per share are said to be at a premium. The Board of the Company tries to ensure that the shares trade, in normal market conditions, at around the value of the net assets. This is done by means of buying shares from sellers at the below-NAV price (and placing them in treasury or cancelling them) or selling new shares to shareholders at a premium to NAV. The Board’s policy is set out on page 38. 30 April 2022 pence 30 April 2021 pence Net Asset Value per share (a) 172.83 174.86 Share price per share (b) 156.20 168.60 (Discount)/Premium (c= (b-a)/a) (c) (9.6)% (3.6)% Gearing – this is the ratio of the borrowings of the Company to its net assets. Borrowings have a ‘prior charge’ over the assets of a company, and short and long-term loans from banks; and derivative contracts. If the Company has cash assets, these may be assumed either to net off against borrowings, giving a ‘net’ or ‘effective’ gearing percentage, or to be used to buy investments, giving a ‘gross’ or ‘fully invested’ gearing gearing is set by the Board and is described within the Strategic Report and Directors’ Report. 30 April 2022 £'000 30 April 2021 £'000 Loan notes 35,000 35,000 Loans 19,782 8,521 (a) 54,782 43,521 Less Cash and cash equivalents (13,354) (6,870) Less Investment debtors (1,088) (5,120) Add Investment creditors 2,713 6,648 Total (b) 43,053 38,179 Net Asset Value (c) 945,304 1,007,508 Effective gearing (d= b/c) (d) 4.6% 3.8% Fully invested gearing (e= a/c) (e) 5.8% 4.3% Report and Accounts 2022 | 93 Other Information Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report Net Asset Value (NAV) – the assets less liabilities of the Company, as set out in the Balance Sheet, all valued in accordance with the Company’s Accounting Policies (see note 2 to the Accounts) and UK Accounting Standards. The net assets correspond to Total Shareholders’ Funds, which comprise the share capital account, capital redemption reserve and capital and revenue reserves. (See calculation in note 19 to the Accounts.) Net Asset Value (NAV) with Debt at Fair Value – the Company’s debt is valued in the Balance Sheet (on page 65) at cost, which is equivalent to the repayment value of the debt on the assumption that it is held to maturity. This is often referred to as ‘Debt at Par’. The current replacement or fair value of the debt, which assumes it is repaid and renegotiated under current market conditions, is often referred to as the ‘Debt at Market Value’ or ‘Debt at Fair Value’. See calculation in note 19 to the Accounts. Ongoing Charges – all operating costs expected to be regularly incurred and that are payable by the Company or suffered within underlying investee funds, expressed as a proportion of the average net assets of the Company over the reporting year (see Ten Year Record). The costs of buying and selling investments and derivatives are excluded, as are interest costs, taxation, non-recurring costs and the costs of buying back or issuing ordinary shares. Ongoing Charges calculation 30 April 2022 £'000 30 April 2021 £'000 Management fees 5,004 4,232 Other expenses 977 899 Less loan commitment/arrangement fees and one off costs (107) (132) Underlying costs of collective investments 1,686 1,730 Total (a) 7,560 6,729 Average daily net assets (b) 1,008,882 856,186 Ongoing Charges (c= a/b) (c) 0.75% 0.78% Total Expense Ratio (TER) – an alternative measure of expenses to Ongoing Charges. It comprises all operating costs incurred in the reporting period by the Company (see notes 4 and 5 (pages 70 and 71) to the Accounts), calculated as a percentage of the average net assets in that year (see Ten Year Record). Operating costs exclude costs suffered within underlying investee funds, costs of buying and selling investments and derivatives, interest costs, taxation and the costs of buying back or issuing ordinary shares. TER calculation 30 April 2022 £'000 30 April 2021 £'000 Management fees 5,004 4,232 Other expenses 977 899 Less loan commitment/arrangement fees and one off costs (107) (132) Total (a) 5,874 4,999 Average daily net assets (b) 1,008,882 856,186 TER (c= a/b) (c) 0.58% 0.58% Total Return – the theoretical return to shareholders calculated on a per share basis by adding dividends paid in the period to the increase or decrease in the Share Price or NAV in the period. The dividends are assumed to have been re-invested in the form of shares or net asset, respectively, on the date on which the shares were quoted ex-dividend. NAV Share price NAV/Share Price per share at 30 April 2021 (pence) 174.86 168.60 NAV/Share Price per share at 30 April 2022 (pence) 172.83 156.20 Change in the year (1.2)% (7.4)% Impact of dividend reinvestments 1.0% 1.0% Total return for the year (0.2)% (6.4)% 94 | The Global Smaller Companies Trust PLC AAF Report – Report prepared in accordance with Audit and Assurance Faculty guidance issued by the Institute of Chartered Accountants in England and Wales. Administrator – The administrator is State Street Bank and Trust Company to which BMO GAM has outsourced trade processing, valuation and AIFMD – the Alternative Investment Fund Managers Directive that requires investment vehicles in the European Union to appoint a Depositary and an Alternative Investment Fund Manager. AIFM – the Alternative Investment Manager appointed by the Board of Directors in accordance with the AIFMD is the Company’s Manager, as APMs – Markets Authority aim to improve comparability, reliability and comprehensibility by way of APMs. BMO – Bank of Montreal, which is the parent company of BMO Asset Management (Holdings) PLC which in turn owns BMO GAM. BMO GAM – Together, the Manager and its sister company, BMO Asset Management Limited, which operate under the trading name BMO Global Asset Management. BMO Savings Plans – previously the F&C savings plans, these comprise the BMO General Investment Account, BMO Junior Investment Account, BMO Investment Trust ISA, BMO Junior ISA and BMO Child Trust Fund operated by BMO Asset Management Limited, a company authorised by the Financial Conduct Authority. Benchmark – a blend of two Indices, namely the MSCI All Country World ex UK Small Cap Index (70%) and the Numis UK Smaller Companies (excluding investment companies) Index (30%). This Benchmark, against which the increase or decrease in the Company’s net asset value indication of how those companies have performed in any period. Divergence between the performance of the Company and the Benchmark is costs; and the Company’s strategy does not entail replicating (tracking) this Benchmark. Carbon intensity – this is measured in tons of CO 2 equivalent (ie including the basket of six Kyoto Protocol gases) of Scope 1 and 2 emissions, divided by $1million of sales at a company level. This is aggregated to portfolio level using a weighted average (by holding). Closed-ended company – on an exchange at a price not necessarily related to the net asset value of the company and which can only be issued or bought back by the company in certain circumstances. Cum-dividend – not paid. Shares which are not cum-dividend are described as ex-dividend. Glossary of Terms Report and Accounts 2022 | 95 Strategic Report Governance Report Financial Report Notice of Meeting Other Information Chairman’s StatementOverview Auditor’s Report Custodian – securities and certain cash assets of the Company, as well as the income arising therefrom, through provision of custodial, settlement and associated services. Depositary – The Depositary is JPMorgan Europe Limited. Under AIFMD rules, the Company must appoint a Depositary, whose duties in respect Depositary’s oversight duties will include but are not limited to oversight of share buybacks, dividend payments and adherence to investment limits. Distributable Reserves – Reserves distributable by way of dividend or for the purpose of buying back ordinary share capital (see notes 2, 16, 17 and 18 to the Accounts). Company Law requires that Share Capital and the Capital Redemption Reserve may not be distributed. The Company’s articles of association allow distributions by way of dividend out of Capital Reserves. Dividend payments are currently made out of Revenue Reserve. The cost of all share buybacks is deducted from Capital Reserves. Dividend Dates – Reference is made in announcements of dividends to three dates. The ‘record’ date is the date after which buyers of the shares will not be recorded on the register of shareholders as qualifying for the pending dividend payment. The ‘payment’ date is the date that dividends are credited to shareholders’ bank accounts. The ‘ex-dividend’ date is normally the business day prior to the record date (most ex- dividend dates are on a Thursday). GAAP – Generally Accepted Accounting Practice. This includes UK Financial Reporting Standards (‘FRS’) and International GAAP (IFRS or International Financial Reporting Standards applicable in the European Union). Hampton-Alexander Review – The independent review body which aims to increase the number of women on FTSE 350 Boards. Investment Company (Section 833) – UK Company Law allows an Investment Company to make dividend distributions out of realised distributable reserves, even in circumstances where it has made Capital losses in any year, provided the Company’s assets remaining after with the aim of spreading investment risk. Investment Trust taxation status (Section 1158) – UK Corporation Tax law allows an Investment Company (referred to in Tax law as an Investment Section 833 Company law rules but further require that the Company must be listed on a regulated stock exchange and that it cannot retain exemption from taxation on capital gains. ISAE Report – Report prepared in accordance with the International Standard on Assurance Engagements. Leverage – is increased through borrowing of cash or securities or leverage embedded in derivative positions. Leverage is broadly equivalent to gearing but is expressed as a ratio between the assets (excluding borrowings) and the net assets (after taking account of borrowings). Under the gross method, exposure represents the sum of the Company’s positions after deduction of cash balances, without taking account of any hedging or netting arrangements. Under the commitment method, exposure is calculated without the deduction of cash balances and after certain hedging and netting positions are offset against each other. Manager (AIFM) – BMO Investment Business Limited, a subsidiary of BMO Asset Management (Holdings) PLC, which in turn is wholly owned by the Bank of Montreal (‘BMO’). Its responsibilities and fees are set out in the Business Model, Directors’ Report and note 4 to the Accounts. Non-executive Director – a Director who has a contract for services, rather than a contract of employment, with the Company. The Company does not have any executive Directors. Other Information 96 | The Global Smaller Companies Trust PLC Open-ended Fund – a collective investment scheme which issues shares or units directly to investors, and redeems directly from investors, at a price that is linked to the net asset value of the fund. Section 172(1) – Section 172(1) of the Companies Act 2006 requires a director of a company to act in the way he considers, in good faith, to be in that section. The directors are required to report on this in the Strategic Report section of the Report and Accounts each year. SORP – Statement of Recommended Practice. The accounts of the Company are drawn up in accordance with the Investment Trust SORP, issued by the AIC, as described in note 2 to the Accounts. Special Dividends – dividends received from investee companies which have been paid out of capital reconstructions or reorganisations of the investees are sometimes referred to as Special Dividends and may be allocated to Capital Reserves in accordance with the Company’s accounting policies and the SORP. Dividends which are unusually large in terms of the investee companies’ annual earnings or normal payment pattern are also sometimes referred to as special but are treated as revenue in nature unless evidenced otherwise. Treasury shares – ordinary shares previously issued by the Company that have been bought back from shareholders on the open market and kept in the Company’s own treasury. Such shares may, at a later date, be re-issued for sale on the open market or cancelled if demand is share or net asset value per share. UK Code of Corporate Governance (UK Code 2018) – the standards of good practice in relation to board leadership and effectiveness, remuneration, accountability and relations with shareholders that all companies with a Premium Listing on the London Stock Exchange are required to report on in their annual report and accounts. The United Nations Sustainable Development Goals (SDGs) – These goals are the blueprint to achieve a better and more sustainable future for all. They address global challenges including those related to poverty, inequality, climate change, environmental degradation, peace and justice. The 17 Goals are all interconnected and the aim is to achieve them all by 2030. The United Nations-supported Principles for Responsible Investment (UNPRI) – The six principles for Responsible Investment are a voluntary and aspirational set of investment principles that offer a menu of possible actions for incorporating ESG issues into investment practice. In Analysis of Ordinary Shareholders (unaudited) Category Holding % at 30 April 2022 Holding % at 30 April 2021 BMO Savings Plans 54.0 52.5 Institutions 13.5 14.2 Direct Individuals and Nominees 32.7 33.3 100.0 100.0 Report and Accounts 2022 | 97 Other Information Warning to Shareholders – Beware of Share Fraud. Fraudsters use persuasive and high-pressure tactics to lure investors into scams. They may offer to sell to you shares that turn out to be worthless or non-existent, or to buy your shares at an inflated price in return for an upfront payment following which the proceeds are never received. If you receive unsolicited investment advice or requests: • Check the Financial Services Register from fca.org.uk to see if the person or firm contacting you is authorised by the FCA • Call the Financial Conduct Authority (‘FCA’) on 0800 111 6768 if the firm does not have contact details on the Register or you are told they are out of date • Search the list of unauthorised firms to avoid at fca.org.uk/scams • Consider that if you buy or sell shares from an unauthorised firm you will not have access to the Financial Ombudsman Service or Financial Services Compensation Scheme • Think about getting independent financial and professional advice If you are approached by fraudsters please tell the FCA by using the share fraud reporting form at fca.org.uk/scams where you can find out more 0800 111 6768. If you have already paid money to share fraudsters you should contact Action Fraud on 0300 123 2040. Contact us Exchange House, Primrose Street, London EC2A 2NY globalsmallercompanies.co.uk [email protected] Computershare Investor Services PLC The Pavilions, Bridgwater Road Bristol BS99 6ZZ computershare.com [email protected] The Global Smaller Companies Trust plc Report and Accounts 30 April 2022 columbiathreadneedle.com © 2022 Columbia Threadneedle Investments. Columbia Threadneedle Investments is the global brand name of the Columbia and Threadneedle group of companies.
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