## Active engagement drives
## positive change
## Annual Report 2026
The ballot box is one way shareholders
shape companies—MIGO goes further,
engaging directly with boards behind
the scenes to deliver value for all.
MIGO Opportunities Trust plc / Annual Report 2026

# Welcome to our 2026 Annual Report

# INVESTMENT OBJECTIVE

The objective of MIGO Opportunities Trust plc, the 'Company' or 'MIGO' is to superform (CONA) plus 2% the Benchmark. From the longer term, principally through exploiting inefficiencies in the pricing of closed-ended funds (FID) following the Sterling Co-empt Index Average, the Sterling Risk-Free Reference was preferred by the Bank of England for use in Sterling derivatives and relevant financial contracts. This is intended to reflect the aim of providing a better return to shareholders over the longer term than they would get by placing money on deposit.

The Benchmark in the investment objective is a target only and should not be issued as a guarantee of the performance of the Company or its portfolio.

The Company's investment policy is set out on page 18.

# OVERVIEW OF STRATEGY

- A unique investment proposition which exposes investors to the opportunities that can be prevented by undervalued investment companies.
- Unconstrained fully diversified mandate with ability to uncover and exploit fund specific anomalies and pricing inefficiencies.
- Highly experienced portfolio management team with the proven ability to identify embedded value across a diversified range of sectors and stocks.
- Leverage AV's activist expertise to engage with companies to accelerate the delivery of identified opportunities for value creation.
- Closed-ended structure protects the portfolio from inflows and outflows and allows investment for the long term.
- A concentrated portfolio contained 10.1% high conviction com holdings the total portfolio will have a higher number.

# NET ASSETS*

£70.1 million

# LAUNCH DATE

6 April 2004

# 1-YEAR NAV TOTAL RETURN*

20.6%

# 10-YEAR NAV TOTAL RETURN*

129.1%

* For all alternative performance measures, please refer to the definitions in the Glossary on pages 15 to 16.
* To 10 years ended 10 April 2026.

# COMPANY SUMMARY

# Benchmark

SONIA plus 2%

# Alternative Investment Fund Manager ("AIFM") and Investment Manager

Asset Value Investors Limited

# Capital structure

16,971,542 Ordinary 10 shares as at 30 April 2026.

# Management fee

0.35% per annum on the lower of MIGO's market capitalisation and net asset value (NAV) plus a performance fee of 15% of NAV total returns in excess of a SONIA +3% hurdle, subject to a high watermark. See page 27 for further details.

# Website

www.migoplc.co.uk

migoplc LinkedIn

@migoplc Top 100

# MIGO'S CORE VALUES

A unique portfolio investing in discount and special situations in the closed-ended sector.

# Unique

Finding opportunities in UK closed-ended funds for over two decades.

# Experienced

A select portfolio with diversification of sectors and geographies within a concentrated portfolio.

# Diversified

Seeking out good quality misunderstood companies and engaging to improve shareholder value.

# Engaged

Finding complex, inefficient and overlooked investment opportunities.

# Active

Patient capital combined with active engagement, supporting the delivery of value-enhancing outcomes over the long term.

# Patient
MIGO Opportunities Trust plc / Annual Report 2026 SR SR G G FS FS SI SI 01 01
### KEY HIGHLIGHTS
### Chairman’s Statement
### Our Top 10 Holdings
### CONTENTS

| Strategic Report | Financial Statements |
| --- | --- |
| 2 Company Performance | 62 Income Statement |
| 4 Chairman’s Statement | 63 Statement of Changes in Equity |
| 6 MIGO 2.0 Transition Update | 64 Statement of Financial Position |
| 7 Investment Manager’s Report | 65 Statement of Cash Flow |
| 10 Our Top 10 Holdings | 66 Notes to the Financial Statements |
| 13 10 Year Record and Performance | Further Information and |

Since Inception
### Notice of AGM
14 Portfolio Valuation
79 Shareholder Information
16 Portfolio Analysis
80 UK AIFMD Disclosures
17 AVI Introduction
81 Glossary and Alternative
### The strategic changes
18 Business Review Performance Measures
### implemented over the past year
### Governance 85 How to Invest
### have created a more focused,
35 Board of Directors 86 Notice of Annual General Meeting
### agile and aligned investment
36 Directors’ Report 91 Explanatory Notes to the Resolutions
### vehicle.
40 Corporate Governance Report 94 Contact Details of the Advisers
Read more on pages 7 and 8 48 Audit Committee Report
Read more on pages 4 and 5
52 Directors’ Remuneration Report
### Business Review Portfolio 55 Directors’ Remuneration Policy
56 Statement of Directors’ Responsibilities in
respect of the Financial Statements
57 Independent Auditors’ Report
Read more on pages 18 to 34 Read more on pages 14 to 16
46

● ● ●

MIGO Opportunities Trust plc / Annual Report 2026

# Strategic Report / Company Performance

# Performance Summary

Financial Highlights

|   | As at 30 April 2026 | As at 30 April 2025 | % movement  |
| --- | --- | --- | --- |
|  Net asset value ("NAV") per share* | 413.1p | 342.5p | 20.6%  |
|  Share price | 398.5p | 327.0p | 21.9%  |
|  Share price discount to NAV per share* | (3.5)% | (4.5)% |   |
|  Net assets | 70.1m | 65.9m | 6.4%  |
|  NAV volatility* | 6.8% | 8.9% |   |
|  Gearing† | 14.3% | 15.2% |   |
|  Ongoing charges ratio (excluding performance fees)† | 1.4% | 1.7% |   |
|  Ongoing charges ratio (including performance fees)† | 1.7% | 1.7% |   |

* Alternative Performance Measure (APM), see Glossary on pages 81 to 84

For commentary in respect of the above figures and the Company's performance during the year please see the Chairman's Statement beginning on page 4, the Investment Manager's Report beginning on page 5 and the overview of the key performance indicators on page 26

Total Return Performance to 30 April 2026

|   | 1 year | 3 years | 5 years | 10 years | Since Launch**  |
| --- | --- | --- | --- | --- | --- |
|  Net Asset Value * | 20.6% | 27.2% | 20.9% | 129.1% | 329.5%  |
|  Share price* | 21.9% | 26.5% | 16.6% | 145.6% | 293.5%  |
|  SONIA plus 2% | 6.1% | 27.0% | 32.5% | 54.0% | 141.5%  |

* Alternative Performance Measure, see Glossary on pages 81 to 84

** 6 April 2024

Source: Morningstar
## 16
## 14
## 12
## 10
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 03
## 8
## 6
## 4
## 2
## 0
### One Year Total Return Performance to 30 April 2026
## -2
22
20
18
16
14
12
10
8
Percentage Return (%)
6
4
2
0
April 25 May 25 June 25 July 25 Aug 25 Sept 25 Oct 25 Nov 25 Dec 25 Jan 26 Feb 26 March 26
Company Share Price SONIA +2%Company NAV per Share
Source: Morningstar.
April 26
24

MIGO Opportunities Trust plc / Annual Report 2026

# Strategic Report / Chairman's Statement

# Overview of the year

![img-0.jpeg](img-0.jpeg)

I am pleased to report that the Company's net asset value ("NAV") and share price total returns were +20.6% and +21.9% respectively. The Company's discount to NAV stood at 3.5% at the year end.

# Introduction

I am pleased to present the Annual Report for MIGO Opportunities Trust plc ("MIGO" or the "Company") covering the year ended 30 April 2026. The past year has been one of transition and evolution for the Company, following the significant developments to our portfolio management team and strategy structure.

Tom Treanor and Charlotte Cuthbertson have now been managing the Company's portfolio together since June last year, after the retirement of Nick Greenwood. The Board will assess performance of the portfolio over the medium term but we are very encouraged by how Tom and Charlotte have worked over the year to implement the refined strategy and position the portfolio for future returns.

# A More Focused and Active Strategy

During the year under review, the Company has transitioned towards a higher-conviction portfolio, reflecting the strategic changes agreed with AV1. The increased focus on approximately 10-15 core holdings (the total portfolio will have a higher number), has enabled a more concentrated and impactful approach to capital allocation.

While the process of repositioning has been carried out in an orderly manner, mindful of market conditions and existing investment horizons, good progress has been made in reducing the number of holdings and increasing position sizes in those opportunities offering the most attractive risk-reward characteristics. The portfolio transition is now complete.

A more concentrated approach is designed to enhance engagement with investee companies, allowing MIGO to play a more active role in unlocking value where discounts to net asset value remain unjustifiably wide. This has resulted

in a move away from equity trusts to alternative assets. The Board believes that such an approach is well-suited to the current environment in the investment trust sector.

# Alignment of Interests and Capital Discipline

The revised fee structure agreed with AV1 last year has now also been in place since June. The reduction in the base management fee, combined with the introduction of a performance-linked component subject to a hurdle and high watermark, ensures a closer alignment of interests between shareholders and the Investment Manager.

In addition, the requirement for AV1 to reinvest a proportion of any performance fees into MIGO shares further strengthens this alignment and demonstrates confidence in the long-term prospects of the Company.

# Market Environment and Performance

In the year to 30 April 2026 the investment trust sector has remained under pressure, with discounts across the sector still elevated relative to long-term averages.

However, this backdrop provides a fertile hunting ground for MIGO's strategy, with numerous attractive opportunities arising from pricing inefficiencies rather than deterioration in underlying fundamentals. Boards have been addressing the discount level and the number of share buybacks, mergers, take privates, tender offers and other shareholder-friendly measures have been elevated for at least two years. This trend should benefit the patient trust investor.

There has also been some significant corporate activist interest in the investment trust sector, bringing new capital into the sector while discounts remain wide. Where these market participants share our values and are pushing

for shareholder-friendly measures alongside our managers, we welcome this.

Against this backdrop, I am pleased to report that the Company's net asset value ("NAV") and share price total returns were +20.6% and 21.9% respectively, compared to a rise in the Company's formal cash benchmark, SONIA plus 2%, of 6.1%. The Company's discount to NAV stood at 3.5% at the year end, compared to 4.6% a year ago.

A detailed review of portfolio activity and performance is provided in the Investment Manager's Report beginning on page 9.

# Dividend

The results attributable to shareholders for the year ended 30 April 2026 are shown in the Financial Statements. Due in large part to an increase in exposure to higher yielding investments, the Company made a revenue account profit this year and, as a result, under investment trust rules regarding distributable income, a final dividend must be paid to comply with those rules.

Subject to shareholders' approval at the forthcoming Annual General Meeting ("AGM"), a final dividend of 2,000 per share will be paid on 9 October 2026 to shareholders on the register as of 4 September 2026. The associated ex-dividend date will be 3 September 2026.

This is only the fourth dividend to be paid in the history of the Company. Shareholders will be aware that it is the Company's investment policy to pursue capital growth for shareholders and to pay dividends only to the extent required to maintain investment trust status.

Shareholders should not, therefore, expect the dividend to necessarily continue at current levels nor make up a significant proportion of the total
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 05

| return generated by your Company. Subject to | Annual General Meeting |
| --- | --- |
| the investment trust rules, any dividends and | The Company’s AGM this year will be held on |
| distributions will always be at the discretion of the | Thursday, 17 September 2026 at 12 noon at 25 |
| Board. | Southampton Buildings, London WC2A 1AL. |

The notice convening the AGM can be found
Shareholder Engagement and Capital
at the back of this document, together with an
Management
explanation of all resolutions. The Directors look
The Board is committed to maintaining an active
forward to meeting shareholders.
share buyback programme to manage the
discount to NAV, increase liquidity in our shares Outlook
and enhance shareholder value. We believe that Looking ahead, the Board remains optimistic about
buying back shares at a discount—particularly the prospects for MIGO. The strategic changes
when the underlying portfolio itself trades at a implemented over the past year have created
discount—is accretive to shareholders. a more focused, agile and aligned investment
vehicle, well positioned to take advantage of the
The three-yearly realisation opportunity remains
opportunities presented by persistently wide
an important feature of the Company’s structure
discounts across the investment trust sector.
and provides shareholders with periodic liquidity.
The next such opportunity will be offered next year We believe that the Investment Manager’s
in line with the Company’s Articles of Association. increasingly active and engaged approach,
combined with a disciplined capital framework, will
Articles of Association
support the delivery of attractive long-term returns
Following recent market guidance and a review
for shareholders.
of the Company’s governance arrangements,
aresolution is to be proposed to shareholders On behalf of the Board, I would like to thank our
at the Company’s AGM to adopt new Articles of shareholders for their continued support and to
Association. The new provisions of the Company’s reiterate the Board’s belief that the Company
Articles of Association include those that are will generate attractive long-term returns for
intended to strengthen the Company’s governance shareholders.
framework and ensure that the Board has
appropriate protections and flexibility to respond
effectively to unforeseen circumstances arising Richard Davidson
at shareholder meetings, including scenarios Chairman
where insufficient directors are elected. The
Board is committed to maintaining a robust and 13 July 2026
effective system of governance and to engaging
constructively with shareholders. Further details of
the changes are set out on page 38 of this Annual
Report.
06 MIGO Opportunities Trust plc / Annual Report 2026
### Strategic Report
## MIGO 2.0 Transition Update
### Q What changes were made to the Q What is the outlook for MIGO going
### trust structure? forward?
Several steps were taken to better align with We think the outlook is extremely attractive.
A A
shareholders: Discounts in the alternative sector remain
wide, and there is strong potential for
l The base management fee was reduced
corporate activity and engagement-driven
to 35 basis points per annum
value creation. With relatively low exposure to
l A performance fee was introduced broader equity markets, returns are expected
to be driven more by specific portfolio
l A capital redemption mechanism was
events than general market movements,
added, capping NAV at £150 million and
especially in a context of high valuations and
allowing excess capital to be returned to
geopolitical uncertainty.
shareholders
### CHARLOTTE CUTHBERTSONTOM TREANOR
### Q How are you communicating this to
### Q How has the portfolio evolved
### investors?
### since the transition?
### Q&A with the Portfolio Managers of regulatory changes (including EU cost Communication with investors is incredibly
A
The portfolio is now more concentrated, with
disclosure rules) further weakened demand. A important to us. We try to use every opportunity
### MIGO Opportunities Trust
holdings reduced from around 50 to 35. The

|  | As a result, investment trusts were trading |  | to explain what we’re doing and why. Alongside |
| --- | --- | --- | --- |
| Charlotte Cuthbertson and Tom Treanor on the |  | top ten holdings account for roughly two- |  |
|  | at discounts not seen since the 2008 Global |  | our monthly newsletter and regular LinkedIn |
| portfolio changes and how engagement is core to |  | thirds of NAV, and the top twenty represent |  |
|  | Financial Crisis which we believe creates |  | updates, we produce videos for our YouTube |
| the strategy. |  | over 90%. This is consistent with our target |  |
|  | opportunity and we wanted to reinvigorate |  | channel, appear on podcasts and speak at |

of 10-15 core holdings (the total portfolio will
the strategy to be able to take advantage of conferences where we think we can add value.
### Q What prompted the changes to
contain more) and reflects a more focused,
this for shareholders. Just as importantly, we spend a great deal of
### MIGO in 2025?
high-conviction approach.
time meeting investors in person - whether

|  | The changes were driven by several events: | Q | What were the main portfolio |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
| A |  |  |  |  |  | that’s in London or travelling around the UK |
|  |  |  |  | Q | What role does engagement with |  |
|  | the move to Asset Value Investors in 2023, the |  | changes introduced? |  |  |  |

to host regional lunches and attend events.
### retirement of co-manager Nick Greenwood in portfolio companies play?
The portfolio changes focused on two key We believe these conversations are one of
A

| 2025 and the wealth manager consolidation. |  |  | Engagement is central to the strategy. |  |
| --- | --- | --- | --- | --- |
|  | areas: | A |  | the best ways to share our thinking, explain |
| These events created an opportunity to |  |  | The team works closely with boards and |  |

our strategy and build long-term relationships
review how the Company was managed l Increasing exposure to alternative managers to identify ways to narrow
with shareholders. Transparency, clarity and
and ensure it was positioned to maximise assets in the UK where discounts were discounts to NAV, often focusing on capital
consistency in how we communicate with
shareholder value in a significantly changed particularly wide allocation. While most engagement is private,
investors are at the heart of everything we do.
market environment. in some cases—such as with HarbourVest
l Increasing concentration by allocating
Global Private Equity (HVPE)—the team
### How had market conditions more capital to high-conviction ideas.
Q
has gone public to encourage change and
This approach was designed to enhance
### changed?
improve shareholder outcomes.
potential shareholder returns.
Rising interest rates shifted investor focus
A
back to traditional income sources, reducing l A greater focus on corporate events to
demand for alternative trusts. At the same unlock value, including our own activism
time, wealth manager consolidation and
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 07
### Strategic Report / Investment Manager's Report
## Manager’s Commentary
US policy decisions have had a significant impact
Source / iStock
on financial markets over the year. In April 2025, Credit / Lukas Bischoff
Tbilisi, Capital of Georgia
markets were contending with “Liberation Day” on
which President Trump announced a raft of tariffs
with the goal of boosting American manufacturing.
In April 2026, the backdrop is dominated by the
war in Iran which has resulted in the closure of
the Strait of Hormuz and thrown global energy
markets into turmoil. MIGO’s portfolio of discounted
investment trusts, which has an overall low level of
underlying listed equity exposure, has managed to
weather the storms well and generate respectable
absolute returns with NAV volatility below that of
### CHARLOTTE CUTHBERTSON equity markets.
Elsewhere, AI capex continues to buoy indices,
particularly in the US, Taiwan and Korea where we
have seen spectacular returns from chipmakers
and large technology companies. On the other
side of the ledger, sectors that are seen as being
particularly susceptible to AI disruption have
been hit hard, with a rout in software companies
whose deep moats and sticky subscription-
based revenues became seen as vulnerable to AI
disruption. Our look-through software exposure way in which we all work. Accordingly, MIGO’s high churn for an event-driven strategy such as
is low and derives from our investments in listed portfolio is constructed to ensure the bulk of our ours is a sign of success as catalysts come to
private equity funds trading at material discounts prospective returns likely derive from idiosyncratic fruition and returns arecrystallised.
to NAV. We do not see a definitive end to these events and valuation anomalies than from high
As part of this process, MIGO’s underlying listed
concerns in the short term, noting how difficult it is conviction calls on big debates such as this one.
### TOM TREANOR equity exposure has reduced from 28% to 5%.
to disprove a negative. The key concern is around
We “relaunched” MIGO in June 2025, unveiling This was partly due to the lack of value we saw
terminal values so continued strong financial
a revised approach that saw us move to a more in equity trusts, with the average discount having
performance alone is unlikely to be sufficient to
concentrated portfolio with 10-15 core holdings tightened to single digits. Furthermore, we believe
calm fears.
(total portfolio will contain more), and a greater that there are significantly more inefficiencies to
While digital businesses with proprietary data focus on activism and engagement to drive returns. exploit in alternative asset funds given the greater
## ... more difficult markets
sets and deep domain expertise embedded in MIGO began the financial year with 46 holdings, subjectivity around NAVs and the corresponding
are where MIGO often workflows in industries with strong regulatory 45% of NAV invested in the top ten, and 74% in the amount of due diligence and analysis required.
and compliance requirements are likely least top twenty. We ended the period with 62% and 92%
MIGO returned 21.9% in share price terms with
## comes into its own. vulnerable, a large dose of humility is required respectively, and the transition is now complete.
its NAV per share up 20.6% in comparison our
when making such assessments in the face of a While low portfolio turnover has become
benchmark SONIA +2% which returned 6.1%.
technology with such potential to transform the somewhat fetishised by some, we contend that
08 MIGO Opportunities Trust plc / Annual Report 2026
### Strategic Report / Investment Manager’s Report continued
Contributors particularly well but, after some extraordinary a more appropriate valuation put the shares on a from the portfolio was reassessed. Post period
performance, it no longer looked as cheap trading discount to NAV. This was subsequently vindicated end, however, USF announced it had received
Baker Steel Resources Trust (BSRT) was the largest
at around 2x book value. Our investment in CGEO with ICEYE’s valuation written up 300% since our a non-binding letter of intent from a prospective
contributor over the year (adding 641bps), with
generated a 24% IRR and 183% total return over its reinvestment. buyer to whom it has granted a 90-day exclusivity
its NAV doubling and its shares rising 151% as the
life (we first acquired shares in 2019). period. USF’s share price responded well and we
discount tightened from 42% to 27%. We reduced Excitement around the SpaceX IPO has helped fuel
await the outcome of negotiations with interest,
our position over the year into this strength. Gold VH Global Energy Infrastructure (ENRG) a boom in space technology companies and SSIT
noting on both sides of the ledger that the volatile
and silver prices spiked in early 2025 and other contributed 301bps to returns as its discount and the listed portion of its underlying portfolio has
geopolitical and regulatory backdrop makes failed
metals such as tungsten and tin have also moved narrowed from 46% to 31% which compounded benefited. This is a trust where retail excitement
deals more likely but that USF’s NAV, to which its
higher bolstering the listed portion of BSRT’s with a 6% NAV return. ENRG owns a portfolio and disillusionment can see the share price swing
shares still trade at a material (39%) discount, implies
portfolio. The private holdings also made good of energy transition assets across multiple wildly. We are therefore very active on trading this
a per megawatt (MW) valuation for the portfolio
progress during the year with the refinancing of geographies such as Brazil, Australia and the position, highlighting MIGO’s ability to add value
substantially lower than the cost to build new assets.

| Futura, a thermal coal miner in Australia, which | US. In August 2025, the company moved into | in this way. Over the period covered by this report, |  |
| --- | --- | --- | --- |
| willenable the company to bring both mines into | an orderly wind-down having languished on | SSIT added 278bps to MIGO’s NAV. | Chrysalis (CHRY) detracted 70bps from MIGO’s |
| full production. | a wide discount for a couple of years. ENRG’s |  | NAV, largely due to a widening discount. The weak |

### Detractors
mix of technologies and geographical spread share price seemed initially attributable to the
Despite the strong performance from the shares,
coupled with its small size meant it struggled to Both our US solar trusts, US Solar Fund (USF) shares being caught up in the AI disruption/tech
the discount remains wide. We have been
attract investors, especially once interest rates and Ecofin US Renewable Infrastructure (RNEW), sell off. In our view, CHRY’s portfolio companies
engaged with the board on the need for a more
and inflation increased in a backdrop where even were detractors (deducting 114bps and 90bps have little in common with the software as a
stringent capital allocation policy. BSRT began
much larger and more liquid trusts floundered. respectively). The Big Beautiful Bill, passed by service (‘SaaS’) businesses in the market’s firing
its first ever share buyback programme in Q1-26,
M&A transactions and public market comparables President Trump in July 2025 removed a lot of line. While Starling Bank, CHRY’s largest holding,
and followed this up with the announcement of
are supportive of carrying values, and we note support for the US renewable energy sector and has a SaaS-style subsidiary called Engine which
a revised capital allocation policy in April that will
the management team are highly aligned with we saw the market slump in response. Higher provides banking software to third-party clients,
see 5% of NAV returned each year via a 3% of NAV
shareholders via an incentive fee structure that interest rates, a buyers’ market and lower power this is still a nascent part of Starling’s current value
dividend (a 4% dividend yield on share price as at
rewards early exits at strong valuations. Our prices created a difficult backdrop for US solar (although it certainly does have the potential
the end of the period) with the balance delivered
extensive modelling of the wind-down scenarios funds looking to sell assets. to grow into a more meaningful value driver).
via share buybacks or additional dividends.
indicates an attractively asymmetric return profile. Furthermore, we do not expect businesses with
Furthermore, there is now a commitment to return RNEW was pushed into wind-down in 2024
such deep specialist domain knowledge, operating
50% of the net profits from material exits via tender Seraphim Space (SSIT) has had a spectacular following poor performance and a sustained
in arguably the most regulated and risk-averse
offers if the shares are trading at a discount in recovery in 2025/26. We first invested in SSIT at widening of the discount. Exacerbating the weak
industry, to have their business models disrupted
excess of 25%. We believe this implicit discount an extreme discount to NAV in late 2023 and sold backdrop were several idiosyncratic issues with
by ‘DIY’ tools.
target to be lacking in ambition and will continue to out in July 2025 having generated a healthy 40% the underlying portfolio (including damage to an
engage with the Board. IRR. One of the hardest things for fund managers asset from a whirlwind and cables being chewed It is a matter of public record that we have been
is to buy back into something at a higher price through by rodents). This resulted in several write engaged with CHRY’s board on the company’s
During the year from April 2025, shares in Georgia
than you sold but we overcame this psychological downs in the portfolio and assets sold below future, and as such we were supportive of the
Capital (CGEO) were up 142% and the discount
hurdle to re-establish a position in January 2026 carrying values. proposals announced in February 2026 that would
narrowed from 44% to 18%, with the investment

|  | at what was a single-digit premium to reported |  | see the company adopt an orderly realisation |
| --- | --- | --- | --- |
| contributing 425bps to MIGO’s NAV return. Post |  | Similarly, USF has been up for sale for some |  |
|  | NAV. Its largest holding ICEYE had won a key |  | policy with no new investments being made. These |
| period end, we sold the last of our holding on |  | time but has struggled with poor operational |  |
|  | contract with Germany’s armed forces and, in |  | proposals were approved by shareholders at a |
| the back of further discount tightening and gains |  | performance and in March announced that the |  |
|  | our view, appeared extremely undervalued at its |  | meeting in late-March. |
| in NAV. CGEO’s largest holding, Lion Finance |  | dividend had been “paused” while generation |  |

reported carrying value. We believed that using
(formerly Bank of Georgia) had performed
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 09
### Ahead of this, CHRY’s shares took a leg down Changes At time of writing, we are unsure how impactful
when it was disclosed that the board had been the US war with Iran will be on global markets.
Corporate activity in the investment trust sector
unable to reach an agreement with the existing Higher inflation, fewer rate cuts and most probably
continues to be a key theme and we benefited
management team on commercial terms for them rate increases are likely but the extent of these is
from a bid for Augmentum Fintech (AUGM) from
to continue in their roles. Just after the period end, uncertain and dependent on how quickly a deal
a European fintech investor in February 2026.
it was confirmed that the company will be adopting can be reached. Market returns have also been
Although the offer was at a steep discount to
a self-managed structure. We are confident that very concentrated around one theme: AI capital
the stated NAV, it was still at a material uplift to
the board has the necessary skills, mindset and expenditure. Should we see any change in the
the prevailing share price. We have seen some
experience to oversee the realisation process, optimism of investors around this theme, markets
arguments that a managed wind-down of the
particularly with the recent appointment of an AVI- could see a sharp correction.
portfolio would have ultimately returned more
proposed director, Sam Dobbyn. We added to the
for investors, but such an approach is not without Although higher interest rates and inflation will
position over the period and see scope for highly
execution risk. In an environment where we are not be a headwind, more difficult markets are where
attractive prospective returns from here.
short of new targets, we were content to book our MIGO often comes into its own. With a portfolio

| Aquila European Renewables (AERI), which | uplift and redeploy the proceeds elsewhere. AUGM | that has low underlying equity market exposure, |
| --- | --- | --- |
| deducted 158bps from MIGO’s NAV over the | added 122bps to returns over the period. | carefully constructed to benefit from idiosyncratic |
| period, has been a disappointing investment. |  | events and heightened corporate activity in |

Over the period, we established positions in
The trust owns a portfolio of renewable energy the investment trust sector, we believe MIGO is
several listed private equity funds, including
assets in Europe, mainly in the Nordics, Iberia and particularly well suited to successfully navigate the
names such as Pantheon International (PIN) and
Portugal, and went into a wind-down process in current market backdrop and remind investors of
Harbourvest Global Private Equity (HVPE). Our
2024 after falling to a wide discount. The thesis the value of MIGO’s place in their portfolios.
thesis here rested on the arbitrage available
behind our investment was that the manager,
between the gap between the discounts on
Aquila, which has several private funds investing
the funds themselves and where secondary
in renewable energy, would likely take the assets Charlotte Cuthbertson
sales of PE stakes were exchanging hands. Both
in-house at a modest discount to the then NAV. Tom Treanor
PIN and HVPE were significant contributors to
Although this would have been the most expedient Asset Value Investors Limited
performance, adding 115bps and 92bps to returns
solution, the slow pace of the wind-down and
respectively. We wrote an open letter to the board
discord between the manager and the board 13 July 2026
and shareholders of HVPE calling for a prioritising
has seen the portfolio sold off piecemeal over an
of shareholder returns over new investments. The
extended period during which the backdrop for
board’s response was to introduce a sector-leading
the assets deteriorated significantly. With several
commitment to distributions under which 100%
returns of capital, however, the position is now a
of secondary sale proceeds will be allocated to
much smaller part of the portfolio, and we watch
tenders and buybacks.
with interest to see if the newly-installed directors,
Robert Naylor and Christopher Mills, can repeat
their prior success in resolving difficult corporate
situations.
10 MIGO Opportunities Trust plc / Annual Report 2026
### Strategic Report / Our Top 10 Holdings
## Focus on complex asset classes
### The top ten equity investments make up 58.6%
An esoteric mix of renewable Now the largest pure-play battery
### of the total portfolio, with operating businesses energy and energy transition storage company in the UK, GRID
assets spanning Brazil, US, has had a chequered history
### spread across a range of sectors.

| UK and Australia. Following a | with its share price cratering in |
| --- | --- |
| sustained period of trading at | 2023 after weak market pricing |
| a wide discount to NAV, ENRG | resulted in a dividend suspension. |
| adopted a managed wind-down | The trust is currently two years |

### TOP 10 SHARE OF TOTAL PORTFOLIO

|  |  | process in 2025. In particular, |  |  | into a three-year augmentation |
| --- | --- | --- | --- | --- | --- |
|  | VH GLOBAL |  |  | GRESHAM |  |
|  |  | the largest assets, a Brazilian |  |  | programme which we anticipate |
|  | ENERGY |  |  | HOUSE ENERGY |  |
| 01. |  | hydro plant and US Terminal | 02. |  | should add substantial value |
|  | INFRASTRUCTURE | Storage, should be attractive to |  | STORAGE FUND | to NAV per share. Should the |
|  |  | strategic buyers, and transaction |  |  | company’s rating not improve |

% of MIGO’s total portfolio

|  |  |  | comparables support current |  |  | organically, we believe it is a likely |
| --- | --- | --- | --- | --- | --- | --- |
|  | 12.7% | 31% |  | 7.8% | 33% |  |
| Top 10 58.6% |  |  | holding values. |  |  | M&A target. |
| Other holdings 41.4% | of portfolio | discount |  | of portfolio | discount |  |
|  | (2025: 3.9%) |  |  | (2025: 5.6%) |  |  |

100.0%
Source / VH Global Energy Source / Unsplash.com
One of three UK-listed solar Another of our listed private
funds, the company suffered equity exposures, with a similar
from the weak investor demand theme to Pantheon International.
for renewable assets that has HVPE has announced a raft of
plagued the sector over the last
shareholder friendly measures
several years. In an attempt to turn
to try and narrow the discount
its fortunes around, the board put
including a tender offer and
forward a proposed internalisation
buybacks post a secondary fund
### BLUEFIELD which the market took badly. The HARBOURVEST
sale.
### SOLAR INCOME shares fell, and it was clear to us that GLOBAL
## 06. 07.
a strategic review would result in the
### FUND PRIVATE EQUITY
company being put up for sale. We
thought the development pipeline
would likely be attractive to buyers,
## 4.6% 20% 4.6% 27%
particularly its large proportion of
of portfolio discount of portfolio discount
battery storage assets. Post period
(2025: nil) (2025: nil)
end, the company was sold to Drax
at a large premium to the prevailing
Visit our investment platforms: share price.
www.assetvalueinvestors.com/MIGO/how-to-invest/platforms/ Source /iStock Credit: Airubon Source / Harbourvest Global Private Equity
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 11

| Chrysalis was launched back | Owns a portfolio of both listed | Listed private equity trusts have |
| --- | --- | --- |
| in 2018 to provide investors | and private mining prospects | languished on wide discounts in |
| with access to the pre-IPO | covering a variety of commodities | recent years as portfolio company |
| returns from young fast-growing | including coal, cement and | exits have dried up amid |
| companies that were choosing | tungsten. Despite a fantastic year | concerns around valuation and |
| to stay private for longer. The | of performance, the trust still sits | debt levels after a decade of low |
| trust fell to a wide discount in | on a wide discount. However, with | interest rates. There had become, |
| 2022 following the collapse of | several of their projects reaching | however, a clear arbitrage |

### BAKER STEEL
lofty valuations achieved by the maturity and set to return cash between where stakes of funds
### CHRYSALIS PANTHEON
### RESOURCES

| 03. |  |  | portfolio companies during the | 04. |  |  | either as dividend payments or | 05. |  |  | could be sold in the private |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  | INVESTMENTS |  |  |  |  |  |  |  | INTERNATIONAL |  |  |
|  |  |  | Covid boom. AVI played a key role |  | TRUST |  | through asset or company sales, |  |  |  | secondary market and where |
|  |  |  | in steering the company towards |  |  |  | the new capital allocation policy |  |  |  | listed PE trusts were trading. AVI |
|  |  |  | the adoption of a managed run- |  |  |  | will ensure a material proportion |  |  |  | set about a period of constructive |
| 6.7% |  | 44% |  | 5.6% |  | 28% |  | 5.2% |  | 27% |  |
|  |  |  | off policy in early 2026 and, with |  |  |  | of these gains will be used for |  |  |  | (and successful) engagement |

discount

| of portfolio | the trust currently sitting on a | of portfolio | discount | share buybacks and/or tender | of portfolio | discount | with the boards of these vehicles |
| --- | --- | --- | --- | --- | --- | --- | --- |
| (2025: nil) | wide discount, we anticipate this | (2025: 4.9%) |  | offers. | (2025: 0.5%) |  | to make the case for such a |
|  | could be a profitable process. |  |  |  |  |  | course of action. |
|  | Source / Starling Bank Limited |  |  | Source / Baker Steel Capital Source / Unsplash.com |  |  |  |


| Launched in 2015, GABI | Taylor Maritime owns a fleet of | Possibly the bête noir of the trust |
| --- | --- | --- |
| provided income to investors | ships, mainly dry bulkers. With | sector, Home REIT owned a |
| through lending on student | shipping perceived as viciously | portfolio of social housing. After |
| accommodation and other | cyclical, the company has at | a high profile scandal, the trust |

times traded at a wide discount to
specialist commercial real estate was delisted whilst the portfolio
NAV. In 2024 it acquired Grindrod
assets. Following a rejected bid, was sold. Now effectively a cash
Shipping which expanded their fleet
the company adopted a managed shell with only a few properties
but left them highly geared. After

|  | wind-down which is now into its |  | left to sell at auction, the trust sits |
| --- | --- | --- | --- |
| GCP ASSET |  | paying down debt via vessel sales |  |
|  | final innings. |  | on a discount of c.40%. Although |

### TAYLOR
and transitioning to an operating
## 08. BACKED 10. HOME REIT there is clear value, a potential
## 09.
### MARITIME company in 2025, the managers
### INCOME FUND legal claim against the company
bowed to shareholder feedback
is making investors cautious. Our
and decided to adopt a wind-down
research suggests this caution
process. Disruption from the Iran
## 4.5% 16% 3.5% 12% 3.4% 41%
is overdone. We bought shares
War has improved the backdrop for
of portfolio discount of portfolio discount of portfolio discount prior to relisting and have built the
shipping rates and we are hopeful
(2025: nil) (2025: nil) (2025: nil) position up further as investors
for a good outcome despite higher
than expected provisions for have looked to sell their stakes.
realisation costs.
Source / Unsplash.com Source / Taylor Maritime – HBGE Source / Home REIT
12 MIGO Opportunities Trust plc / Annual Report 2026
Source / Taylor Maritime – HGBE
MEQO Opportunities Trust plc / Annual Report 2016

# Strategic Report / 10 Year Record and Performance Since Inception

# 10 YEAR RECORD

|  As at 30 April | 2026 | 2025 | 2024 | 2023 | 2022 | 2021 | 2020 | 2019 | 2018 | 2017  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  NAV per share | 413.1p | 342.5p | 362.6p | 328.6p | 362.6p | 345.9p | 223.1p | 275.6p | 276.4p | 248.7p  |
|  Share price | 398.5p | 327.0p | 346.0p | 318.5p | 355.5p | 346.0p | 214.0p | 276.5p | 273.0p | 242.3p  |
|  Share price (discount)/premium to NAV per share | (3.5)% | (4.5)% | (4.6)% | (3.1)% | (2.1)% | 0.0% | (4.1)% | 0.3% | (1.2)% | (2.6)%  |
|  Total net assets (£m) | 70.1 | 65.9 | 81.7 | 79.8 | 94.7 | 93.1 | 62.6 | 77.2 | 75.2 | 62.9  |
|  Gearing | 14.3% | 15.2% | 6.1% | - | - | 2.1% | - | - | 6.7% | 8.0%  |

# PERFORMANCE SINCE INCEPTION (6 APRIL 2004)

# Total Return Performance to 30 April 2026

![img-1.jpeg](img-1.jpeg)

Source: Morningstar
14 MIGO Opportunities Trust plc / Annual Report 2026
### Strategic Report / Portfolio Valuation
### As at 30 April 2026
Valuation
2026
Company Investment Sector Region £’000 % of portfolio
VH Global Energy Infrastructure† Alternatives Global 9,444 12.7
Gresham House Energy Storage Fund Alternatives UK 5,842 7.8
Chrysalis Investments† Alternatives Global 4,962 6.7
Baker Steel Resources Trust Alternatives Global 4,178 5.6
Pantheon International Private Equity Global 3,874 5.2
Bluefield Solar Income Fund Alternatives UK 3,456 4.6
HarbourVest Global Private Equity Private Equity Global 3,456 4.6
GCP Asset Backed Income Fund† Private Debt UK 3,359 4.5
Taylor Maritime† Alternatives Global 2,587 3.5
Home REIT† Property UK 2,513 3.4
Top ten investments 43,671 58.6
US Solar Fund† Alternatives North America 2,415 3.2
RM Infrastructure Income† Private Debt UK 2,394 3.2
Ecofin US Renewables Infrastructure Trust† Alternatives North America 2,327 3.1
Phoenix Spree Deutschland† Property Europe 2,118 2.8
Real Estate Investors*† Property UK 2,100 2.8
Oakley Capital Investments Private Equity Europe 2,081 2.8
Social Housing REIT Property UK 2,043 2.7
Schroder British Opportunities Trust† Private Equity UK 1,907 2.6
Octopus Renewables Infrastructure Trust Alternatives Global 1,724 2.3
Hansa Investment Co ‘A’ Share Equity Global 1,636 2.2
Top twenty investments 64,416 86.3
HECO Opportunities Trust plc / Annual Report 2020

|  Company | Investment Sector | Region | Valuation 2020 £'000 | % of portfolio  |
| --- | --- | --- | --- | --- |
|  Marwyn Value Investors | Equity | UK | 1,308 | 1.8  |
|  Aquila European Renewables§ | Alternatives | Europe | 1,288 | 1.7  |
|  Seraphim Space Investment | Private Equity | Global | 1,269 | 1.7  |
|  Symphony International Holdings§ | Equity | Global | 1,079 | 1.5  |
|  Hansa Investment Co | Equity | Global | 1,039 | 1.4  |
|  Partners Group Private Equity | Private Equity | Global | 1,039 | 1.4  |
|  Picton Property Income | Property | UK | 1,003 | 1.4  |
|  Ground Rents Income Fund§ | Property | UK | 712 | 1.0  |
|  Dunedin Enterprises Investment Trust§ | Private Equity | Global | 488 | 0.7  |
|  GCP Infrastructure Investments | Alternatives | UK | 304 | 0.4  |
|  Top thirty investments |  |  | 73,945 | 99.3  |
|  JPEL Private Equity § | Private Equity | Global | 216 | 0.3  |
|  Macau Property Opportunities Fund § | Property | Asia Pacific | 133 | 0.2  |
|  NextEnergy Solar Fund | Alternatives | Global | 92 | 0.1  |
|  Abrdn Property Income Trust § | Property | UK | 61 | 0.1  |
|  Reconstruction Capital III | Private Equity | Europe | 30 | 0.0  |
|  **Total investments in the portfolio** |  |  | **74,477** | **100.0**  |
|  Other current liabilities (including net debt) |  |  | (4,367) |   |
|  **Net asset value** |  |  | **70,110** |   |

* AIM/NEX Listed

§ In liquidation, in a process of realisation or has a fixed life
16 MIGO Opportunities Trust plc / Annual Report 2026
### Strategic Report / Portfolio Analysis
### As at 30 April 2026
### Portfolio by geographical exposure – April 2026 Portfolio asset allocation – April 2026

|  | 2026 2025 |  |  |  | 2026 2025 |
| --- | --- | --- | --- | --- | --- |
| Global | 52.9% 33.5% |  |  | Alternatives | 57.8% 31.9% |
| UK | 38.5% 25.6% |  |  | Private Equity | 20.1% 19.8% |
| Europe | 7.8% 23.8% |  |  | Property | 15.2% 24.4% |
| North America | 6.8% 12.9% |  |  | Private Debt | 8.2% 0% |
| Asia Pacific (ex-Japan) | 0.2% 5.9% |  |  | Equity | 4.9% 28.4% |
| Japan |  | – 2.8% |  | Other current assets and liabilities | (6.2%) (4.5%) |
| Other current assets and liabilities | (6.2%) |  | (4.5%) |  |  |

### Geographical exposure for comparison – April 2021 Portfolio asset allocation for comparison – April 2021

|  | 2021 |  |  | 2021 |  |
| --- | --- | --- | --- | --- | --- |
| Global | 39.1 | % | Equity | 37.7 | % |
| UK | 29.0 | % | Private Equity | 22.9% |  |
| Asia Pacific (ex-Japan) | 8.3 | % | Property | 16.3% |  |
| Europe | 8.0 | % | Mining | 13.9% |  |
| Cash | 4.5 | % | Other | 4.7% |  |
| India | 3.9 | % | Cash | 4.5% |  |
| North America | 3.9 | % |  |  |  |
| Japan | 3.3 | % |  |  |  |

MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 17
### Strategic Report / AVI Introduction
## Finding unique investment opportunities
### ABOUT ASSET VALUE INVESTORS AVI: RESPONSIBLE INVESTORS
AVI believes that the integration of ESG
Asset Value Investors Limited (“AVI”) is the
and sustainability considerations into our
Company’s Alternative Investment Fund Manager.
investment strategy is fundamental to
AVI was established in 1985 to take over the
developing a comprehensive understanding
management of one of the oldest listed investment
of each investment’s ability to create and
companies in London. AVI has a long history of
sustain long-term value. This approach
running investment trusts and investing in them.
reflects both our philosophy as long-term,
responsible investors and our conviction
AVI’s strategy is to seek out-of-favour companies

| whose assets are misunderstood by the market | that environmental, social and governance |
| --- | --- |
| or under-researched and which trade significantly | factors can materially influence risk, returns |
| below the estimated value of the underlying | and capital allocation decisions over time. |
| assets. This specialist research-driven approach is | By embedding these considerations within |
| still a unique combination nearly 40 years later. | our investment process, we aim to enhance |

decision-making and support more resilient
outcomes for shareholders.
### Aligned with the PRI
AVI is aligned with the UN-supported Principles
for Responsible Investment (PRI), which recognise
that an efficient, sustainable global financial
system is essential to long-term value creation.
Such a system rewards responsible investment
practices while supporting positive outcomes for
the environment and society. AVI became a PRI
signatory on 9 April 2021.
### Active Ownership
AVI’s bespoke ESG monitoring system helps
identify weaknesses within a company and
supports effective engagement where appropriate.
Through constructive dialogue, we encourage and
expect investee companies to take meaningful
### action to address these issues in the context of For AVI’s approach to ESG issues, please see AVI’s website at:
### long-term value creation. https://www.assetvalueinvestors.com/responsible-investing/esg-approach/
Managed by AVI. Visit the website at:
www.assetvalueinvestors.com
18 MIGO Opportunities Trust plc / Annual Report 2026
### Strategic Report / Business Review
The Strategic Report, set out on Business Model manage and promote its investment portfolio. unlisted closed‑ended funds (including, but
The Company is an externally managed Marketing, company secretarial and administrative not limited to, funds traded on AIM) and in
### pages 2 to 34, contains a review of
investment trust and its shares are admitted to services are outsourced to Frostrow Capital LLP open‑ended investment funds. The funds in
### the Company’s business model and
the closed‑ended investment funds category of (see page 78 for further information). which the Company invests may include all
### strategy, an analysis of its performance
the FCA’s Official List and to trading on the main types of investment trusts, companies and
The Board remains responsible for all aspects
### during the year ended 30 April 2026 funds established onshore or offshore. The
market of the London Stock Exchange.
of the Company’s affairs, including setting the

| and its future developments, and |  |  | Company has the flexibility to invest in any class |
| --- | --- | --- | --- |
|  | The Company has been approved by HM | parameters for monitoring the investment strategy |  |
| details of the principal risks and |  |  | of security issued by investment funds including, |
|  | Revenue & Customs as an authorised investment | and the review of investment performance and |  |
| challenges it faces. Its purpose is |  |  | without limitation, equity, debt, warrants or |
|  | trust under sections 1158 and 1159 of the | policy. It also has responsibility for all strategic |  |

other convertible securities. In addition, the
to inform the shareholders of the Corporation Tax Act 2010, subject to there being policy issues, including share issuance and
Company may invest in other securities, such
Company and help them to assess how no subsequent serious breaches of regulations. buybacks, share price and discount/premium
as non‑investment fund debt, if deemed to
the Directors have performed their In the opinion of the Directors, the Company is monitoring, corporate governance matters,
be appropriate to produce the desired returns
directing its affairs so as to enable it to continue to dividends andgearing.
### duty to promote the success of the toshareholders.
qualify for such approval.
### Company. In particular, the Chairman’s Further information on the Board’s role and the
The Company is unrestricted in the number
Statement on pages 4 and 5 and The purpose of the Company is to provide a topics it discusses with the Investment Manager
offunds it holds.
the Investment Manager’s Report vehicle for investors to gain exposure to a portfolio is provided in the Corporate Governance Report
of companies which have been undervalued by beginning on page 40. The Company invests in listed closed‑ended
### on pages7 to 9 concentrate on the

|  | the markets in which they are traded, through a |  | investment funds that themselves have stated |
| --- | --- | --- | --- |
| outlook for the current year and the |  | Investment Objective |  |
|  | single investment. |  | investment policies to invest no more than 15% |
| factors likely to affect the position of |  | The objective of the Company is to outperform |  |

of their gross assets in other listed closed‑ended
### the business. The Company’s strategy is to create value for SONIA plus 2% (the “Benchmark”) over the longer
investment funds. However, the Company may
shareholders by addressing its investment term, principally through exploiting inefficiencies in
invest up to 10%, in aggregate, of the value of
The Strategic Report contains certain
objective, which is set out below. the pricing of closed‑ended funds (SONIA being
its gross assets at the time of acquisition in
forward‑looking statements. These statements
the Sterling Overnight Index Average, the Sterling
As an externally managed investment trust, all closed‑ended investment funds that do not have
are made by the Directors in good faith based on
Risk‑Free Reference Rate preferred by the Bank of
of the Company’s day‑to‑day management such a stated investmentpolicy.
the information available to them up to the time of
England for use in Sterling derivatives and relevant
their approval of this report and such statements and administrative functions are outsourced to
financial contracts). This is intended to reflect the
should be treated with caution due to the service providers. As a result, the Company has
aim of providing a better return to shareholders
inherent uncertainties, including both economic no executive directors, employees or internal
over the longer term than they would get by
and business risk factors, underlying any such operations.
placing money on deposit.
forward‑looking information.
The Company is an Alternative Investment Fund
The Benchmark is a target only and should not be
Further information on how the Directors have (“AIF”) under the UK Alternative Investment
treated as a guarantee of the performance of the
discharged their duty under section 172 of the Fund Managers Directive (“UK AIFMD”) and has
Company or its portfolio.

| Companies Act 2006 can be found on pages 28 | appointed Asset Value Investors Limited (“AVI”) as |  |
| --- | --- | --- |
| to 33. | its Alternative Investment Fund Manager (“AIFM”) | Investment Policy |
|  | and Investment Manager with effect from the | The Company invests in closed‑ended |
|  | close of business on 15 December 2023. | investment funds traded on the London Stock |

Exchange’s main market, but has the flexibility
The Board has retained overall responsibility
to invest in investment funds listed or dealt
for risk management and has appointed AVI to
on other recognised stock exchanges, in
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 19
In addition, the Company will not invest more than of 4 September 2026. The associated ex‑dividend • whether the manager should be authorised to
25%, in aggregate, of the value of its gross assets date will be 3 September 2026. gear the portfolio up to a pre‑determined limit;
at the time of acquisition in open‑ended funds.
• review of performance against the Company’s
The Board
Key Performance Indicators (“KPIs”);
There are no prescriptive limits on allocation of At the date of this report, the Board of the
assets in terms of asset class or geography. Company comprises Richard Davidson (Chairman), • consideration of share issuance and buybacks
Lucy Costa Duarte, Caroline Gulliver (Chair of the and premium/discount management;
There are no limits imposed on the size of
Audit Committee and SID) and Ian Henderson.
• review of the performance and continuing
hedging contracts, save that their aggregated
All Directors are independent non‑executive
appointment of service providers; and
value will not exceed 20% of the portfolio’s gross
directors and served throughout the year and up
assets at the time they are entered into. • maintenance of an effective system of oversight,
to the signing of this report. They will stand for
risk management and corporate governance.
The Board permits borrowings of up to 20% of the re‑election at the forthcoming Annual General
Meeting. Details of the principal KPIs, along with details of
Company’s net asset value (measured at the time
the principal risks, and how they are managed,
new borrowings are incurred).
Further information on the Directors can be found
follow within this business review.
The Company’s investment objective may lead, on on page 35.
occasions, to a significant amount of cash or near
Board Diversity
cash being held.
The Board is fully supportive of all aspects
Dividend Policy of diversity and the importance of having a
It is the Company’s policy to pursue capital growth range of skilled, experienced individuals with
for shareholders with income being a secondary relevant knowledge in order to allow it to fulfil its

| consideration. This means that the Company’s | obligations. Further information on Board diversity |
| --- | --- |
| Investment Manager is frequently drawn to | as well as the Board’s diversity policy can be |
| companies whose future growth profile is more | found in the Corporate Governance Report, on |
| important than the generation of dividend income | page 41. |

for shareholders.
Board Focus and Responsibilities

| The Company complies with the United | With the day‑to‑day management of the |
| --- | --- |
| Kingdom’s investment trust rules regarding | Company outsourced to service providers, the |
| distributable income which require investment | Board’s primary focus at each Board meeting |
| trusts to retain no more than 15% of their income | is reviewing the investment performance and |
| from shares and securities each year. The | associated matters such as, amongst other |
| Company’s dividend policy is that the Company | things, future outlook and strategy, gearing, asset |
| will pay the minimum dividend required to | allocation, investor relations, marketing, and |
| maintain investment trust status. | industry issues. |
| Results and Dividend | In line with its primary focus, the Board retains |
| The results attributable to shareholders for | responsibility for all the key elements of the |
| the year ended 30 April 2026 are shown on | Company’s strategy and business model, |
| page 2. Subject to shareholders’ approval at | including: |

the forthcoming Annual General Meeting, a
• investment objective and policy, incorporating
final dividend of 2.00p per share will be paid on
the investment guidelines and limits, and
5October 2026 to shareholders on the register as
changes to these;
20

MIGO Opportunities Trust plc / Annual Report 2025

Strategic Report / Business Review continued

# Key Performance Indicators

The Company's Board of Directors meets at least four times a year. At each quarterly meeting it reviews performance against a number of key performance measures

NAV and the movement of the NAV compared with the national returns available for cash – defined as SONIA plus 2%, the Company's Benchmark^

The Directors regard the Company's net asset value ("NAV") return per share as being the overall measure of value delivered to shareholders over the long term, as opposed to returns available for cash holdings.

A full description of performance during the year under review and the investment portfolio are contained in the Investment Manager's Report beginning on page 9.

The NAV total return per share for the year to 30 April 2026 was 20.6% (2025: 15.4%), compared with the Benchmark return of 6.1% (2025: 7.1%).

NAV volatility^

The Company aims to deliver its performance with a lower level of volatility in the NAV than equity markets.

For the year to 30 April 2026, the Company's NAV had a volatility of 6.8% (2025: 8.9%), compared with the volatility of the Deutsche Numis All Share Total Returns Index (inc Investment Companies) of 10.1% (2025: 12.8%).

The movement in the Company's share price

One of the most immediate measures of the value of the Company's Ordinary shares is their price. The Board regularly considers the Company's investment performance and other ways in which share price performance may be enhanced, including the effectiveness of marketing.

The Ordinary share price increased by 21.9% (2025: decreased by 5.5%) over the year. Further details are given in the Chairman's Statement on page 4 and the Investment Manager's Report beginning on page 9.

Share price in relation to the NAV per share

The Board believes that an important driver of an investment trust's discount or premium over the long term is investment performance together with a proactive marketing strategy. However, there can be volatility in the discount or premium during the year. Therefore, the Board requests authority each year to buy back and issue shares with a view to limiting the volatility of the share price discount or premium.

During the year under review, no new shares were issued by the Company (2025: none). New shares will only be issued at a premium to the Company's cum-income net asset value at the time of issue. 2,274,835 shares were bought back during the year (2025: 3,291,420), and no shares have been bought back after the year-end (2025: 936,044).

The Company's Ordinary share price in relation to the NAV per share during the year ended 30 April 2026 has ranged from a premium of 0.4% (2025: discount of <0.1%) to a discount of 7.8% (2025: 5.1%). At the year end, the shares traded at a discount of 3.5% to the NAV per share (2025: 4.5%). In comparison, the unweighted average discount across the whole investment companies universe was 14.2% (2025: 16.34%)^

^ Source: Prostow Capital LLP.

^ See Glossary on pages 85 to 84 for definition and calculation methodology.

# Source: Deutsche Numis.
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 21
## Principal Risks, Emerging Risks and Risk Management
### The Board considers that the risks  Increased  Decreased  No Change
### INVESTMENT RISKS
### detailed within this report are the
### principal risks currently facing the
### Principal Risk Mitigation
### Company to deliver its strategy.
### The Board is responsible for the ongoing Market and discount risk 
identification, evaluation and management of the
principal risks faced by the Company. The Audit The Company aims to capitalise on the opportunities that exist due to To manage this risk the Board and the AIFM have appointed the Investment
Committee, on behalf of the Board, has established inefficiencies in the pricing of closed-ended funds and is exposed to Manager to manage the portfolio within the remit of the investment
a process for the regular review of these risks and fluctuations in the market prices of those funds and their underlying assets. objective and policy and borrowing limits. Compliance with the investment
their mitigation. This process is in line with the Additionally, the Company is exposed to the risk that the market price policy and borrowing limits is monitored on a daily basis by the AIFM and
UK Corporate Governance Code and the FRC’s of its investments differs from that of their NAV per share – purchasing reported to the Board monthly.
Guidance on Risk Management, Internal Control and funds whose market price is at a discount to NAV per share can result in
At the year‑end the Company had 14.3% debt as a percentage of net assets
Related Financial and Business Reporting. significant gains on the upside, but can also lead to exposure to poorly
(2025: 15.2%).
performing companies.
During the year ended 30 April 2026, the Audit
The Investment Manager monitors the volatility, discount, quality of
Committee has carried out a robust assessment The Company may use borrowing, the effect of which would be to amplify
underlying assets, and level of gearing within the portfolio holdings and
of the emerging and principal risks facing the the gains or losses the Company experiences.
potential investments. The results of this feed into the stock selection
Company, including those that would threaten its
Investors should be aware that by investing in the Company they are process and consideration of the portfolio constituents. Inaddition, the
business model, future performance, solvency
exposing themselves to the market risks associated with owning publicly Portfolio Managers report at each Board meeting on the performance of
and liquidity. The Committee also considered the
traded shares, and the additional discount risks specific to investing in the portfolio, encompassing, inter alia, the rationale for stock selection
controls in place to mitigate the inherent risks
closed‑ended funds. decisions, the make‑up of the portfolio, and portfolio company updates.
and whether additional controls or actions were
required to bring the residual risk down to an
Changes have been made to MIGO’s portfolio to implement a higher‑
acceptable level. The Committee was satisfied
conviction approach in order to align with the current opportunities in the
with the controls that are in place, although it
investment trust sector.
is important to note that the systems in place
cannot eliminate the risk of failure to achieve the Cash, Interest rate, Other price, Currency, Liquidity and Credit risk
### 
Company’s investment objective.
For information on cash, interest rate, other price, currency, liquidity and
Further details as well as a summary of the
credit risk please see Note 16 to the Financial Statements on pages 76 to 78.
Company’s approach to risk and how principal
risks and uncertainties were dealt with during the
year under review, are set out below. In addition,
information about the Company’s risk assessment
and internal control procedures is provided in the
Audit Committee Report beginning on page 48.
The principal risks are categorised under the
following broad headings:
• investment risks;
• strategic and business risks;
• operational risks; and
• legal, regulatory and tax risks.
22 MIGO Opportunities Trust plc / Annual Report 2026
### Strategic Report / Business Review continued
### STRATEGIC AND BUSINESS RISKS
### Principal Risk Mitigation
Company’s business objectives and strategy
### 
The Company and its shareholders are exposed to the risk, particularly if the In managing this risk the Board reviews the Company’s investment objective in
investment strategy and approach are unsuccessful, that the Company may relation to market and economic conditions and the performance of its peers
be viewed unfavourably resulting in a widening of the share price discount to and discusses at each Board meeting the Company’s future development and
NAV per share. strategy.
The Board and AVI resolved to implement a higher‑conviction approach to MIGO had a total of 35 holdings as at 30 April 2026 of which the Top 15 represent
managing MIGO, to align with the current opportunities in the investment trust 73.9% of the portfolio. The Board and AVI believe that larger stakes in a more
sector. This has seen MIGO’s portfolio concentrating and focusing on 10‑15 core targeted investment company portfolio will enable more influential engagement
holdings. with boards, aiming to accelerate superior returns from the wide discount
opportunities in the sector.
The Board monitors the discount trend and considers how share price
performance may be enhanced, including the effectiveness of marketing and
the possibility of share buybacks. Given the size of the Company, the Board
is conscious of the impact of share buybacks on liquidity and the ongoing
charges of the Company.
The Investment Manager, Frostrow and Deutsche Numis are in regular
contact with larger investors to ensure that MIGO’s objective is still in line with
shareholders’ objectives. There are also regular updates for all shareholders by
way of factsheets, annual and half‑yearly reports and other documentation on
the Company’s website.
Key person risk
### 
The loss of a key employee of the Investment Manager could result in the The Board considers the make-up of the team supporting the Portfolio
deterioration of the performance of the Company. Managers as part of its annual review. During the year under review with
effect from 18 June 2025, Tom Treanor and Charlotte Cuthbertson worked as
Co-Portfolio Managers of MIGO within the wider team of AVI, receiving any
necessary support as and when needed.
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 23
### STRATEGIC AND BUSINESS RISKS CONTINUED
Company duration risk
### 
Every three years, the Company’s shareholders may be offered a realisation The Articles contain provisions for shareholders to elect to realise all or part of
opportunity at the discretion of the Board. Depending on the structure of the their holdings of Ordinary shares at three‑yearly intervals.
realisation opportunity and the level of take‑up, this could reduce the size of
The Board formulates the appropriate manner in which such a realisation
the Company to an unattractive level.
opportunity may be offered based on feedback from the relevant service
providers. In particular, investor sentiment prior to the realisation opportunity in
2024 was monitored by the Investment Manager and the Company’s corporate
broker and this saw only 5.3% of MIGO’s issued share capital was realised
and bought back by the Company, a good result in the then current market
conditions. The next realisation opportunity is due to be offered to shareholders
in 2027.
### Principal Risk Mitigation
Global Risk
### 
Significant political and economic change in the UK and abroad might lead to Political and economic developments both in the UK and world-wide are
volatile markets impacting the Company’s performance and reduced investor being monitored and discussed, where relevant, between the Board and the
appetite for the Company’s shares. Investment Manager as part of the portfolio review at every Board meeting.
In particular, ongoing conflicts in Ukraine, Gaza and the Middle East have also The Investment Manager maintains a dialogue with the investee companies
been a contributor to market volatility and investor risk aversion. and monitors the impact of any material events on their business, and updates
the Board accordingly.
Global events, such as another pandemic, acts of war or terrorist attacks, might
affect the performance of portfolio companies or result in the Company’s
service providers being unable to meet their contractual duties.
Emerging technologies such as Artificial Intelligence (“AI”) present both
opportunities and, in the absence of adequate regulation, risks.
24 MIGO Opportunities Trust plc / Annual Report 2026
### Strategic Report / Business Review continued
### OPERATIONAL RISKS
### Principal Risk Mitigation
### Service provider risk 
The Board is reliant on the systems of the Company’s service providers and To manage these risks the Board: receives reports from the AIFM and Frostrow
as such a disruption to, or a failure of, those systems could lead to a failure Capital LLP on compliance with applicable laws and regulations; reviews
to comply with law and regulations leading to reputational damage to the internal control reports and key policies of the AIFM, Investment Manager,
Company – either directly or by association with the service provider in Custodian and Frostrow; reviews reports from the Depositary; maintains a
question – and/or financial loss. risk matrix which details the risks to which the Company is exposed and the
controls relied upon to manage those risks; and receives updates on pending
This encompasses disruption or failure caused by cyber crime or hybrid
changes to the legal and regulatory environment and progress towards the
working practices and covers dealing, trade processing, administrative
Company’s compliance with any relevant future changes.
services, financial and other operational functions.
The service providers of the Company have again confirmed that they have all
necessary business continuity procedures in place including enabling staff to
work from home, increased IT and cyber security awareness and holding team
and client meetings via video conference calls as and when required. The
Board continues to monitor the performance of all service providers.
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 25
### LEGAL, REGULATORY AND TAX RISKS
### Principal Risk Mitigation
### ESG and Climate Change Risk 
Risks related to the environment, social issues and governance (ESG) such At every Board meeting, the Board receives updates including information on
as the impact of climate change or bad governance on portfolio companies, governance-related issues, from the Portfolio Managers and the Company
MIGO itself or its service providers could have an adverse impact on Secretary.
operational performance and may lead to a reduction in demand for the
Due to the nature of the Company and its investment policy, any investment
Company’s shares as investors seek greater ESG oversight in their portfolios.
decisions can only, at best, havea limited effect on climate change and ESG
issues. Details of the Investment Manager’s ESGapproach can be found in the
“Responsible Investing” section on AVI’s website www.assetvalueinvestors.com/
responsible‑investing/.
### UK Legal and Regulatory Risk 
The Company and/or the Directors might fail to comply with legal The Board monitors regulatory change with the assistance of Frostrow and its
requirements in relation to FCA dealing rules and procedures, the UK AIFMD, external professional advisers to ensure compliance with applicable laws and
the UK Listing Rules, the Companies Act 2006, relevant accounting standards, regulations including the Companies Act 2006, the AIFMD, the Corporation Tax
the Bribery Act 2010, the Criminal Finances Act 2017, the Association of Act 2010 (“Section 1158”), the Market Abuse Regulation (“MAR”), the Disclosure
Investment Companies (“AIC”) Statement of Recommended Practice (“SORP”), Guidance and Transparency Rules (“DTRs”) and the FCA’s UK Listing Rules.
GDPR, tax regulations or any other applicable regulations.
The Board reviews compliance reports and internal control reports provided
This could result in reputational damage to the Company or in its shares being by its service providers, as well as the Company’s financial statements and
suspended from listing which would result in a loss of investment trust status revenue forecasts.
and gains within the portfolio being subject to Capital Gains Tax.
The Depositary reports twice yearly to the Audit Committee, confirming that
the Company has been managed in accordance with the AIFMD, MIGO’s
Articles of Association and with investment restrictions and leverage limits.
The Directors attend seminars and conferences to keep up to date on
regulatory changes and receive industry updates from the Company Secretary.
The Company Secretary also presents a quarterly report on changes in the
regulatory environment, including AIC updates, and how changes have been
addressed.
26 MIGO Opportunities Trust plc / Annual Report 2026
### Strategic Report / Business Review continued

| Emerging Risks | The Board has considered a detailed assessment | nature and outlook adopted by the Investment | in 1985, AVI is an experienced manager of |
| --- | --- | --- | --- |
| The Company has carried out a detailed | of the Company’s ability to meet its liabilities as | Manager when making decisions while | investment trusts, and the Board expects MIGO |
| assessment of its emerging and principal risks. | they fall due, including tests which modelled | recognising the limitations and uncertainties | to benefit from AVI’s deep sector expertise |
| The International Risk Governance Council’s | the effects of substantial falls in markets and | inherent in predicting market conditions in | and supportive analyst resource as well as its |
| definition of an “emerging” risk is one that is new | significant reductions in market liquidity, on the | making this assessment. | distribution and marketing channels. Further |
| or is a familiar risk in a new or unfamiliar context | Company’s NAV, its cash flows and its expenses. |  | information can be found in the Chairman’s |

In addition, the realisation opportunity is offered
or under new context conditions (re‑emerging). Statement on pages 2 and 3.
Based on the information available to the to shareholders every three years.
Failure to identify emerging risks may cause
Directors at the date of this report, including the The Audit Committee considers the potential
reactive actions rather than being proactive To make the assessment and in reaching the
results of these stress tests, the conclusions impact of the Company’s principal risks and
and, in a worst‑case scenario, could cause the conclusion of long‑term viability, the Audit
drawn in the Long-Term Viability Statement, various severe, but plausible, downside
Company to become unviable or otherwise fail Committee has considered the Company’s
the Company’s cash balances, and the liquidity scenarios, as well as the following assumptions in
or force the Company to change its structure, financial position and its ability to liquidate its
of the Company’s listed investments, the considering the Company’s longer‑term viability:
objective or strategy. portfolio and meet its liabilities as they fall due:
Directors are satisfied that the Company has
• there will continue to be demand for
The Audit Committee reviews a risk register twice adequate financial resources to continue in • the portfolio is principally comprised of
investment trusts;
yearly. Emerging risks are discussed in detail operation for at least the next 12 months and investments traded on major international
that, accordingly, it is appropriate to continue to • investors will wish to continue to have
as part of this process to try to ensure that both stock exchanges. Based on historic liquidity
adopt the going concern basis in preparing the exposure to the type of companies that the
emerging and well-known risks are identified and analysis,85.9% of the current portfolio could
financialstatements. Company invests in, namely closed‑ended
mitigated as far as possible. Any emerging risks be liquidated within 31 trading days and 37.7%
investment funds;
and mitigations are added to the risk register. in seven days under normal market conditions.
The changes to the management of MIGO and its

|  |  | Even with a more concentrated portfolio, the | • the Board and the Investment Manager will |
| --- | --- | --- | --- |
| The experience and knowledge of the Directors | portfolio were received positively by the market |  |  |
|  |  | Board expects that the majority of investments | continue to adopt a long‑term view when |
| is useful in these discussions, as are update | following the announcement on 18June 2025. |  |  |
|  |  | can be liquidated speedily if necessary. | making investments; |
| papers and advice received from the Board’s | Further information is available in the Chairman’s |  |  |
|  | Statement on pages 4 and 5. | • the expenses of the Company are predictable | • the threats to the Company’s solvency or |

key service providers such as the AIFM and
and modest in comparison with the assets and liquidity incorporated in the Principal Risks
Investment Manager and the Company’s
Long-Term Viability Statement
there are no capital commitments foreseen will be managed or mitigated as outlined on
corporate broker. In addition, the Company is
In accordance with the UK Corporate Governance
which would alter that position; and pages21 to 25;
a member of the AIC, which provides regular
Code, the Directors have carefully assessed the
technical updates, draws members’ attention to • the Company has no employees, only its non‑ • regulation will not increase to a level that makes
Company’s current position and prospects as
forthcoming industry and regulatory issues and executive Directors. Consequently, it does not running the Company uneconomical; and
described in the Chairman’s Statement and the
advises on compliance obligations. have redundancy or other employment‑related
Investment Manager’s Report, as well as the • the performance of the Company will continue
liabilities or responsibilities.
Principal Risks outlined on pages21 to 25 and to be satisfactory.
Going Concern
The content of the Company’s portfolio, trading have formed a reasonable expectation that the Finally, AVI as the Company’s AIFM and
The continuing uncertainty in the global economy
activity, the Company’s cash balances and Company will be able to continue in operation Investment Manager is not proposing to
as well as the conflicts in Ukraine and the Middle
revenue forecasts, and the trends and factors and meet its liabilities as they fall due over the change MIGO’s existing investment policy since
East, have contributed to supply chain disruption
likely to affect the Company’s performance are next three financial years. The Board has chosen establishing a higher‑conviction portfolio and
and inflationary pressures world-wide, and also to
reviewed and discussed ateach Board meeting. a three‑year horizon in view of the long‑term having a more activist approach. Established
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 27
market volatility. These were factored into the key IMA effective from the close of business of At the start of the period, the management fee The IMA may be terminated by six months’ written
assumptions made by assessing their impact on 9July2025. payable to the AIFM was calculated at an annual notice from either party subject to the provisions
the Company’s key risks and whether the key risks rate of 0.65% of the adjusted market capitalisation for earlier termination as set out therein.
Under the terms of the IMA, the AIFM and
had increased in their potential to affect the normal, of the Ordinary Shares and 0.5% of the adjusted
Investment Manager provides, inter alia, the There are no specific provisions contained within
favourable and stressed market conditions. As part market capitalisation of any Realisation Shares in
following services: the IMA relating to compensation payable in the
of this review, the Board considered the impact of a issue at the time. Following the 2024 Realisation
event of termination of the agreement other than
significant and prolonged decline in the Company’s • risk management services; Opportunity, there are no realisation shares
the entitlement to fees which would be payable
performance and prospects. This included a inissue.
• monitoring the Investment Manager’s within any notice period.
range of severe but plausible downside scenarios

|  | compliance with the Company’s investment | With effect from 9 July 2025, the Board of |  |
| --- | --- | --- | --- |
| such as reviewing the effects of substantial falls |  |  | Continuing Appointment of the AIFM and |
|  | objective and investment policy and reporting | MIGO agreed a revised fee structure with AVI. |  |
| in investment values and the impact on the |  |  | Investment Manager |
|  | any non‑compliance in a timely manner to the | This reduced the management fee to 0.35% |  |
| Company’s ongoing charges ratio, and cash flows, |  |  | The Board, through the Management |
|  | Investment Manager and the Board; | per annum on the lower of MIGO’s market |  |
| which were the subject of stress testing. |  |  | Engagement Committee, keeps the performance |
|  | • determining the net asset value per share on a | capitalisation and net asset value (NAV) and |  |

of the AIFM and Investment Manager under
Furthermore, the Audit Committee considered the daily basis; added a performance fee of 15% of NAV total
review. It is the opinion of the Directors that the
operational resilience of the Company’s service returns in excess of a SONIA + 3% hurdle, subject
• maintaining professional indemnity insurance relationship with AVI is working well and that
providers, and thereby the operational viability of to a high watermark. Overall fees payable by
at the level required under the AIFM Rules; the appointment of AVI as AIFM and Investment
the Company. During the year under review all key the Company in any year will be capped at
Manager is in the best interests of shareholders
service providers have again been contacted with • preparing the monthly factsheets for the 2.5% per annum of the lower of MIGO’s market
as a whole. In coming to this decision, the Board
regard to their business continuity systems as well Company; capitalisation and NAV. The management fee
took into consideration, inter alia, the following:
as their IT and cyber security systems to prevent continues to accrue daily and is payable monthly
• upholding compliance with applicable tax,
fraudulent activity of any kind. No issues were in arrears. • That, further to the announcement on 18June
legal and regulatory requirements;

| raised and the Audit Committee was reassured |  |  | 2025, Charlotte Cuthbertson was joined in |
| --- | --- | --- | --- |
|  | • seeking out and evaluating investment | In addition, as part of the revised fee structure, |  |
| that all key service providers were operating well |  |  | co‑managing MIGO by Tom Treanor, Director |
|  | opportunities; | AVI will reinvest 25% of any performance fee paid |  |
| and to their normal high service standards. |  |  | and Fund Manager at AVI. Charlotte and |

into MIGO shares, subject to an aggregate 5% cap

|  | • deciding the manner by which monies should |  | Tom continue to be supported by AVI’s wider |
| --- | --- | --- | --- |
| Based on the results of this review, the Directors |  | on AVI’s interest in MIGO shares, and a minimum |  |
|  | be invested, divested, retained or realised; |  | 11‑strong research team. |
| have formed a reasonable expectation that the |  | 3‑year hold period for shares acquired under this |  |
|  | • deciding how rights conferred by the | mechanism. | • That the investment performance of MIGO is |

Company will be able to continue in operation
investments should be exercised; encouraging relative to that of the markets in
and meet its liabilities as they fall due over the
If the Company as a whole moves to a realisation
which the Company invests.
next three financialyears.
• analysing the performance of investments basis following a future Realisation Opportunity,
• That the remuneration of the AIFM and
Management Arrangements made; and then the AIFM will be paid 0.5% of the adjusted
Investment Manager is reasonable. In
AIFM and Investment Manager market capitalisation of the Company as a whole.
• advising the Company in relation to trends,
particular, the Board believes that the agreed
Asset Value Investors Limited (“AVI”) is the
market movements and other matters which
Details of the fees paid to the AIFM for its changes reinforce MIGO’s commitment to
Company’s Alternative Investment Fund Manager
may affect the investment objective and policy
services during the year are set out in note 3 to leading investment company best practice,
(“AIFM”) and Investment Manager under an
of the Company.
the Financial Statements on page 68. by proactively aligning the portfolio to the
Investment Management Agreement (“IMA”)
investment opportunity, and strengthening
dated 26 July 2023 and effective from the close
alignment between shareholders, Investment
of business on 15December 2023. The IMA was
Manager and Board.
amended during the year, with the restated
28 MIGO Opportunities Trust plc / Annual Report 2026
### Strategic Report / Business Review continued

| Company Secretary, Marketing and | In light of the high level of service provided by | the portfolio. The Company also benefits from | JPMorgan Chase Bank, N.A., London Branch, has |
| --- | --- | --- | --- |
| Administration | Frostrow in these areas, it is the opinion of the | involvement in the regular professional investor | been appointed as the Company’s Custodian |
| Company secretarial, marketing, and | Directors that the continuing appointment of | seminars run by Frostrow and AVI in major | under an agreement dated 11October 2023 (the |
| administrative services are provided by Frostrow | Frostrow is in the best interest of shareholders. | centres, notably London, Edinburgh and Dublin, | “Custody Agreement”), also with effect from |
| Capital LLP (“Frostrow”) under an agreement |  | or webinars which are focused on buyers of | the close of business on 15 December 2023. |

Details of the fees paid to Frostrow for their
dated 1 February 2016 and novated on 24 April investment companies. Following an initial term of three years, the
services during the year are set out in note 4 to

| 2020 and 27 July 2023. Anannual management |  |  | Custody Agreement may be terminated by the |
| --- | --- | --- | --- |
|  | the Financial Statements on page 69. | Frostrow produces many key corporate |  |
| services fee of 25basis points of the adjusted |  |  | Company by giving 60 calendar days’ notice and |

documents, including the annual and half‑yearly
market capitalisation of the Company, charged Company Promotion by the Custodian by giving 180 days’ notice.
reports. All Company information and also

| quarterly in arrears, is payable, subject to a | Promotion of the Company is carried out by the |  |  |
| --- | --- | --- | --- |
|  |  | invitations to investor events, including updates | Stakeholder Interests and Board Decision- |
| minimum annual fee of £120,000. Effective from | Company’s advisers AVI, Frostrow, Deutsche |  |  |
|  |  | from the Investment Manager on portfolio and | Making (Section 172 Statement) |
| 1August 2025, Frostrow’s fees reduced from | Numis and Kaso Legg Communications, a |  |  |
|  |  | market developments, are regularly emailed | The Directors’ overarching duty is to act in |
| 25 basis points to 20 basis points on market | specialist PR agency. |  |  |
|  |  | to a growing database, overseen by Frostrow, | good faith and in a way that is the most likely |

capitalisation of the Company up to £100 million.
In particular, AVI, Frostrow and Deutsche Numis consisting of professional investors across the UK. to promote the success of the Company as set
Theagreement may be terminated by either
together provide a continuous, pro‑active out in Section 172 of the Companies Act 2006. In
party on six months’ written notice. Kaso Legg Communications supports the
marketing, distribution and investor relations doing so, Directors must take into consideration
other advisers and the Investment Manager in
Frostrow provides the following services, service by actively engaging with professional the interests of the various stakeholders of the
particular in their engagement with stakeholders
interalia, under its agreement with the Company: investors, typically discretionary wealth Company, the impact the Company has on the
by arranging interviews, podcast and press
managers, some institutions, family offices, IFAs community and the environment, take a long‑
• marketing and shareholder services; commentary opportunities, writing articles,
and a range of execution‑only platforms. Regular term view on consequences of the decisions
drafting announcements and monitoring press
• administrative and company secretarial they make as well as aiming to maintain a
engagement helps to attract new investors and
coverage for the Company.
services; reputation for high standards of business conduct
retain existing shareholders, and over time results
• advice and guidance in respect of corporate in a stable share register made up of diverse, The Company continues to benefit from regular and fair treatment between the members
governance requirements; long‑term holders. press coverage, with articles appearing in oftheCompany.
respected publications that are widely read
• maintenance of the Company’s accounting Fulfilling this duty naturally supports the
There is a continuous programme of one‑to‑one
by both professional and self‑directed private
records together with Waystone, to which a Company in achieving its investment objective
meetings with professional investors around the
investors. The latter typically buy their shares via
number of accounting functions have been and helps to ensure that all decisions are made in
UK. These include regular meetings with “gate
retail platforms, which account for a significant
delegated; a responsible and sustainable way. In accordance
keepers”, the senior points of contact responsible
proportion of the Company’s share register.

| • preparation of the annual and half‑yearly | for their respective organisations’ research output |  | with the requirements of the Companies |
| --- | --- | --- | --- |
| reports; | and recommended lists. The programme of | Depositary and Custodian | (Miscellaneous Reporting) Regulations 2018, |
|  | regular meetings also includes autonomous | JP Morgan Europe Limited was appointed as | the Company explains how the Directors have |

• ensuring compliance with applicable legal and
decision makers within large multi-office groups, Depositary under an agreement dated 11 October discharged their duty under Section 172 below.
regulatory requirements; and
as well as small independent organisations. Some 2023 (the “Depositary Agreement”), and with
• provide marketing support services to the To ensure that the Directors are aware of, and
of these meetings involve the Portfolio Managers, effect from the close of business on 15 December

| Company and promote the Company to |  |  | understand, their duties they are provided with |
| --- | --- | --- | --- |
|  | but most of the meetings do not, which means | 2023. The Depositary Agreement is terminable on |  |
| external investors. |  |  | the pertinent information when they first join the |
|  | the Company is being actively promoted while | 90 calendar days’ notice from either party. |  |

Board as well as receiving regular and ongoing
the Portfolio Managers concentrate on managing
updates and training on the relevant matters.
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 29
Induction and access to training is provided for for the benefit of all shareholders. The Board
new Directors. They also have continued access engages with representatives from its service
to the advice and services of the Company providers throughout the year. Representatives
Secretary and, when deemed necessary, the from the Investment Manager and Frostrow
Directors can seek independent professional are in attendance at each Board meeting. The
advice at the Company’s expense. The schedule services provided by the Investment Manager
of Matters Reserved for the Board, as well as and Frostrow are fundamental to the long‑term
the Terms of Reference of its committees, are success of the Company. Furthermore, the Board
reviewed on an annual basis and further describe believes that the wider community in which the
Directors’ responsibilities and obligations and Company operates encompasses its portfolio
include any statutory and regulatory duties. of investee companies and the communities in
The Audit Committee has the responsibility which they operate.
for the ongoing review of the Company’s risk
Details of how the Board considers the needs
management systems and internal controls
and priorities of the Company’s stakeholders and
and, to the extent that they are applicable, risks
how these are taken into account during all its
related to the matters set out in Section172
discussions and as part of its decision‑making
are included in the Company’s risk register and
are detailed below. All discussions involve careful
are subject to periodic and regular reviews and
consideration of the longer‑ term consequences
monitoring.
of any decisions and their implications for
Stakeholders stakeholders.
A company’s stakeholders are normally
considered to comprise its shareholders, its
employees, its customers, its suppliers as
well as the wider community in which the
company operates and impacts. The Company
is different in that as an externally managed
investment trust it has no employees and,
significantly, its customers are synonymous
with its shareholders. In terms of suppliers,
the Company receives professional services
from a number of different service providers,
principal among them being the Investment
Manager. The Directors believe that fostering
constructive and collaborative relationships with
the Company’s service providers will assist in
their promotion of the success of the Company
30 MIGO Opportunities Trust plc / Annual Report 2026
### Strategic Report / Business Review continued
### WHO? WHY? HOW?
### How the Board, the Investment Manager
### and Administrator have engaged with
### Stakeholder group The benefits of engaging with the Company’s stakeholders the Company’s stakeholders
Continued shareholder support and engagement are critical to the continued The Investment Manager, Frostrow and the Company’s corporate broker, on behalf of the
existence of the Company and the delivery of its long‑term strategy. Board, complete a programme of investor relations throughout the year.
Clear communication of the Company’s strategy and the performance An analysis of the Company’s shareholder register is provided to the Directors at each
Investors
against the Company’s objective can help the share price trade at a narrower Board meeting along with marketing reports from AVI and Frostrow. The Board reviews and
discount or a wider premium to its net asset value per share which benefits considers the marketing plans on a regular basis. Reports from the Company’s corporate
shareholders. broker on investor sentiment and industry issues are submitted totheBoard.
New shares can be issued to meet demand without diluting net asset value Key mechanisms of engagement include:
per share for existing shareholders. Increasing the size of the Company can
• the Annual General Meeting where shareholders have the opportunity to meet the
benefit liquidity as well as spread costs.
Directors and Portfolio Managers and to ask questions;
In an effort to moderate the discount at which shares trade to their net asset
• the Annual and Half‑yearly Reports of the Company, providing investors with a clear
value per share, the Company can buy back shares if the Board considers this
understanding of MIGO’s strategy, portfolio and financial position;
to be in the best interest of the Company and shareholders as a whole. Shares
• the daily publication of the net asset value per share;
can either be held in “treasury” or cancelled. Any shares held in treasury
can later be sold in the market if conditions permit. The Company does not • Stock Exchange announcements;
currently hold any shares in treasury. • the Company’s website which hosts reports, video interviews with the Portfolio Managers
and monthly newsletters; and
The Company seeks to listen to shareholder feedback on performance,
investment changes and the share price. • one‑on‑one investor meetings and online webinars.
During the year under review, the Board communicated to investors the change of co‑
manager, the new portfolio approach and a more performance‑driven fee structure. An
initial stock exchange announcement was followed by meetings with shareholders and
webinars by the Portfolio Managers who explained their vision for MIGO’s portfolio changes
in more detail.
Digital communications, public relations and social media activity, including portfolio
updates, company news, webinars, video content and press coverage, helped to maintain
regular engagement with existing retail shareholders and broaden awareness of the
Company amongst prospective investors.
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 31
### WHO? WHY? HOW?
### How the Board, the Investment Manager
### and Administrator have engaged with
### Stakeholder group The benefits of engaging with the Company’s stakeholders the Company’s stakeholders
The relationship with the Investment Manager is fundamental to ensuring the The Board meets regularly with the Company’s Investment Manager throughout the year
Company meets its investment objective. both formally at the scheduled Board meetings and informally as needed. The Board also
receives monthly performance and compliance reporting.
Engagement with the Company’s Investment Manager is necessary to
Investment Manager
evaluate its performance against the Company’s stated strategy and to The Investment Manager’s attendance at each Board meeting provides the opportunity for
understand any risks or opportunities this may present. the Investment Manager and Board to further reinforce their mutual understanding of what
is expected from both parties.
Engagement also helps ensure that Investment Management costs are
closely monitored and remain competitive. During the year, the Board and the Investment Manager agreed to a change of co‑managers
for MIGO, a more focused and activist approach, a performance driven fee structure and
Engagement with shareholders can help provide feedback on the evolution of
capital return mechanism in addition to the Realisation Opportunity every three years. For
the strategy and any changes to it.
more information please see the Chairman’s Statement on pages 4 and 5.
The Company contracts with third parties for other services including: The Board and Frostrow engage regularly with other service providers both in one‑to‑one
depositary, custodian, investment accounting & administration as well as meetings and via regular written reporting. Representatives from service providers are asked
company secretarial and registrars. The Company ensures that the third to attend Board and Audit Committee meetings when deemed appropriate. This regular
Service Providers parties to whom the services have been outsourced complete their roles in interaction provides an environment where topics, issues and business development needs
line with their service level agreements, thereby supporting the Company in can be dealt with efficiently and collegiately.
its success and ensuring compliance with its obligations.
Gaining a deeper understanding of the portfolio companies and their Day‑to‑day engagement with portfolio companies is undertaken by the Investment
strategies assists in understanding and mitigating risks of an investment as Manager. Details of how the Investment Manager carries out portfolio management as well
well as identifying future potential opportunities. as information on its investment approach can be found in the Investment Manager’s Report
Portfolio Companies on pages 7 to 9. The Board receives updates at each scheduled Board meeting from the
Portfolio Managers on specific investments including regular valuation reports and detailed
portfolio and returns analyses.
The Investment Manager’s engagement with portfolio companies includes active voting at
their annual general meetings, discussions with their stakeholders and on‑site visits where
appropriate.
32 MIGO Opportunities Trust plc / Annual Report 2026
### Strategic Report / Business Review continued
### WHAT? OUTCOMES AND ACTIONS
### What were the key topics of engagement? What actions were taken, including principal decisions?
Key topics of engagement with investors
• Ongoing dialogue with shareholders concerning the strategy of the Company, performance and the • The Investment Manager, Frostrow and the Company’s corporate broker meet regularly with
portfolio. shareholders and potential investors to discuss the Company’s strategy, performance, the portfolio
and any other issues which might be raised.
• Ongoing dialogue about the impact of regulation and cost disclosures.
• Shareholders are provided with performance updates via the Company’s website as well as the usual
• During the year, the Board and the Investment Manager agreed a change of co‑managers for MIGO,
financial reports, monthly factsheets, Stock Exchange announcements and podcasts.
a more focused and activist approach, a performance driven fee structure and another possible
capital return mechanism in addition to the Realisation Opportunity every three years. • The changes to the co‑managers, new portfolio approach and new fee structure were
communicated to shareholders via a stock exchange announcement, meetings with shareholders
and webinars.
Key topics of engagement with the Investment Manager on an ongoing basis
• Portfolio composition, performance, outlook and business updates as well as any particular issues of • Updates are received by the Directors at every Board meeting and throughout the year in respect of
engagement with portfolio companies. economic and other factors which might impact on investment decision making.
• Team composition • Events world-wide and their impact on markets and the Company’s portfolio in particular, are also
being kept under observation by the Board and the Investment Manager.
• The impact of macro events on their business and the portfolio.
• The impact of regulation and cost disclosures.
Other Service Providers
• The Directors have frequent engagement with the Company’s other service providers through the • No specific action is currently required as the reviews of the Company’s other service providers have
annual cycle of reporting and due diligence meetings or discussions held by Frostrow on behalf been positive and the Directors believe their continued appointment is in the best interests of the
of the Board. This engagement is completed with the aim of maintaining an effective working Company.
relationship and oversight of the services provided.
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 33
### WHAT? OUTCOMES AND ACTIONS
Portfolio Companies
The Investment Manager, on behalf of the Board, has engaged with a number of portfolio companies: • In order to achieve better liquidity, the Investment Manager has lobbied a number of portfolio
companies for increasing buybacks and changes in capital structure and capital allocation.
• in order to create value for shareholders, mainly to tighten discounts or to provide liquidity.
• The Investment Manager is aware that trusts perceived to be falling behind in ESG, including climate
• in order to address ESG matters including climate change. Many trusts have to deal with increasing
change concerns may be downrated by investors. This issue therefore makes up an important part of
environmental legislation and are already working hard to improve their credentials.
the risk assessment when looking at possible investments.
• in order to achieve good governance overall, as good governance means that board and
• For the Investment Manager good governance is the best way to ensure best value for shareholders.
management of portfolio companies are aware and proactive in their approach to all environmental
To this end, environmental and social factors as well as governance are discussed in meetings with
and social issues.
managements.
For more information about the Investment Manager’s engagement with portfolio companies, please
see the Investment Manager’s Report on pages 7 to 9.

| Culture and Business Ethics | monitors compliance with these policies as well | Environmental, Human Rights and Social Issues | As an investment company, the Company does |
| --- | --- | --- | --- |
| The Directors agree that establishing and | as the general culture of the Board through Board | The Company has no employees and the Board | not provide goods or services in the normal |
| maintaining a healthy corporate culture among | meetings and, in particular, the annual evaluation | consists entirely of non‑executive Directors. | course of business and does not have customers. |
| the Board members and in its interaction with | process which is undertaken by each Director (for | Day‑to‑day management of the Company’s | All its operational functions are outsourced to |
| the Investment Manager, other service providers | more information please see the performance | business is delegated to the Investment Manager. | third‑party service providers. Accordingly, the |
| and shareholders supports the delivery of the | evaluation section on pages 42 and 43). | As an investment trust that invests in other funds, | Company falls outside the scope of the Modern |
| Company’s goals. The Board seeks to promote a |  | the Company has very limited direct impact on | Slavery Act 2015. The Company’s suppliers |

The Board strives to ensure that its culture is in
culture of openness, debate and integrity through the community or the environment and therefore are typically professional advisers and the
line with the Company’s purpose, values and
ongoing dialogue and engagement with all the Company itself has no environmental, Company’s supply chains are considered low risk
strategy. It also seeks to appoint the best possible
stakeholders. human rights, social or community policies. in this regard. In carrying out its activities and in
service providers, including the Investment
However, the Company acknowledges that it relationships with suppliers, the Company aims to
The Company is committed to carrying out Manager, and evaluates their remit, performance
can have an indirect impact on the community conduct itself responsibly, ethically and fairly.
business in an honest and fair manner with a and cost effectiveness on a regular basis. The
or the environment, based on the portfolio
zero‑tolerance approach to bribery, tax evasion Board considers the culture of the Investment The Board expects its principal service providers
companies that the Investment Manager invests
and corruption. As such, policies and procedures Manager and other service providers, including also to have appropriate governance policies in
in. Therefore, ESG matters including climate
are in place to prevent these. As detailed in the their policies, practices and behaviour, through place.
change are frequently discussed in meetings

| Governance section, the Company has a number | regular reporting from these stakeholders and, |  |  |
| --- | --- | --- | --- |
|  |  | with portfolio companies, and are also part of the | Taskforce for Climate-Related Financial |
| of policies and procedures in place to assist | in particular, during the annual review of the |  |  |
|  |  | risk assessment when deciding on whether an | Disclosures (“TCFD”) |
| with maintaining a culture of good governance | performance and continuing appointment of |  |  |
|  |  | investment should be made. For further details | The Company notes the TCFD recommendations |
| including those relating to diversity and Directors’ | all service providers through its Management |  |  |
|  |  | please see the Investment Manager’s Report on | on climate-related financial disclosures. |
| conflicts of interest. The Board assesses and | Engagement Committee. |  |  |
|  |  | pages 7 to 9 and the Business Review on page 25. | The Company is an investment trust with no |

34 MIGO Opportunities Trust plc / Annual Report 2026
### Strategic Report / Business Review continued
employees, internal operations or property The risks associated with climate change The Board is pleased to see the positive
and, as such, it is exempt from the UK Listing represent an increasingly important issue and the momentum in MIGO since the changes to the fees
Rules requirement to report against the TCFD Board of MIGO and the Investment Manager are and strategy were implemented and considers
framework. aware that the transition to a low‑carbon economy that the Company is in an optimal position to
will affect all businesses, irrespective of their capitalise on the substantial current opportunities
The Company does not have explicit sustainability
size, sector or geographic location. Therefore, in the sector.
investment objectives or policies and will not seek
no company’s revenues are immune and the
to apply a sustainability label under the FCA’s For and on behalf of the Board of Directors
assessment of such risks must be considered
UK Sustainability Disclosure Requirements and
within any effective investment approach. Richard Davidson
investment labels regime (“SDR”).
Chairman
Performance and Future Developments
AVI reports on its own environmental, social and
The Board concentrates its attention on the
governance (“ESG”) objectives and approach on 13 July 2026
Company’s investment performance, the
their website www.assetvalueinvestors.com/
Investment Manager’s investment approach
responsible‑investing/
and on factors that may have an effect on this
AVI also became supporters of the TCFD in approach.
May 2021 and a signatory to the UN‑supported
The Board monitors the performance of the
Principles for Responsible Investment (“PRI”)
Company’s investment portfolio in relation to the
on 9 April 2021. The PRI is the world’s leading
Investment Objective and also its peer group.
proponent of responsible investment which entails
the following commitments: The Board is regularly updated by Frostrow on
wider investment trust industry issues and regular
• to incorporate ESG issues into investment
discussions are held concerning the Company’s
analysis and decision making processes;
future development and strategy.
• to be an active owner and incorporate ESG
A review of the Company’s performance during
issues into our ownership policies and practices;
the year ended 30April2026, and the outlook
• to seek appropriate disclosure on ESG issues by
for the Company can be found in the Chairman’s
the entities in which we invest;
Statement on pages 4 and 5 and in the Investment
• to promote acceptance and implementation of Manager’s Review on pages 7 to 9.
the PRI within the investment industry;
• to work with the PRI Secretariat and other
signatories; and
• to report on activities and progress towards
implementing the PRI.
MIGO Opportunities Trust plc / Annual Report 2026 MIGO Opportunities Trust plc / Annual Report 2026 SR G G FS SI FS SI 35 35
### Governance / Directors
## Board of Directors
at the time of publication of this annual report
### RICHARD DAVIDSON CAROLINE GULLIVER LUCY COSTA DUARTE IAN HENDERSON
### Independent Independent Independent Independent
### Non-Executive Chairman Non-Executive Director Non-Executive Director Non-Executive Director
Joined the Board on 18 December 2017 and Joined the Board on 29 December 2023 Joined the Board on 1 November 2022 Joined the Board on 1 November 2022
became Chairman on 5October 2018
Remuneration: £35,000 pa* Remuneration: £30,000 pa* Remuneration: £30,000 pa*
Remuneration: £40,000 pa*
Caroline is the Chair of the Audit Committee and Shareholding in the Company Shareholding in the Company
Richard is also the Chairman of the Management Senior Independent Director 6,115 9,053
Engagement Committee

|  | Shareholding in the Company | Skills and Experience | Skills and Experience |
| --- | --- | --- | --- |
| Shareholding in the Company | 10,000 | Lucy is a specialist in marketing strategy and | Ian is an advertising professional, formerly a |
| 87,000 |  | investor relations in the investment trust sector. | creative director at Publicis Groupe then CEO of |

Skills and Experience
Formerly a director at Citigroup heading the subsidiary Masius. In 2008 he set up a new agency
Skills and Experience Formerly an Executive Director with EY, Caroline
emerging markets ECM team in London, she for Engine Group before leading an MBI to start
Formerly, he was a partner and manager of the spent a 25 year career working with investment trusts
left Citigroup in 2007 and took a career break specialist agency AML in 2011 which works with
Macro Fund at Lansdowne Partners. Prior to that, and open ended investment companies, including
to raise her children, before starting work at SV many firms in the finance sector in the UK and
he was a managing director and No. 1 ranked audit, fund launches, reconstructions and mergers.
Health Investors in 2016 as Investment Director for internationally.
investment strategist at Morgan Stanley, where he
She is a member of the Institute of Chartered International Biotechnology Trust plc.
worked for 15 years. Other Appointments
Accountants of Scotland (CA).
Other Appointments He is currently CEO of AML, which has recently
Other Appointments
Other Appointments She is currently working part-time for Schroder been acquired by Selbey Anderson, and acts
Richard is currently chairman of Aberforth Smaller
She is currently a non-executive director and chair Unit Trusts Limited, the manager of International as Board Adviser to fintechs Tokenbridge and
Companies Trust plc.
of the audit committee of abrdn European Logistics Biotechnology Trust plc, and is a non-executive TheBigExchange.
Standing for re-election Income plc and Polar Capital Global Healthcare director of Fidelity Asian Values plc, and Allianz
Standing for re-election
Yes Trust plc. Technology Trust plc.
Yes
Standing for re-election Standing for re-election
Yes Yes
* Information as at 30 April 2026.
MGD Opportunities Trust plc / Annual Report 2016

# Governance / Directors' Report

# Directors' Report

# Committee Member Key

- ● Chair of Management Engagement Committee
- ● Chair of Audit Committee

All independent Directors serve on both the Audit Committee and the Management Engagement Committee.

The Directors present this Annual Report on the affairs of the Company together with the audited financial statements and the Independent Auditors' Report for the year ended 30 April 2026.

In accordance with the requirement for the Directors to prepare a Strategic Report and a Directors' Remuneration Report for the year ended 30 April 2026, the following information is set out in the Strategic Report: a review of the business of the Company including details of its objective, strategy and business model, future developments, details of the principal risks and uncertainties associated with the Company's activities (including the Company's financial risk management objectives and policies), interaction with stakeholders, information regarding community, social, employee and human rights, and environmental issues.

Information about the Directors' interests in the Company's ordinary shares is included within the Directors' Remuneration Report on pages 52 to 54.

The Corporate Governance Statement on pages 40 to 47 forms part of this Directors' Report.

# Business and Status of the Company

The Company is registered in England as a public limited company (registration number 09020752) and is an investment company as defined under Section 833 of the Companies Act 2006 (the 'Act'). Its shares are admitted to the closed-ended investment funds category of the Official List of the FCA and traded on the main market of the London Stock Exchange, which is a regulated market as defined in Section 1173 of the Act.

The principal activity of the Company is to carry on business as an investment trust. The Company has been granted approval from HM Revenue & Customs as an investment trust under Section 1158 of the Corporation Tax Act 2010. The Company will be treated as an investment trust company subject to the Company's continued compliance with applicable laws and regulations. The Directors do not envisage any change in this activity in the future.

The Company is a member of the Association of Investment Companies ('AIC').

# Alternative Performance Measures

The financial statements on pages 62 to 78 set out the required statutory reporting measures of the Company's financial performance. In addition, the Board assesses the Company's performance against a range of criteria which are viewed as particularly relevant for the Company and investment trusts, which are summarised on page 2 and explained in greater detail in the Strategic Report, under the heading 'Key Performance Indicators' on page 20.

The Directors believe that these measures enhance the comparability of information between reporting periods and aid investors in understanding the Company's performance. The measures used for the year under review have remained consistent with the prior year.

Definitions of the terms used and the basis of calculation adopted are set out in the Glossary on pages 81 to 84.

# Directors

The Directors in office during the whole year and up to the date of this report are Richard Davidson, Caroline Gulliver, Lucy Costa Duarte and Ian Henderson. All Directors' biographical details as well as interests in the Company can be found on page 35.
MIGO Opportunities Trust plc / Annual Report 2026 MIGO Opportunities Trust plc / Annual Report 2026 SR G G FS SI FS SI 37 37

| None of the Directors nor any persons closely | Beneficial Owners of Shares – |  |  |  | % of |
| --- | --- | --- | --- | --- | --- |
| associated with them had a material interest in the | Information Rights |  | Number of ordinary |  | voting |
| transactions, arrangements and agreements of the | The beneficial owners of shares who have been |  |  |  |  |
|  |  | As at 30 April 2026 |  | shares held | rights |
| AIFM or the Investment Manager during the year. | nominated by the registered holder of those |  |  |  |  |

AJ Bell, stockbrokers (EO) 1,997,613 11.77
For information on related parties please see note shares to receive information rights under Section
17 to the Financial Statements on page 78. 146 of the Companies Act 2006 are required to Hargreaves Lansdown, stockbrokers (EO) 1,940,522 11.43
direct all communications to the registered holder
The Board has adopted a policy whereby all Interactive Investor (EO) 1,638,130 9.65
of their shares rather than to theCompany’s
Directors are required to stand for re-election
registrar, Computershare Investor Services PLC, or Rathbones 1,146,177 6.75
annually, regardless of their length of tenure.
to the Company directly.
Transact (EO) 996,356 5.87
The Board has concluded, following formal
Securities Carrying Voting Rights
performance evaluation, that each of the Quai Investment Services 884,895 5.21
There are no restrictions concerning the transfer
Directors continues to demonstrate effectiveness,
of securities in the Company; no special rights Charles Stanley 844,369 4.98
a high level of commitment to the Company,
with regard to control attached to securities; no
independence from the Investment Manager Canaccord Wealth (ND) 708,500 4.17
arrangements known to the Company between
and a keen desire to act in the best interests of
holders of securities that may restrict the transfer Raymond James Investment Services 707,805 4.17
the shareholders as a whole. Furthermore, the
of securities; and no agreements to which the
Board considers that the experience, expertise Quilter Cheviot Investment Management 528,905 3.12
Company is party that might affect its control
and knowledge contributed by each Director is
following a successful takeover bid. EO = execution only
of notable benefit to the Company. Accordingly,
ND = non-discretionary
theBoard recommends the re-election of each of Substantial Interests in the Company’s Share * Source: RD:IR Investor Relations Services
the Directors at the forthcoming Annual General Capital
% of

| Meeting (“AGM”), details of which are set out on | The Company was aware of the following |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  | Number of ordinary |  | voting |
| pages 86 to 93. | substantial interests in the Company’s voting rights |  |  |  |  |
|  |  | As at 30 June 2026 |  | shares held | rights |

as at 30 April and 30 June 2026, the latter being
Directors’ and Officers’ Liability Insurance Cover
the latest practicable date before publication of AJ Bell, stockbrokers (EO) 2,012,202 11.86
Directors’ and Officers’ liability insurance cover was
the Annual Report:
maintained by the Board during the year ended Hargreaves Lansdown, stockbrokers (EO) 1,928,822 11.37
30 April 2026. It is intended that this policy will
Interactive Investor (EO) 1,616,819 9.53
continue for the year ending 30April 2027 and
Rathbones 1,127,011 6.64
subsequent years.
Transact (EO) 978,403 5.76
There are no qualifying third party indemnity
provisions in place. Quai Investment Services 884,895 5.21
Charles Stanley 797,408 4.70
Raymond James Investment Services 718,255 4.23
Canaccord Wealth (ND) 658,500 3.88
Quilter Cheviot Investment Management 528,905 3.12
EO = execution only
ND = non-discretionary
* Source: RD:IR Investor Relations Services
MIGO Opportunities Trust plc / Annual Report 2016

# Governance / Directors' Report continued

# Capital Structure

As at the date of this report, the Company's share capital comprises 16,971,547 Ordinary shares of 1p each with one vote per share. The Company's articles of association ('Articles') contain provisions enclosing shareholders to elect at three-year intervals for the realisation of all or part of their holdings of Ordinary shares ('Realisation Opportunity').

The last Realisation Opportunity was offered in 2004, when only 5.3% of issued share capital, or 1,188,066 shares, were realised and bought back by the Company. The next such opportunity will be offered to shareholders in 2027.

To ensure that MIGO remains nimble and is best able to exploit the relevant opportunity set, the Board also expects to introduce a capital return mechanism in the future to limit the Company's NAV rising above £150m. To be implemented at the Board's discretion to optimise shareholder alignment, this will also potentially provide liquidity for shareholders. The Board believes a capital return mechanism, combined with the revised fee structure, will avoid a misaligned incentive for AV1 to gather assets rather than focus on delivering shareholder returns.

# Share Issuance and Buybacks

The Directors have the authority to issue shares up to an aggregate nominal amount equal to one-third of the issued share capital of the Company. They also have authority to issue shares, or sell Treasury shares, up to an aggregate nominal amount equal to 50% of the issued share capital for cash, without pre-emption rights applying. At the last Annual General Meeting held on 18 September 2025, the Directors were also granted the authority to repurchase up to £4,95% of the Company's issued share capital. These authorities will expire at the Annual General Meeting to be held on 17 September 2026, when resolutions to renew them will be proposed.

The Company makes use of share buybacks and share issuances with the objective of achieving a sustainable low discount (or premium) to net asset value per share. Shares are not bought back – either for holding in Treasury or for cancellation – unless the result is an increase in the net asset value per Ordinary share. Shares will only be re-sold from Treasury or issued as new shares at a premium to the net asset value per Ordinary share.

At 30 April 2026, the number of Ordinary shares in issue was 16,971,547. No shares were issued during the year, and none were issued after the year-end. During the year, 2,274,835 shares were repurchased for cancellation. No shares were repurchased after the year-end and up to the date of this report.

# Treasury Shares

The Company may make market purchases of its own shares for cancellation or for holding in Treasury where it is considered by the Board to be cost effective and positive for the management of the Company's capital base to do so. During the year, and since the year-end, no shares were purchased for, or held in, Treasury. All shares bought back during the financial year and since the year-end were cancelled.

# Global Greenhouse Gas Emissions for the Year ended 30 April 2026

The Company is an investment trust, with neither employees nor premises, nor has it any financial or operational control of the assets which it owns. It has no greenhouse gas emissions to report from its operations nor does it have responsibility for any other emissions – producing sources as defined in the Companies Act 2006 (Strategic Report and Directors' Report Regulations 2013, including those within the Company's underlying investment portfolio). Consequently, the Company consumed less than 40,000 kWh of energy during the year in respect of

which the Directors' Report is prepared and therefore is exempt from the disclosures required under the Streamlined Energy and Carbon Reporting criteria.

# Requirements of the UK Listing Rules

UK Listing Rule 6.6.4R requires the Company to include certain information, more applicable to traditional trading companies, in a single identifiable section of the Annual Report or a cross reference table indicating where the information is set out. The Directors confirm that there are no disclosures to be made in this regard.

# Modern Slavery Act 2015

The Company does not provide goods or services in the normal course of business, and as a financial investment vehicle, does not have customers. Therefore, the Directors do not consider that the Company is required to make a statement under the Modern Slavery Act 2015 in relation to slavery or human trafficking. The Company's suppliers are typically professional advisers and the Company's supply chains are considered to be low risk in this regard.

# Anti-Bribery and Corruption Policy

The Board has adopted a zero tolerance approach to instances of bribery and corruption. Accordingly, it expressly prohibits any Director or associated persons when acting on behalf of the Company, from accepting, soliciting, paying, offering or promising to pay or authorise any payment, public or private, in the United Kingdom or abroad to secure any improper benefit for themselves or for the Company.

The Board applies the same standards to its service providers in their activities for the Company.

A copy of the Company's Anti-Bribery and Corruption Policy can be found on its website at www.migrafford.co.uk. This policy is reviewed annually by the Audit Committee.

# Prevention of the Facilitation of Tax Evasion

In response to the implementation of the Criminal Finances Act 2017, the Board adopted a zero-tolerance approach to the criminal facilitation of tax evasion. A copy of the Company's policy on preventing the facilitation of tax evasion can be found on the Company's website at www.migrafford.co.uk. The policy is reviewed annually by the Audit Committee.

# Political Donations

The Company has not made and does not intend to make any political donations.

# Corporate Governance

The Corporate Governance report, which includes the Company's corporate governance policies is set out on pages 40 to 47.

# Common Reporting Standard ('CRS')

CRS is a global standard for the automatic exchange of information commissioned by the Organisation for Economic Cooperation and Development and incorporated into UK law by the International Tax Compliance Regulations 2015. CRS requires the Company to provide certain additional details to HMRC in relation to certain shareholders. The reporting obligation began in 2016 and is an annual requirement. The Company's Registrar, Competitshare Investor Services PLC, has been engaged to collate such information and file the reports with HMRC on behalf of the Company.

# Articles of Association

Any amendment of the Company's Articles of Association requires a special resolution to be passed by shareholders.
MIGO Opportunities Trust plc / Annual Report 2026 MIGO Opportunities Trust plc / Annual Report 2026 SR G G FS SI FS SI 39 39
The Company is proposing to adopt new Articles Resolution 13: Authority to issue new shares or sell AGM Arrangements
of Association at the AGM in September. The shares from Treasury for cash, up to approximately The AGM will be held on Thursday, 17September
new provisions of the Company’s Articles of 10% of the Company’s issued ordinary shares, at a 2026 at 12.00 noon, and the Board is looking
Association include those that are intended to price per share not less than the net asset value forward to meeting investors.
strengthen the Company’s governance framework per share, and to disapply pre-emption rights in
Questions can be submitted to the Company
and ensure that the Board has appropriate respect of those shares;
Secretary at info@frostrow.com.
protections and flexibility to respond effectively to
Resolution 14: Authority to buy back up to 14.99%
unforeseen circumstances arising at shareholder Shareholders are also strongly encouraged to
of shares in issue at the time of the AGM, either for
meetings, including scenarios where insufficient exercise their votes in respect of the meeting
cancellation or for placing into Treasury; and
directors are elected. Further details are set out in in advance. Voting by proxy will ensure that all
the explanatory notes to the resolutions, on pages Resolution 15: Authority to hold general meetings shareholders’ votes are registered in the event
92 and 93. (other than AGMs) on at least 14days’ notice. that attendance at the AGM is not possible or
restricted or if the meeting is postponed. Further
Annual General Meeting Resolution 16: To adopt new Articles of Association.
details about the voting process can be found
The following information to be considered at the
Resolution 12 will be put to shareholders as an in the Notice of Meeting on page 88. The results
forthcoming annual general meeting is important
ordinary resolution and Resolutions 13 to 16 will be of the AGM will be made public via a regulatory
and requires your immediate attention.
proposed as special resolutions. announcement and posted on the Company’s
If you are in any doubt about the action you website at www.migoplc.co.uk after the meeting.
Ordinary resolutions require that more than 50%
should take, you should seek advice from your
of the votes cast at the relevant meeting must be Audit Information
stock broker, bank manager, solicitor􀀏 accountant
in favour of the resolutions for them to be passed. The Directors who held office at the date of this
or other financial adviser authorised under the
Special resolutions require that at least 75% of the report confirm that, so far as they are aware,
Financial Services and Markets Act 2000 (as
votes cast must be in favour of the resolutions for there is no relevant audit information of which
amended). If you have sold or transferred all of
them to be passed. the Company’s Auditors are unaware and each
your ordinary shares in the Company, you should
Director has taken all the steps that he/she ought
pass this document, together with any other Recommendation
to have taken as a Director to make himself/
accompanying documents, including the form The Directors consider that all the resolutions to be
herself aware of any relevant audit information
of proxy, at once to the purchaser or transferee, proposed at the AGM are in the best interests of the
and to establish that the Company’s Auditors are
or to the stock broker, bank or other agent Company and its members as a whole. The Directors
aware of that information.
through whom the sale or transfer was effected, unanimously recommend that shareholders vote in
for onward transmission to the purchaser or favour of all the resolutions, as they intend to do in On behalf of the Board
transferee. respect of their own beneficial holdings.
Richard Davidson
The full Notice of the Annual General Meeting Chairman
together with explanatory notes is set out on
pages 86 to 93. In particular, the following 13 July 2026
resolutions will be proposed:
Resolution 12: Authority to allot shares up to
approximately one-third of the ordinary shares
inissue;
40 40 MIGO Opportunities Trust plc / Annual Report 2026 MIGO Opportunities Trust plc / Annual Report 2026
### Governance / Corporate Governance Report
## Corporate Governance Report
The Board and its Committees portfolio management to Asset Value Investors Limited and company Copies of the full terms of reference, which clearly define the
Responsibility for effective governance lies with the Board whose role secretarial, administrative and marketing services to Frostrow Capital LLP. responsibilities of each committee, can be obtained from the Company
is to promote the long-term success of the Company. The Governance The Board generates value for shareholders through its appointment and Secretary and can be found on the Company’s website at
framework of the Company reflects the fact that as an externally-managed oversight of the service providers and management of costs associated www.migoplc.co.uk. They will also be available for inspection at the AGM.
investment company it has no employees and currently outsources with running the Company.
The Directors have decided that, given the size of the Board, it
is not necessary to form separate remuneration and nomination
The Board committees. The duties that would normally fall tothose committees
Chairman – Richard Davidson are carried out by the Board as a whole.
Three additional non-executive Directors, all considered independent. (Please see page 35).
Corporate Governance Statement
Senior Independent Director - Caroline Gulliver. The Company is committed to the highest standards of corporate
Key responsibilities: governance and the Board is accountable to shareholders for the
governance of the Company’s affairs.
• to provide leadership and set strategy, values and standards within a framework of prudent effective controls which enable risk to be
assessed and managed; The Board of MIGO Opportunities Trust plc has considered the
• to ensure that a robust corporate governance framework is implemented; and principles and recommendations of the AIC Code of Corporate
Governance published in February 2024 (the “AIC Code”). The AIC
• to challenge constructively and scrutinise performance of all outsourced activities.
Code addresses all the principles set out in the 2024 UK Corporate
Governance Code (the “UK Code”), as well as setting out additional
provisions on issues that are of specific relevance to the Company.
The Board considers that reporting against the principles and provisions
Audit Committee Management Engagement Committee
of the AIC Code (which has been endorsed by the Financial Reporting
Chair: Caroline Gulliver Chairman: Richard Davidson
Council) will provide better information to shareholders. By reporting
All independent Directors All independent Directors against the AIC Code, the Company meets its obligations under the UK
(The Chairman of the Board is also a member of the Committee) Key responsibilities: Code (and associated disclosure requirements under paragraph 6.6.6R
of the UK Listing Rules) and as such does not need to report further on
Key responsibilities: • to review the performance and remuneration of the AIFM
issues contained in the UK Code which are irrelevant to the Company
and the Investment Manager’s obligations under the IMA and
as an externally-managed investment company, including the
• to monitor the integrity of the Company’s Annual Report and
Delegation Agreement and to consider any variation to the terms
provisions relating to the role of the chief executive, executive directors’
Financial Statements and of the Half-yearly Report;
of these agreements; and
remuneration and the internal audit function.
• to oversee the risk and control environment; and
• to review regularly the contracts, the performance and
The AIC Code is available on the AIC’s website www.theaic.co.uk
• to have primary responsibility for the relationship with the remuneration of the Company’s other principal service providers.
and the UK Code can be viewed on the Financial Reporting Council
Company’s external auditors, to review their independence and
Meetings are held at least once a year.
website www.frc.org.uk. The AIC Code includes an explanation of
performance, and to determine their remuneration.
The work of the Management Engagement Committee is set out how the AIC Code adapts the principles and provisions set out in the
Meetings are held at least twice yearly and are arranged
on pages 27 and 28. UK Code to make them relevant for investment companies.
to coincide with the publication of the Company’s financial
statements. The Company has no Remuneration Committee, but otherwise has
complied with the principles and provisions of the AIC Code.
The Audit Committee Report is set out on pages 48 to 51.
The Chairman of the Board is also a member of the Audit Committee,
and this is considered acceptable due to his independence and
MIGO Opportunities Trust plc / Annual Report 2026 MIGO Opportunities Trust plc / Annual Report 2026 SR G G FS SI FS SI 41 41

| the small number of Directors. However, under | Other than their letters of appointment as | Diversity Policy | Board Diversity |  |
| --- | --- | --- | --- | --- |
| the terms of reference of the Audit Committee, | Directors, none of the Directors has a contract | The Board supports the principle of boardroom | The Board is supportive of the FCA’s UK Listing |  |
| the Chairman of the Board may not act as the | of service with the Company nor has there been | diversity. The Company’s policy is that the Board | Rules (UKLR 6.6.6(9) to (11)) to encourage greater |  |
| Chairman of the Audit Committee. | any other contract or arrangement between | and its committees should be comprised of | diversity on listed company boards to the effect that: |  |
|  | the Company and any Director at any time | directors who collectively display the necessary |  |  |
| The Corporate Governance Statement on |  |  | (i) at least 40% of the individuals on its board are |  |
|  | during the year. Directors are not entitled to any | balance of professional skills, experience, length |  |  |
| pages40 to 47 forms part of the Directors’ Report |  |  |  | women; |
|  | compensation for loss of office. | of service and industry knowledge and that |  |  |

on pages 36 to 39.
appointments to the Board and its committees (ii) at least one of the senior board positions is
The role of the Board is to promote the long-term
The Board should be made on merit, against objective held by a woman; and
sustainable success of the Company, generating
The Board is responsible for the effective criteria, including diversity in its broadest sense.
value for shareholders and contributing to wider (iii) at least one individual on the board is from a
governance and the overall management of the
society. The objective of the policy is to have a broad minority ethnic background.
Company’s affairs. The governance framework of
range of approaches, backgrounds, skills,
the Company reflects the fact that as an investment Board Leadership and Purpose The FCA’s disclosure requirements will serve as
knowledge and experience represented on the
company it outsources investment management Purpose and Strategy guidelines when appointing new Directors.
Board. The Directors believe that this will make
services to Asset Value Investors Limited as AIFM The Board assesses the basis on which the Company
the Board and its committees more effective at The Company has chosen to align its diversity
and company secretarial, administration and generates and preserves value over the long term.
promoting the long-term sustainable success reporting reference date with the Company’s
marketing services to Frostrow Capital LLP. The Strategic Report describes how opportunities
of the Company and generating value for financial year end and proposes to maintain
and risks to the future success of the business have
The Board’s key responsibilities are to set the shareholders by ensuring there is a breadth this alignment for future reporting periods.
been considered and addresses, the sustainability
strategy, values and standards; to provide leadership of perspective among the Directors and the TheCompany has met two of the three targets
of the Company’s business model and how its
within a controls framework which enables risks challenge needed to support good decision on board diversity as at its chosen reference date,
governance contributes to the delivery of its strategy.

| to be assessed and managed; to challenge |  | making. To this end, achieving a diversity of | 30 April 2026: 50% of individuals on the Board are |
| --- | --- | --- | --- |
| constructively and scrutinise performance of | The Company’s Objective and Investment Policy | perspectives and backgrounds on the Board and | women and a senior position, that of Chair of the |
| all outsourced activities; and to review regularly | are set out on page 18. | its committees will be a key consideration in any | Audit Committee and SID, is held by a woman. |
| the contracts, performance and remuneration of |  | director search process. |  |
|  | Strategy issues and all material operational |  | The relatively small size of the Company’s Board, |

the Company’s principal service providers and
matters are considered at Board meetings. The Board is aware that gender representation and therefore more infrequent vacancies and
Investment Manager. The Board is responsible for
objectives have been set for FTSE 350 companies opportunities for recruitment make achieving
all matters of direction and control of the Company, Board Culture
and that targets concerning ethnic diversity have diversity on the Board a more challenging, but
including its investment policy, and no one individual The Board aims to enlist differences of opinion,
been recommended for each FTSE 100 board to ongoing, process. Assuccession planning of the
has unfettered powers of decision. unique vantage points and areas of expertise.
have at least one director of colour by 2021 and for Board progresses over future years, the Company
The Chairman encourages open debate to foster
The Board consists of four non-executive each FTSE 250 board to have the same by 2024. will continue to strive for increased diversity on its
a supportive and co-operative approach for all
Directors, who have substantial recent and Board through its Diversity Policy. Further details
participants. Strategic decisions are discussed When appointing new Board members, the
relevant experience of investment trusts and on the Company’s appointment process can be
openly and constructively. Directors will consider gender and ethnic diversity
financial and public company management. found under Appointments to the Board below.
besides knowledge, skills and experience.
TheDirectors possess a wide range of business The Board aims to be open and transparent with
However, the Board does not feel that it would be As required under UKLR 6.6.6(10), further details in
and financial expertise relevant to the Company shareholders and other stakeholders, and for the
appropriate to set targets as all appointments are respect of the three targets outlined above as at
and consider that they commit sufficient time to Company to conduct itself responsibly, ethically
made on merit. 30 April 2026 is disclosed as follows. Each Director
the Company’s affairs. Brief biographical details of and fairly in its relationships with service providers.
volunteered how they wished to be included in the
the Directors, including details of their significant
tables.
commitments, can be found on page 35.
42 42 MIGO Opportunities Trust plc / Annual Report 2026 MIGO Opportunities Trust plc / Annual Report 2026
### Governance / Corporate Governance Report continued
(a) Table for reporting on gender identity or sex Directors’ Independence for directors to be appointed for a specified term,
In accordance with the AIC Code, as part of the although new directors will be appointed with the
Number of senior

|  |  |  |  |  | evaluation process, the Board has reviewed the | expectation that they will serve for a minimum |
| --- | --- | --- | --- | --- | --- | --- |
|  | No. of Board |  | positions on the |  |  |  |
|  |  |  |  |  | independence of each individual Director and the | period of three years subject to shareholder |
| As at 30 April 2026 |  | members Percentage |  | Board* |  |  |
|  |  |  |  |  | Board as a whole. | approval. The Board has adopted a policy whereby |

all Directors will be required to stand for re-election
Men 2 50% 1 (Chair of theBoard)
The AIC Code requires that this report should
annually, regardless of their length of tenure.
identify each non-executive Director the Board
Women 2 50% 1 (Audit Chair and SID*)

|  |  |  |  |  | considers to be independent in character and | Board Evaluation |
| --- | --- | --- | --- | --- | --- | --- |
| Not specified / prefer not to say – – – |  |  |  |  | judgement and whether there are relationships | An evaluation of the Board and its Committeesas |
|  |  |  |  |  | or circumstances which are likely to affect, or | well as the Chairman and the individual Directors is |
| * SID = Senior Independent Director |  |  |  |  | could appear to affect, a Director’s judgement, | carried out annually. In addition to evaluations carried |
| (b) Table for reporting on ethnic background |  |  |  |  | stating its reasons if it determines that a Director | out by the Board collectively, the Management |
|  |  |  |  |  | is independent notwithstanding the existence of | Engagement Committee on behalf of the Board |
|  |  |  | Number of senior |  | relationships or circumstances which may appear | considers annually whether an external evaluation |
|  | No. of Board |  | positions on the |  | to be relevant to its determination. | should be undertaken by an independent agency. |
| As at 30 April 2026 |  | members Percentage |  | Board* |  |  |
|  |  |  |  |  | Following formal performance evaluation, | The Chairman acts on the results of the Board’s |
| White British or other White (including |  |  |  |  | andhaving noted the willingness of each Director | evaluation by recognising the strengths and |
| minority-white groups) 4 100% 2 |  |  |  |  | to challenge and debate the activities of the AIFM | addressing the weaknesses of the Board and |
|  |  |  |  |  | and Investment Manager, the Board has concluded | recommending any areas for development. If |

Mixed/Multiple ethnic groups – – –
that each Director is independent in character and appropriate, the Chairman will propose that new
judgement. Furthermore, the Board is content that members are appointed to the Board or will seek
Asian/Asian British – – –
there are no relationships or circumstances which the resignation of BoardDirectors.
Black/African/Caribbean/Black British – – – are likely to affect the judgement of any Director.
During the year ended 30 April 2026, the
Policy on Tenure performance of the Board, its committees and
Other ethnic group – – –
The Board subscribes to the view that long- individual Directors (including each Director’s
Not specified/prefer not to say – – – serving directors should not be prevented from independence) was again evaluated through a
forming part of an independent majority. It does formal assessment process led by the Chairman.
* As an externally managed investment company, the Company has no executive directors, employees or internal not consider that a director’s tenure necessarily This involved the circulation of a Board and
operations. The Board has therefore excluded the columns relating to executive management from the tables
reduces their ability to act independently and, Committee evaluation questionnaire, tailored
above. In addition, the senior positions on the Company’s Board of the chief executive and the chief financial officer
following appropriate, formal performance to suit the nature of the Company, followed by
are not applicable to the Company. In the absence of the aforementioned roles, the Board considers the Chair of
the Audit Committee also to be a senior position on the Board. Caroline Gulliver serves as the Chair of the Audit evaluations, believes that directors may be discussions between the Chairman and each of
Committee and as the Senior Independent Director. considered independent in character and the Directors. Theperformance of the Chairman
judgement. The Board’s policy on tenure is that was evaluated by the other Directors under the
continuity and experience are considered to add leadership of the Senior Independent Director.
significantly to the strength of the Board and, as
As part of the Board evaluation discussions, each
such, no limit has been imposed on the overall
of the Directors also assessed the overall time
length of service of any of the Company’s Directors,
commitment of their external appointments and
including the Chairman. In view of its non-executive
it was concluded that all Directors have sufficient
nature, the Board considers that it is not appropriate
MIGO Opportunities Trust plc / Annual Report 2026 MIGO Opportunities Trust plc / Annual Report 2026 SR G G FS SI FS SI 43 43
time to discharge their duties. All Directors have pool of candidates. The Board will ensure that any Chairman and Senior Independent Director • supporting and also challenging the Investment
attended all scheduled Board and Committee search agency used has no connection with the The current Chairman, Richard Davidson, is Manager (and other suppliers where necessary);
meetings and have made themselves available for Company or any of the Board members and that deemed by his fellow independent Board
• ensuring effective communications with
ad hoc discussions where necessary. the appropriate disclosure is made in the relevant members to be independent and to have no
shareholders and, where appropriate, other
annual report. conflicting relationships. He is also the chairman of
stakeholders; and
The Chairman is satisfied that the structure and
Aberforth Smaller Companies Trust plc. The Board
operation of the Board continues to be effective Achieving a diversity and balance of skills and • engaging with shareholders to ensure that
considers that he has sufficient time to commit to
and relevant and that there is a satisfactory mix of knowledge in the Board will be a key determinant the Board has a clear understanding of
the Company’s affairs as necessary.
skills, experience and knowledge of the Company. of any new appointments. Selecting the best shareholders’ views.
The Board has considered the position of all the candidate, irrespective of background, is Caroline Gulliver was appointed as the Senior
Responsibilities of the SID
Directors including the Chairman as part of the paramount. This will benefit the effectiveness of Independent Director (“SID”) on 13 March 2024. Her
The SID serves as a sounding board for the
evaluation process and believes that it would be in the Board by creating a breadth of perspective biography and other appointments are detailed
Chairman and acts as an intermediary for
the Company’s best interests to recommend them among directors. on page 35 and the Board considers that she has
other Directors and shareholders. The SID is
for re-election at the forthcoming AGM. sufficient time to commit to the Company’s affairs
responsible for:
Where the Board appoints a new Director during
as necessary.
Board Composition and Succession the year or after the year-end and before the
• working closely with the Chairman and
The Board has approved a composition and notice of Annual General Meeting has been The Chairman, Richard Davidson, will reach nine
providing support;
succession plan to ensure that the Board published, that Director will stand for election by years’ service on the Board in December 2026.
• leading the annual assessment of the
members collectively (i) display the necessary shareholders at the next Annual General Meeting. In anticipation of this milestone, the Board has
performance of the Chairman;
balance of professional skills, experience, length developed a succession plan to support an
Induction/Development
orderly and effective transition. • holding meetings with the other non-executive
of service and industry/Company knowledge;
A procedure for the induction of new Directors
Directors without the Chairman being present,
and (ii) are fit and proper to direct the Company’s
has been established, including the provision Responsibilities of the Chairman
on such occasions as necessary;
business with prudence and integrity. This plan
of an induction pack containing relevant The Chairman’s primary role is to provide
is reviewed annually and at such other times as • carrying out succession planning for
information about the Company, its processes and leadership to the Board, assuming responsibility
circumstances mayrequire. theChairman’s role;
procedures. New appointees have the opportunity for its overall effectiveness in directing the
of meeting with the Chairman and relevant Company. The Chairman isresponsible for: • working with the Chairman, other Directors and
To this end, the Board collectively reviews all
persons at the AIFM, Investment Manager and shareholders to resolve major issues; and
appointments to the Board and its Committees
• taking the chair at general meetings and Board
and, if necessary, following a skills review of the Company Secretary. • being available to shareholders and other
meetings, conducting meetings effectively
current Directors, will seek to add persons with Directors to address any concerns or issues they
Directors are also given key information on the and ensuring that all Directorsare involved in
complementary skills or who possess skills and feel have not been adequately dealt with through
Company’s regulatory and statutory requirements discussions and decision making;
experience which might fill any gaps in the Board’s the usual channels of communication (i.e. through
as they arise including information on the role of
knowledge or experience and who can devote • setting the agenda for Board meetings and
the Chairman or the Investment Manager).
the Board, matters reserved for its decision, the
sufficient time to the Company to carry out their ensuring the Directors receive accurate, timely
terms of reference for the Board committees, Directors’ Other Commitments
duties effectively. and clear information for decision-making;
theCompany’s corporate governance practices Commitments or appointments of Directors are
• taking a leading role in determining the Board’s
and procedures and the latest financial set out on page 35. All of the Directors consider
The Board will ensure that a robust recruitment
composition and structure;
information. Directors are encouraged to that they have sufficient time to discharge
process is undertaken for all directors’
participate in training courses where appropriate. • overseeing the induction of new directors and theirduties.
appointments to deliver fair and effective
selection outcomes. Independent advisers will be the development of the Board as awhole;
appointed to aid directors’ recruitment and to help • leading the annual board evaluation process and
to mitigate the risk of self-selection from a narrow assessing the contribution of individual directors;
44 44 MIGO Opportunities Trust plc / Annual Report 2026 MIGO Opportunities Trust plc / Annual Report 2026
### Governance / Corporate Governance Report continued
Conflicts of Interest The Board is responsible for setting the Company’s corporate strategy and reviews the continued appropriateness of the Company’s investment objective,
Company Directors have a statutory obligation investment strategy and investment restrictions at each meeting.
to avoid a situation in which they (and connected
Meeting Attendance
persons) have, or can have, a direct or indirect
The Directors meet at regular Board meetings, held at least once a quarter, with additional meetings arranged as necessary. During the year to 30 April 2026,
interest that conflicts, or may possibly conflict, with
the interests of theCompany. the scheduled meetings held and attended by each Director were as below. There were also a number of ad hoc Board and Committee meetings to consider
matters such as the approval of regulatory announcements, the renewal of MIGO’s loan facility and other ad hoc matters. All meetings were attended by all
In line with the Companies Act 2006, the Board
Board members.
has the power to authorise any potential conflicts
of interest that may arise and impose such limits or Matters Reserved for Decision by the Board
conditions as it thinks fit. A register of interests and The Board has adopted a schedule of matters reserved for its decision. This includes, inter alia, the following:
potential conflicts is maintained and is reviewed at
• Decisions relating to the strategic objectives and overall management of the Company, including the appointment or removal of the Investment Manager
every Board meeting to ensure all details are kept
and other service providers, establishing the investment objectives, strategy and performance comparators, the permitted types or categories of
up to date. It was resolved at each Board meeting
investments and the proportion of assets that may be invested in them.
during the year that there were no direct or indirect
interests of a Director that conflicted with the • Requirements under the Companies Act 2006, including approval of the half-yearly and annual financial statements, recommendation of the final dividend (if
interests of the Company. Appropriate authorisation any), the appointment or removal of the Company Secretary, and determining the policy on share issuance and buybacks.
will be sought if any new conflicts or potential
• Matters relating to certain Stock Exchange requirements and announcements, the Company’s internal controls, and the Company’s corporate governance
conflicts arise.
structure, policies and procedures.
Board Meetings
• Matters relating to the Board and its Committees, including the terms of reference and membership of the committees, and the appointment of directors
The Board meets formally at least four times each
(including the Chairman and theSID if applicable).
year. Representatives of the Investment Manager
Day-to-day investment management is delegated to Asset Value Investors Limited. Operational management is delegated to Frostrow.
attend all meetings at which investment matters
are discussed; representatives from Frostrow are in
The Board takes responsibility for the content of communications regarding major corporate issues although the Investment Manager or Frostrow may act as
attendance at each Board meeting. The Chairman
spokesman. The Board is kept informed of relevant promotional material that is issued by the Investment Manager.
encourages open debate to foster a supportive
and co-operative approach for all participants. The
Management
primary focus at regular Board meetings is the
Audit Engagement
review of investment performance and associated

| matters, including asset allocation, together with |  | Board |  | Committee |  | Committee |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
| marketing and investor relations, peer group | meetings |  |  | meetings |  | meetings |  |
| information and industry issues. The Board reviews |  |  | (4) |  | (3) |  | (2) |

key investment and financial data, revenue and
Richard Davidson 4 3 2
expenses projections, analyses of asset allocation,
transactions, gearing policy, cash management, Caroline Gulliver 4 3 2
customised performance metrics and performance
comparisons, share price and net asset value Lucy Costa Duarte 4 3 2
performance. The Board’s approach to addressing
Ian Henderson 4 3 2
the Investment Manager’s performance and the
Company’s share price performance during the
year is described in the stakeholders section
beginning on page 29.
MIGO Opportunities Trust plc / Annual Report 2026 MIGO Opportunities Trust plc / Annual Report 2026 SR G G FS SI FS SI 45 45
## Internal Controls Structure
### BOARD OF DIRECTORS
The Board has a responsibility for establishing
Entirely independent and non-executive
and assessing internal controls to ensure the
Company operates effectively, efficiently and Sub-committees:
### PricewaterhouseCoopers LLP
within the risk appetites set by the Board. As • Audit Committee
### (Independent Auditors)
the Company relies on third-party service • Management Engagement Committee
providers for all of its operations, it obtains
regular reports from these counterparties on
### ASSET VALUE INVESTORS LIMITED
the nature and effectiveness of controls within
Principal third-party service providers
AIFM and Investment Manager
these organisations.
The Directors Reporting
The Company’s principal service providers are
• Investment performance update at each • Compliance Report
the AIFM and Investment Manager, AVI, as well • receive regular reporting at meetings;
meeting
• Effectiveness of control environment
as the Company Secretary and Administrator, • review, where available, the assurance report
• Internal Control Report
Frostrow Capital LLP, and the Custodian and • Portfolio attribution
produced by each organisation;
Depositary. The Board receives regular reporting
• receive additional reporting on the control
on compliance with the control environment
### environment from each of the principal third- FROSTROW CAPITAL LLP
and assesses the effectiveness of the internal
party service providers; and (Company Secretary and Administrator)
controls through review ofthe assurance reports
• formally evaluate their performance on an
from each of these organisations. Reporting
annual basis.
• Balance sheet • Portfolio transactions
In addition, the Company retains a number
of other providers who report regularly to the • Liquidity and gearing • Investment limits and restrictions (monthly)
Board. These include the registrar, broker and
• Income forecasts • Compliance with investment policy and
financial adviser, public relations and legal
guidelines (monthly)
• Portfolio valuation
adviser. Theservices provided by these firms are
• Effectiveness of control environment (annually)
not integral to the Company’s operating model
and internal controls and so the reporting they
### JP MORGAN EUROPE LIMITED AND JP MORGAN CHASE BANK, LONDON BRANCH
provide to the Board on their operations is less
(Depositary and Custodian)
stringent.
Reporting • Effectiveness of control environment
The Management Engagement Committee
• Depositary’s Report • Presentation from the Depositary and
formally evaluates the performance and
Custodian semi-annually
service delivery of all third-party service
providers at least annually and the Audit
Committee evaluates the performance of Other third-party service providers
the Company’s external auditors annually, Computershare Investor ServicesPLC Deutsche Numis
The Directors
following the completion of the annual audit (Registrar) (Corporate Broker)
process. • receive regular reporting on their activities at
meetings; and Stephenson Harwood LLP KL Communications
• formally evaluate their performance on an (Legal Adviser) (Public Relations)
annual basis.
46 46 MIGO Opportunities Trust plc / Annual Report 2026 MIGO Opportunities Trust plc / Annual Report 2026
### Governance / Corporate Governance Report continued
Risk Management and Internal Controls activity, portfolio and investment performance Regular reports from the Company’s corporate Socially Responsible Investment
The Board has overall responsibility for the over the preceding period, and compliance with stockbroker are submitted to the Board on The Company’s investment activities and
Company’s risk management and internal control the applicable rules and guidance of the FCA investor sentiment, industry issues and trends. day to day management is delegated to the
systems and for reviewing their effectiveness. and the UK Stewardship Code. The Investment Investment Manager and other third parties. As
The Company aims to provide shareholders with
TheCompany applies the guidance published Manager also seeks approval for specific transactions an investment trust, theCompany has no direct
a full understanding of the Company’s investment
by the Financial Reporting Council on internal which it is required to refer to the Board. social, community, employee or environmental
objective, policy and activities, its performance
controls. Internal control systems are designed responsibilities. Its principal responsibility to

|  | Ongoing communication with the Board is | and the principal investment risks by means of |  |
| --- | --- | --- | --- |
| to manage, rather than eliminate, the risk of |  |  | shareholders is to ensure that the investment |
|  | maintained between formal meetings. The | informative annual and half-yearly reports. This is |  |
| failure to achieve the business objective and |  |  | portfolio is properly managed and invested. As |
|  | Board and the Investment Manager operate in a | supplemented by the daily publication of the net |  |
| can provide only reasonable and not absolute |  |  | detailed on page 27, the management of the |
|  | supportive, co-operative and open environment. | asset value of the Company’s shares through the |  |
| assurance against material misstatement or loss. |  |  | portfolio has been delegated to the Company’s |

London Stock Exchange. The Company’s website,
These controls aim to ensure that the assets The Management Engagement Committee Investment Manager.
www.migoplc.co.uk is regularly updated and
of the Company are safeguarded, that proper evaluates the AIFM’s and Investment Manager’s
provides useful information about the Company, In light of the nature of the Company’s business
accounting records are maintained and that the performance and reviews the terms of the
including the Company’s financial reports, monthly there are no relevant human rights issues and the
Company’s financial information is reliable. The Investment Management Agreement at least
factsheets, Investment Manager’s commentaries, Company does not have a human rights policy.
Directors have a robust process for identifying, annually.
podcasts and announcements. The Company also
evaluating and managing the significant risks Stewardship and the Exercise of VotingPowers
Relationship with Other Service Providers held a number of webinars for investors.
faced by the Company, which are recorded in a As an externally managed investment company,
Representatives from Frostrow are in attendance
risk matrix. The Audit Committee, on behalf of the Shareholders wishing to communicate with the the Board delegates the majority of its
at each Board meeting to address questions on
Board, considers each risk as well as reviewing Chairman, or any other member of the Board, Stewardship and engagement responsibilities to
the Company’s operations, administration and
the mitigating controls in place. Each risk is may do so by writing to the Company, for the the Company’s Investment Manager. However,
governance requirements.
rated for its “likelihood” and “impact” and the attention of the Company Secretary at the offices the Board retains oversight of this process by
resultant numerical rating determines its ranking The Management Engagement Committee of Frostrow or by email at info@frostrow.com. All receiving regular updates from the Investment
into “Principal/Key”, “Significant” or “Minor”. This monitors and evaluates all of the Company’s other shareholders are encouraged to attend the AGM, Manager on its engagement activities and by
process was in operation during the year and service providers, including Frostrow, and also where they are given the opportunity to question reviewing the Investment Manager’s engagement
continues in place up to the date of this report. the Custodian, the Registrar and the Broker. At the the Chairman, the Board and the Investment and voting policies.
The process also involves the Audit Committee most recent review, in March 2026, the Committee Manager. The Directors welcome the views of all
Nominee Share Code
receiving and examining regular reports from the concluded that all the service providers were shareholders and place considerable importance
Where the Company’s shares are held via
Company’s principal service providers. The Board performing well. on communications with them.
a nominee company name, the Company
then receives a detailed report from the Audit
Relations with Shareholders The annual and half-yearly reports of the undertakes:
Committee on its findings. The Directors have not
A detailed analysis of the substantial shareholders Company are prepared by the Board and
identified any significant failures or weaknesses in • to provide the nominee company with multiple
in the Company is provided to the Directors at its advisers to present a full and readily
respect of the Company’s internal control systems. copies of shareholder communications, so long
each Board meeting. Representatives of the understandable review of the Company’s
as an indication of quantities has been provided
Information on the Company’s financial, strategic Investment Manager and Frostrow regularly performance. Copies of the annual report are
in advance; and
and operational risk management can be found in meet with institutional shareholders and private dispatched to shareholders by mail, where
the Strategic Report. this form of communication is chosen. It is also • to allow investors holding shares through a
client asset managers to discuss strategy and
possible to download the annual report and nominee company to attend general meetings,
to understand their issues and concerns and,
Relationship with the Investment Manager
other documents from the Company’s website at provided the correct authority from the
if applicable, to discuss corporate governance
At each Board meeting, representatives from the
www.migoplc.co.uk. nominee company is available.
issues. Theresults of such meetings are reported
AIFM and Investment Manager are in attendance
at the following Board meeting.
to present verbal and written reports covering their
MIGO Opportunities Trust plc / Annual Report 2026 MIGO Opportunities Trust plc / Annual Report 2026 SR G G FS SI FS SI 47 47

| Nominee companies are encouraged to provide | Audit, Risk and Internal Control |
| --- | --- |
| the necessary authority to underlying shareholders | The Statement of Directors’ Responsibilities |
| to attend the Company’s general meetings. | onpage 56 describes the Directors’ responsibility |

for preparing this Annual Report.
Significant Holdings and Voting Rights
Details of the shareholders with substantial The Audit Committee Report, beginning on
interests in the Company’s shares, the Directors’ page48, explains the work undertaken to allow the
authorities to issue and repurchase the Company’s Directors to make this statement and to apply the
shares, and the voting rights of the shares are set going concern basis of accounting. It also sets out
out in the Directors' Report on pages 36 to 39. the main roles and responsibilities and the work
of the Audit Committee throughout the year, and
Independent Professional Advice
describes the Directors’ review of the Company’s
The Board has formalised arrangements under
risk management and internal control systems.
which the Directors, in the furtherance of their
duties, may seek independent professional advice A description of the principal risks facing the
at the Company’s expense. Company and an explanation of how they are
being managed is provided in the Strategic Report
During the year, legal advice was provided by
on pages 21 to 25.
Stephenson Harwood LLP in respect of the new
loan facility with OakNorth Bank plc. The Board’s assessment of the Company’s
longer-term viability is set out in the Business
Stephenson Harwood LLP and Deutsche Numis
Review on page 26.
also provided professional advice and support

| during the discussions about the changes of | Remuneration |
| --- | --- |
| co-manager, portfolio approach, fee structure and | The Directors’ Remuneration Report beginning |
| capital return mechanisms. | on page 52 sets out the levels of remuneration |

for each Director and explains how Directors’
Kaso Legg Communications Limited facilitated
remuneration is determined.
communication with shareholders and the market
in general. By order of the Board
Company Secretary
The Board has direct access to the advice and
services of the Company Secretary, Frostrow,
which is responsible for ensuring that the Board Frostrow Capital LLP
and Committee procedures are followed and that Company Secretary
the Company complies with applicable regulations.
The Company Secretary is also responsible to the 13 July 2026
Board for ensuring timely delivery of information
and reports and that statutory obligations of the
Company are met.
48 MIGO Opportunities Trust plc / Annual Report 2026
### Governance / Audit Committee Report
Composition to the Board on significant financial reporting • to review the policy on the engagement of the
The Committee is chaired by Caroline Gulliver. issues and judgements in those statements external Auditors to supply non-audit services
Due to the small size of the Board, the Committee having regard to matters communicated to it by and considering relevant guidance regarding the
comprises all of the Directors, including the the Auditors; provision of non-audit services by the external
Chairman of the Board. In accordance with the audit firm; and
• to review the effectiveness of the Company’s
terms of reference of the Committee and the
internal control and risk management systems • to consider the need for an internal audit
AIC Code, the Chairman of the Board may be a
and those of its third-party service providers; function; and
member provided he or she was independent on

|  | his/her appointment as Chairman, but may not | • to make recommendations to the Board | • to consider whether a dividend is required to be |
| --- | --- | --- | --- |
|  | act as the Committee Chairman. All Directors are | on whether the Company’s annual report, | paid by the Company in respect of the previous |
|  | non-executive and were considered independent | when taken as a whole, is fair balanced and | financial year; |
| CAROLINE GULLIVER | during the year, as discussed on page 37 ●and ●in the | understandable and provides shareholders |  |

Significant Reporting Matters
Report of the Directors. The Committee considers with the information they need to assess the
The significant reporting matters with respect to
that at least one member has recent and relevant Company’s position and performance, business
### I am pleased to present the Audit
the annual report considered by the Committee
experience in accounting or auditing and that the model, strategy and continued operation
### Committee (the “Committee”) Report during the year were:
Committee as a whole has experience relevant (including advising the Board on whether the
### for the year ended 30 April 2026.
to the investment trust industry. The Directors’ Company is able to meet its liabilities as they fall Verification of ownership and valuation of the
biographies can be found on page 35. due); Company’s holdings. The valuation of investments
is undertaken in accordance with the accounting
The Committee met three times during the year • to receive and consider reports from the
policies in note 1 to the Financial Statements
with all members of the Committee attending each Compliance Officer of the Investment Manager
on page 66. Controls are in place to ensure that
meeting. and AIFM;
valuations are appropriate and existence is verified
The Company’s Auditors are invited to attend • consideration of the annual confirmation from through reconciliations with the Custodian. The
meetings as necessary. Representatives of the the Company’s Depositary in respect of the Committee discussed the processes and controls
AIFM and Investment Manager may also be invited. safekeeping of the Company’s assets. with Frostrow and the AIFM. Having reviewed the
The Company Secretary acts as the Secretary to processes and controls, the Committee confirmed
• to consider the accounting policies of the
the Committee. it was satisfied that the investments had been
Company;
valued correctly and the Company’s ownership
Responsibilities of the Committee
• to monitor adherence to best practice in was appropriately documented.
The Committee’s responsibilities are set out in
corporate governance;

| formal terms of reference which are available on |  | The portfolio includes holdings where the investee |
| --- | --- | --- |
| the Company’s website www.migoplc.co.uk and | • to make recommendations to the Board | company is in a process of realisation/ liquidation. |
| which are reviewed annually. The Committee’s | in relation to the re-appointment of the | As at 30 April 2026, 19 out of 35 holdings (2025: |
| primary responsibilities are: | Auditors, their terms of engagement and their | 9 out of 46 holdings) were in a process of |
|  | remuneration; | realisation, representing 54.0% (2025: 19.8%) of the |

• to monitor the integrity of the financial
portfolio value. The Investment Manager provides
statements of the Company, including its Annual • to review the scope, results, cost effectiveness,
comprehensive updates on investee companies
and Half-Yearly Reports and any other formal independence and objectivity of the external
at each Board meeting and the Directors have
announcements of the Company relating to its Auditors;
regular discussions with the Investment Manager
financial performance, and to review and report
MIGO Opportunities Trust plc / Annual Report 2026 SR IR G FS SI 49
about the impact of this ‘tail’ on the Company and underpinned by involvement in the planning Against this background, a risk matrix has been During the year, the Committee reviewed reports
its performance. for its preparation and review of the processes developed which covers key risks that the from the Depositary on its regulatory oversight and
to assure the accuracy of factual content. The Company faces, the likelihood of their occurrence due diligence duties. Nothing material was brought
Recognition of Revenue from Investments
internal controls over financial reporting were and their potential impact, how these risks are to the attention of the Committee, and no breaches
The Committee took steps to gain an
also considered, together with feedback from the monitored and the mitigating controls put in place. or pricing errors were reported during the year.
understanding of the processes in place to
Company’s Auditors, the Investment Manager and The Board has delegated to the Committee the
record investment income and transactions. The Following these reviews, the Committee
the Company Secretary. responsibility for the review and maintenance
Committee sought, and received, confirmation that concluded that there were no significant control
of the risk matrix. It reviews the risk matrix twice
all dividends receivable have been accounted for The Board’s conclusions in this respect are set out weaknesses or other issues that needed to be
yearly, bearing in mind any changes to the
correctly. in the Statement of Director’s Responsibilities on brought to the attention of the Board.
Company, its environment or service providers
page 56.
Other Reporting Matters/Accounting Policies since the last review. The Committee considers The Committee members confirm that they have
The current accounting policies, as set out on Internal Controls and Risk Management whether any new risks are emerging as a result of carried out a review of the effectiveness of the
pages ●66 and ●67, have been applied consistently The Board has overall responsibility for the risk any such changes and any significant changes to system of internal control and risk management
throughout the year and the prior period, where assessment and review of the internal controls the risk matrix are discussed with the Board. during the year, as set out above and that:
applicable. of the Company, undertaken in the context of its
The ongoing conflict in Ukraine and the new war (a) an ongoing procedure for identifying,
investment objective.
Going Concern in the Middle East have impacted global energy evaluating and managing significant risks
Having reviewed the Company’s financial position The review covers the key business, operational, supplies, shipping routes and broader regional faced by the Company was in place for the
and liabilities, the Committee is satisfied that it is compliance and financial risks facing the Company. stability, and have heightened investor risk aversion year under review and up to the date of this
appropriate for the Board to prepare the financial In arriving at its judgement of what risks the and contributed to market volatility. The Company’s report. This procedure is regularly reviewed
statements on the going concern basis. Further Company faces, the Board has considered the risk matrix takes account of such risks on various by the Board; and
detail is provided on page 26●. Company’s operations in light of the following aspects of the Company’s operations and
(b) they are responsible for the Company’s
factors: investment management. The Committee keeps all
Viability Statement system of internal controls and for reviewing
developments under close review, but there were
The Committee also considered the Company’s • the nature of the Company, with all management its effectiveness and that it is designed
no fundamental changes to the Company’s risk
financial position and principal risks in connection functions outsourced to third-party service to manage the risk of failure to achieve
management processes during the year, and no
with the Board’s statement on the longer-term providers; business objectives. This can only provide
significant failings or weaknesses were identified

| viability of the Company, which is set out on |  |  | reasonable, but not absolute, assurance |
| --- | --- | --- | --- |
|  | • the nature and extent of risk which it regards as | from the Committee’s most recent risk review. |  |
| pages26 and 27 in the Business Review. |  |  | against material misstatement or loss. |

acceptable for the Company to bear within its
The Committee acknowledges that the Company
Financial Statements overall investment objective; Material Controls
is reliant on the systems utilised by its service
The Board has asked the Committee to confirm With effect for accounting periods beginning on or
• the threat of such risks becoming a reality; and providers. The Committee receives internal
that in its opinion the Board can make the after 1 January 2026, listed investment companies
controls reports from, and reviews the internal
statement that the Annual Report taken as a whole • the Company’s ability to reduce the incidence will need to comply with the updated provision34
controls in place at, the Investment Manager and
is fair, balanced and understandable and provides and impact of risk on its performance. of the AIC Code of Corporate Governance,
AIFM twice annually. The internal controls reports
the information necessary for shareholders to which deals with Board monitoring of controls.
from its other principal service providers – from the
assess the Company’s position, performance, The provision mirrors updates made to the UK
Company’s Administrator and Company Secretary;
business model, strategy and continued operation. Corporate Governance Code.
from the Custodian; and from the Registrar - are
The Committee has given this confirmation on reviewed on an annual basis.
the basis of its review of the whole document,
50 MIGO Opportunities Trust plc / Annual Report 2026
### Governance / Audit Committee Report continued
During the year, the Committee took steps to • the statement by the Auditors that they PwC were appointed in September 2016 to audit Based on the requirements, another tender
ensure the Board would be able to address the remain independent within the meaning of the the financial statements for the year ended 30 April process will be conducted no later than 2036. PwC
new requirements by revisiting the Company’s risk regulations and their professional standards. 2017 and subsequent financial periods. The period will not be eligible to take part in this tender (if they
landscape and internal controls environment and of total uninterrupted engagement is ten years. are still in post) as they will have completed 20
In order to consider the effectiveness of the Audit
reflecting on its appropriateness, applicability and years as the Company’s Auditors.
process, the Committee reviewed: Ms Lauren Cooper is the current Engagement
relevance.
Lead, and this is her second year in this role having In addition, the Committee continues to consider
• the Auditors’ fulfilment of the agreed audit plan;
Internal Audit been allocated to the Company by PwC for the annually the need to go to tender for audit quality,
The Company does not have an internal audit • the report arising from the audit itself; and year ended 30 April 2025. remuneration or independence reasons.
function as all of its day-to-day operations are
• feedback on the Auditors’ performance during Audit Tender Non-Audit Services
delegated to third parties, all of whom have their
the audit from Frostrow and AVI, together with As notified in last year’s Annual Report, a In accordance with the Company’s non-audit
own internal control procedures. The Committee
the Committee’s own views of the process. competitive audit tender process, led by the services policy, the Audit Committee reviews
discussed whether it would be appropriate to
Committee, was undertaken in March 2026. The the scope and nature of all proposed non-
establish an internal audit function, and agreed that The Committee also reviewed the outcomes of the
Committee adopted formal audit tender guidelines audit services before engagement to ensure
the existing system of monitoring and reporting by FRC’s annual Audit Quality Reviews and discussed
to govern the audit tender process. that auditor independence and objectivity are
third parties remains appropriate and sufficient. the findings with the Auditors.
safeguarded. The audit policy includes a list of
A range of audit firms was considered not just
External Auditors A summary of the Company’s policy on the non-audit services which may be provided by the
those who are part of the “Big Four” group of
The Audit provision by the Auditors of non-audit services to Auditors as long as there is no apparent threat to
audit firms. A selection of audit firms was then
The nature and scope of the audit for the Company can be found below. independence, as well as a list of services which
invited to participate, and two firms submitted
the year under review, together with are prohibited. Non-audit services are capped at
The Committee is satisfied with the Auditors’ proposals and were interviewed by the Committee.
PricewaterhouseCoopers LLP‘s (“PwC”) audit plan, 70% of the average of the statutory audit fees for

|  | independence and the effectiveness of the audit | The Committee submitted the two audit firm |  |
| --- | --- | --- | --- |
| were considered by the Committee on 17 March |  |  | the preceding three years. |
|  | process, together with the degree of diligence and | candidates for the engagement to the Board, |  |

2026. The Committee then met PwC on 2 July
professional scepticism brought to bear. together with a justified preference for one of them. No non-audit services were provided by the
2026 to formally review the outcome of the audit
Following due consideration, the Board resolved Auditors during the year ended 30 April 2026 (2025:
and to discuss the limited issues that arose. The The audit fee for the year ended 30 April 2026 was
to re-appoint the Committee’s preferred candidate, none).
Committee also discussed the presentation of the £57,012 (2025: £59,094).
PwC.
Annual Report with the Auditors and sought their Effectiveness of the Committee
Appointment and Tenure
perspective. Lauren Cooper, as the Engagement Lead for
As a public company listed on the London Stock A formal internal Board review which included
the financial year under review, confirmed PwC’s
Independence and Effectiveness Exchange, the Company is subject to mandatory reference to the Committee’s effectiveness was
willingness to continue to act as Auditors to
In order to fulfil the Committee’s responsibility auditor rotation requirements. In accordance with undertaken by the Chairman of the Company
the Company for the forthcoming financial year
regarding the independence of the Auditors, the current legislation, the Company is required to during the year. As part of the evaluation, the
and a resolution for their re-appointment will be
Committee reviewed: conduct an audit tender process at least every 10 Committee reviewed the following:
proposed at the AGM.
years and will have to change its auditors after a
• the senior audit personnel in the audit plan for • the composition of the Committee;
maximum of 20 years. In addition, the nominated
the year;
Engagement Leader is required to rotate after • the leadership of the Committee;
• the Auditors’ arrangements concerning any serving a maximum of five years with the Company.
• the Committee’s monitoring of compliance with
conflicts of interest;
corporate governance requirements;
• the extent of any non-audit services; and
MIGO Opportunities Trust plc / Annual Report 2026 SR IR G FS SI 51
• the Committee’s review of the quality and
appropriateness of financial accounting and
reporting;
• the Committee’s review of significant risks and
internal controls; and
• the Committee’s assessment of the
independence, competence and effectiveness
of the Company’s external Auditors.
It was concluded that the Committee was
performing satisfactorily and there were no formal
recommendations made to the Board.
Caroline Gulliver
Audit Committee Chair
13 July 2026
52 MIGO Opportunities Trust plc / Annual Report 2026
### Governance / Directors’ Remuneration Report
### For the year ended 30 April 2026
Statement from the Chairman The Board considers the framework for the remuneration of the Directors on an annual basis. It reviews
I am pleased to present the Directors’ Remuneration Report for the year ended 30 April 2026. An ordinary the ongoing appropriateness of the Company’s remuneration policy and the individual remuneration of
resolution for the approval of this report will be put to shareholders at the forthcoming Annual General Directors by reference to the activities of the Company and comparison with other companies of a similar
Meeting. The law requires the Company’s Auditors, PricewaterhouseCoopers LLP, to audit the Directors’ structure and size. This is in line with the AICCode.
fees and beneficial interests. Where disclosures have been audited, they are indicated as such. TheAuditors’
For the year ended 30 April 2026, Directors’ fees were set at the rate of £40,000 per annum for the
opinion is included in the Independent Auditors’ Report on pages 57 to 61.
Chairman, £35,000 per annum for the Chair of the Audit Committee and £30,000 per annum for other
During the year under review, the Board consisted entirely of independent non-executive Directors and non-executive Directors.
the Company had no employees. We have not, therefore, reported on those aspects of remuneration
Following a review of Directors’ fees during the year, fees were increased with effect from 1 May 2026
that relate to executive directors. Due to the small size and nature of the Board, it is not considered
to £41,000 per annum for the Chairman, £36,000 for the Chair of the Audit Committee and £31,000 for
appropriate for the Company to establish a separate remuneration committee and the remuneration of
other non-executive Directors. This was done in accordance with the Company’s Remuneration Policy
the Directors is therefore dealt with by the Board as a whole.
on page55 which states that Directors’ remuneration is determined with reference to comparable
organisations and appointments and that all levels of remuneration should reflect both the time
commitment and responsibility of the role.
Directors’ Fees for the Year (audited)
The Directors who served during the year received the following emoluments:
Year ended 30 April 2026 Year ended 30 April 2025

|  |  |  |  |  |  |  |  |  |  |  |  |  |  | 2026 |  |  | 2025 |  |  | 2024 |  |  | 2023 |  |  | 2022 |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |  | Percentage |  |  | Percentage |  |  | Percentage |  |  | Percentage |  |  | Percentage |  |  |
|  | Fees |  | Expenses |  | Total |  | Fees |  | Expenses |  | Total |  |  | change |  |  | change |  |  | change |  |  | change |  |  | change |  |
|  |  | £ |  | £ |  | £ |  | £ |  | £ |  | £ |  |  | (%) |  |  | (%) |  |  | (%) |  |  | (%) |  |  | (%) |
| Richard Davidson (Chairman) 40,000 – 40,000 |  |  |  |  |  |  | 39,300 – 39,300 1.8% (13.4%) 28.1 18.4% (1.5%) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

Caroline Gulliver (Audit Committee
1
Chair) 35,000 – 35,000 33,800 – 33,800 3.6% n/a n/a n/a n/a
2
Lucy Costa Duarte 30,000 – 30,000 28,400 – 28,400 5.6% (15.0%) n/a n/a n/a
2
Ian Henderson 30,000 – 30,000 28,400 – 28,400 5.6% (14.7%) n/a n/a n/a
3
Hugh van Cutsem – – – 5,607 – 5,607 n/a n/a 28.1% 16.6% 1.4%
135,000 – 135,000 135,507 – 135,507 (0.4%) (26.7%) 55.9% 19.5% 19.5%
1
Appointed as a Director on 29 December 2023.
2 Appointed as a Director on 1 November 2022.
3
Retired as a Director on 10 July 2024.
HIGO Opportunities: Trust plc / Annual Report 2025

19 20 21 22 23

The Directors' fees set out in the table above exclude any employers' national insurance contributions, if applicable. No other forms of remuneration were received by the Directors and, therefore, the fees represent the total remuneration of each Director.

No payments were made to former directors of the Company during the year other than set out in the table above.

# **Other Benefits**

The Company's Articles of Association provide that Directors are entitled to be reimbursed for reasonable expenses incurred by them in connection with the performance of their duties and attendance at Board and General Meetings. The claims for taxable expenses, if applicable, are set out in the table above.

No pension schemes or other similar arrangements have been established for the Directors and no Director is entitled to any pension or similar benefits pursuant to their Letters of Appointment.

# **Loss of Office**

Directors do not have service contracts with the Company but are engaged under Letters of Appointment. These specifically exclude any entitlement to compensation upon leaving office for whatever reason.

# **Performance**

The graph below compares the total return (assuming all dividends are sterling reinvested) to Ordinary shareholders, compared with the Deutsche Numis All Share Total Returns Index (inc Investment Companies), chosen as it is a broad equity index. SONIA plus 2%, the Company's benchmark, is also shown.

![img-2.jpeg](img-2.jpeg)

Source: Deutsche Numis

Source: Morningstar

The data has been released to 100 at 30 April 2025 (the start of the period covered by the graph).

# **Relative Importance of Spend on Pay**

The table below shows the comparative cost of Directors' fees compared with the level of dividend distribution and Company expenses for the years ended 30 April 2025 and 30 April 2025.

|   | 2025 £'000 | 2025 £'000 | Change %  |
| --- | --- | --- | --- |
|  Total Returns | 12,744 | (3,983) | 420.0%  |
|  Directors' fees | 135 | 136 | 10.4%  |
|  Dividend paid | - | 127 | n/a  |
|  Share Buybacks | 8,551 | 11,687 | (26.8%)  |

# **Directors' Beneficial Interests (audited)**

The interests of the Directors and persons closely associated with them in the Ordinary shares of the Company are set out below:

|   | At 30 April 2026 Number of shares | At 30 April 2025 Number of shares  |
| --- | --- | --- |
|  Richard Davidson | 87,000 | 87,000  |
|  Lucy Costa Duarte | 6,115 | 6,115  |
|  Ian Henderson | 9,053 | 9,053  |
|  Caroline Gulliver | 10,000 | 10,000  |

There have been no changes to any of the above holdings between 30 April 2026 and the date of this report.

There is no requirement under the Company's Articles of Association for Directors to hold shares in the Company.

The interests of representatives of the Portfolio Managers in the Ordinary shares of the Company are set out below:

|   | At 30 April 2026 Number of shares | At 30 April 2025 Number of shares  |
| --- | --- | --- |
|  Tom Treanor | 99,335 | n/a  |
|  Charlotte Cuthbertson | 4,400 | 1,252  |
54 MIGO Opportunities Trust plc / Annual Report 2026
### Governance / Directors’ Remuneration Report continued
Statement of Voting at Annual General Meeting
The Directors’ Remuneration Report for the year ended 30 April 2025 was approved by shareholders
atthe Annual General Meeting held on 18 September 2025.
2,097,167 votes (98.31%) were in favour, with 36,014 votes (1.69%) against and 17,794 votes withheld.
Anyproxy votes which were at the discretion of the Chairman were included in the “for” total.
Approval
The Directors’ Remuneration Report was approved by the Board of Directors on 13 July 2026 and signed
on its behalf by:
Richard Davidson
Chairman
MGD Opportunities Trust plc / Annual Report 2025

18 19 20 21 22 23

# Governance / Directors' Remuneration Policy

The Board's policy is that the remuneration of the Directors should reflect the experience of the Board as a whole, and be determined with reference to comparable organisations and appointments. The level of remuneration has been set in order to attract individuals of a calibre appropriate to the future development of the Company. The remuneration of the Directors will take into account the duties and responsibilities of the Directors and the expected time commitment to the Company's affairs.

The fees of the Directors are determined within the limits set out in the Company's Articles of Association, which stipulate that the aggregate amount of Directors' fees shall not exceed £250,000 in any financial year or any greater sum that may be determined from time to time by ordinary resolution of the Company. The Directors are not eligible for bonuses, pension benefits, share options, long-term incentive schemes or other benefits. There are no performance conditions attaching to the remuneration of the Directors as the Board does not believe this to be appropriate for non-executive Directors.

As set out in the Company's Articles of Association, Directors are entitled to be paid all reasonable travel, hotel or other expenses properly incurred in or about the performance of their duties as Directors, including expenses incurred in attending Board or shareholder meetings. In certain circumstances, under HMRC rules, travel and other out of pocket expenses reimbursed to the Directors may be considered as taxable benefits. Where expenses are classed as taxable under HMRC guidance, they are shown in the expenses column of the Directors' remuneration table on page 52 along with the associated tax liability.

Fees for any new Director appointed will be on the above basis. Fees payable in respect of subsequent periods will be determined following an annual review. No communications have been received from shareholders regarding Directors' remuneration. The Board will consider any comments received from shareholders on the Directors' Remuneration Policy.

None of the Directors has a contract of service with the Company, but letters of appointment setting out the terms of their appointment as non-executive Directors are in place and are available on request from the Company Secretary and will be available at the Company's Annual General Meeting. All Directors stand for re-election annually. Compensation will not be paid upon loss of office.

This policy was last approved by shareholders at the Annual General Meeting held in 2023. 3,623,139 votes (99.14%) were in favour, with 31,375 votes against 10.86% and 11,460 votes withheld. Any proxy votes which were at the discretion of the Chairman were included in the 'for' total.

In accordance with regulations, an ordinary resolution to approve the Directors' Remuneration Policy will be put to shareholders at least once every three years. If there have been no proposed changes to the policy in the meantime. Therefore, the Directors' Remuneration Policy will be put to shareholders at this year's AGM.

|   | Current fees for year to 30 April 2027 £ | Fees for year to 30 April 2026 £  |
| --- | --- | --- |
|  Chairman | 41,000 | 40,000  |
|  Audit Committee Chair | 38,000 | 35,000  |
|  Non-executive Director | 31,000 | 30,000  |
|  Total Director's fees for the year | 139,000 | 135,000  |
|  Total aggregate annual fees that the Articles allow | 250,000 | 250,000  |
56 MIGO Opportunities Trust plc / Annual Report 2026
### Governance / Statement of Directors’ Responsibilities in respect of the Financial Statements
The Directors are responsible for preparing the show and explain the Company’s transactions and • they have taken all the steps that they ought
Annual Report and the financial statements in disclose with reasonable accuracy at any time the to have taken as a Director in order to make
accordance with applicable law and regulation. financial position of the Company and enable them themselves aware of any relevant audit
to ensure that the financial statements and the information and to establish that the Company’s
Company law requires the Directors to prepare
Directors’ Remuneration Report comply with the auditors are aware of that information.
financial statements for each financial year. Under
Companies Act 2006.
that law the Directors have prepared the financial
statements in accordance with United Kingdom The Directors are responsible for the maintenance
Approved by the Board of Directors and signed on
Generally Accepted Accounting Practice (United and integrity of the Company’s website. Legislation
its behalf by
Kingdom Accounting Standards, including FRS 102 in the United Kingdom governing the preparation
“The Financial Reporting Standard applicable in the and dissemination of financial statements may
UK and Republic of Ireland”, and applicable law). differ from legislation in other jurisdictions.
Richard Davidson
Under company law, the Directors must not Directors’ Confirmations Chairman
approve the financial statements unless they The Directors consider that the Annual Report
13 July 2026
are satisfied that they give a true and fair view and financial statements, taken as a whole, is
of the state of affairs of the Company and of the fair, balanced and understandable and provides
profit or loss of the Company for that period. In the information necessary for shareholders to
preparing the financial statements, the Directors assess the Company’s position and performance,
are requiredto: business model and strategy.
• select suitable accounting policies and then Each of the Directors, whose names and functions
apply them consistently; are listed in the ‘Board of Directors’ on page 35
confirm that, to the best of their knowledge:
• state whether applicable United Kingdom
Accounting Standards, including FRS 102
• the Company’s financial statements, which
have been followed, subject to any material
have been prepared in accordance with United
departures disclosed and explained in the
Kingdom Accounting Standards, including
financial statements;
FRS 102, give a true and fair view of the assets,
• make judgements and accounting estimates liabilities, financial position and profit of the
that are reasonable and prudent; and Company; and
• prepare the financial statements on the going • the Strategic Report includes a fair review of the
concern basis unless it is inappropriate to development and performance of the business
presume that the Company will continue in and the position of the Company, together
business. with a description of the principal risks and
uncertainties that it faces.
The Directors are responsible for safeguarding
the assets of the Company and hence for taking In the case of each Director in office at the date the
reasonable steps for the prevention and detection Directors’ Report is approved:
of fraud and other irregularities.
• so far as the Director is aware, there is no
The Directors are also responsible for keeping relevant audit information of which the
adequate accounting records that are sufficient to Company’s Auditors are unaware; and
MIGO Opportunities Trust plc / Annual Report 2026 SR IR G FS SI 57
### Governance / Independent Auditors’ Report
## Report on the audit of the financial statements to the members of MIGO Opportunities Trust plc
Opinion Our audit approach
In our opinion, MIGO Opportunities Trust plc’s financial statements: Overview
• ● give a true and fair view of the state of the company’s affairs as at 30 April 2026 and of its return and
Audit scope • We conducted our audit of the financial statements using information
cash flows for the year then ended;
from the AIFM and Frostrow Capital LLP (the “Administrator”), to whom
• ● have been properly prepared in accordance with United Kingdom Generally Accepted Accounting
the company has engaged to provide all administrative functions. We
Practice (United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard
also used information from Waystone Administration Solutions (UK)
applicable in the UK and Republic of Ireland”, and applicable law); and
Limited, whom Frostrow Capital LLP has engaged to provide certain
• ● have been prepared in accordance with the requirements of the Companies Act 2006. administrative functions.
We have audited the financial statements, included within the Annual Report, which comprise: • ● We tailored the scope of our audit taking into account the types of
investments within the Company, the involvement of the third parties
• ● the Statement of Financial Position as at 30 April 2026;
referred to above, the accounting processes and controls and the
• ● the Income Statement for the year then ended;
industry in which the Company operates.
• ● the Statement of Changes in Equity for the year then ended;
• ● We obtained an understanding of the control environment in place at
• ● the Statement of Cash Flow for the year then ended; and both the AIFM and the Administrator, and adopted a fully substantive
• ● the notes to the financial statements, which include a description of the significant accounting policies. testing approach using reports obtained from the Administrator.
Our opinion is consistent with our reporting to the Audit Committee.
Key audit matters • Valuation and existence of investments.
Basis for opinion • ● Income from investments.
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and
Materiality • Overall materiality: £701,000 (2025: £659,000) based on 1% of Net
applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities
Asset Value.
for the audit of the financial statements section of our report. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion. • ● Performance materiality: £525,750 (2025: £494,000).
Independence The scope of our audit
We remained independent of the company in accordance with the ethical requirements that are As part of designing our audit, we determined materiality and assessed the risks of material
relevant to our audit of the financial statements in the UK, which includes the FRC’s Ethical Standard, misstatement in the financial statements.
as applicable to listed public interest entities, and we have fulfilled our other ethical responsibilities in
Key audit matters
accordance with these requirements.
Key audit matters are those matters that, in the auditors’ professional judgement, were of most
To the best of our knowledge and belief, we declare that non-audit services prohibited by the FRC’s significance in the audit of the financial statements of the current period and include the most significant
Ethical Standard were not provided. assessed risks of material misstatement (whether or not due to fraud) identified by the auditors, including
those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit;
We have provided no non-audit services to the company in the period under audit.
and directing the efforts of the engagement team. These matters, and any comments we make on the
results of our procedures thereon, were addressed in the context of our audit of the financial statements
as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these
matters.
This is not a complete list of all risks identified by our audit.
58 MIGO Opportunities Trust plc / Annual Report 2026
### Governance / Independent Auditors’ Report continued
The key audit matters below are consistent with last year.
### Key audit matter How our audit addressed the key audit matter
Valuation and existence of investments
Refer to the Audit Committee Report, Accounting Policies and Note 9 to the Financial Statements. The Our approach to addressing the matter involved the following procedures:
investment portfolio at 30 April 2026 consists largely of listed equity investments valued at £74.5m.
• ●Tested the valuation of all listed equity investments as at 30 April 2026 by agreeing the valuation to
We focused on the valuation and existence of listed investments as the balance is the most significant
independent third-party sources; and
financial reporting item within the Financial Statements.
• Tested the existence of all of the listed equity investments as at 30 April 2026 by agreeing
investment holdings to an independent custodian confirmation.
Income from investments
Refer to the Audit Committee Report, Accounting Policies and Note 2 to the Financial Statements. The We assessed the accounting policy for income recognition for compliance with accounting
Company has reported revenue of £2.3m (2025: £2.3m). We focused on the accuracy, completeness and standards and the AIC SORP and performed testing to check that income had been accounted for in
occurrence of investment income as incomplete or inaccurate income could have a material impact accordance with the stated accounting policy. We found that the accounting policies implemented
on the Company’s net asset value. We also focused on the accounting policy for investment income were in accordance with accounting standards and the AIC SORP, and that income from investments
recognition and the presentation of investment income in the Income Statement for compliance with has been accounted for in accordance with the stated accounting policy. We tested accuracy
the requirements of The Association of Investment Companies Statement of Recommended Practice for all dividend receipts by agreeing the dividend rates to independent market data. To test for
(the “AIC SORP”), as incorrect application could indicate a misstatement in income recognition. completeness, we tested, for a sample of investment holdings in the portfolio, that all dividends
declared in the market had been recorded. We tested occurrence by testing that all dividends
recorded in the year have been declared in the market.
How we tailored the audit scope the AIFM and the Administrator in accordance with generally accepted assurance standards for such
We tailored the scope of our audit to ensure that we performed enough work to be able to give an work. Following this assessment, we applied professional judgement to determine the extent of testing
opinion on the financial statements as a whole, taking into account the structure of the company, the required over each balance in the financial statements.
accounting processes and controls, and the industry in which it operates.
The impact of climate risk on our audit
The Company’s accounting is delegated to the Administrator who maintains the Company’s accounting As part of our audit we made enquiries of management to understand the extent of the potential impact
records and who has implemented controls over those accounting records. We obtained our audit of climate risk on the company’s financial statements, and we remained alert when performing our audit
evidence from substantive tests. However, as part of our risk assessment, we understood and assessed procedures for any indicators of the impact of climate risk. Our procedures did not identify any material
the internal controls in place at both the AIFM and the Administrator to the extent relevant to our audit. impact as a result of climate risk on the company’s financial statements.
This assessment of the operating and accounting structure in place at both organisations involved
obtaining and analysing the relevant controls reports issued by the independent service auditor of
HRGD Opportunities Trust plc / Annual Report 2016

# **Materiality**

The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality. These together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our audit procedures on the individual financial statement line items and disclosures and in evaluating the effect of misstatements, both individually and in aggregate on the financial statements as a whole.

Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:

# **Overall company materiality**

£701,000 (2025: £659,000)

# **How we determined it**

1% of Net Asset Value

# **Rationale for benchmark applied**

We believe that net assets is the primary measure used by the shareholders in assessing the performance of the entity, and is a generally accepted auditing benchmark. This benchmark provides an appropriate and consistent year on year basis for our audit:

We use performance materiality to reduce to an appropriately low level, the probability that the aggregate of uncorrected and undetected misstatements exceeds overall materiality. Specifically, we use performance materiality in determining the scope of our audit and the nature and extent of our testing of account balances, classes of transactions and disclosures, for example in determining sample sizes. Our performance materiality was 75% (2025: 75% of overall materiality, amounting to £525,750 (2025: £494,000) for the company financial statements.

In determining the performance materiality, we considered a number of factors - the history of misstatements, risk assessment and aggregation risk and the effectiveness of controls - and concluded that an amount at the upper end of our normal range was appropriate.

We agreed with the Audit Committee that we would report to them misstatements identified during our audit above £35,000 (2025: £32,900) as well as misstatements below that amount that, in our view, warranted reporting for qualitative reasons.

# **Conclusions relating to going concern**

Our evaluation of the directors' assessment of the company's ability to continue to adopt the going concern basis of accounting included:

- evaluating the Directors' risk assessment and considering whether it addressed relevant threats;
- evaluating the Directors' assessment of potential operational impacts, considering their consistency with other available information and our understanding of the business and assessed the potential impact on the financial statements;
- reviewing the Directors' assessment of the company's financial position in the context of its ability to meet future expected operating expenses and debt repayments; their assessment of liquidity as well as their review of the operational resilience of the company and oversight of key third-party service providers; and
- assessing the premium/discount the Company's share price trades as compared to the net asset value per share; and

- assessing the implication of significant reductions in NAV as a result of a severe but plausible downside scenario in the market's performance on the ongoing ability of the Company to operate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the company's ability to continue as a going concern.

In relation to the directors' reporting on how they have applied the UK Corporate Governance Code, we have nothing material to add or draw attention to in relation to the directors' statement in the financial statements about whether the directors considered it appropriate to adopt the going concern basis of accounting.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

# **Reporting on other information**

The other information comprises all of the information in the Annual Report other than the financial statements and our auditors' report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information

and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If we identify an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement of the financial statements or a material misstatement of the other information. 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 based on these responsibilities.

With respect to the Strategic report and Report of the Directors, we also considered whether the disclosures required by the UK Companies Act 2008 have been included.

Based on our work undertaken in the course of the audit, the Companies Act 2008 requires us also to report certain opinions and matters as described below.

# **Strategic report and Report of the Directors**

In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic report and Report of the Directors for the year ended 30 April 2016 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements.

In light of the knowledge and understanding of the company and its environment obtained in

![img-3.jpeg](img-3.jpeg)
60 MIGO Opportunities Trust plc / Annual Report 2026
### Governance / Independent Auditors’ Report continued
the course of the audit, we did not identify any continue to do so over a period of at least twelve • ● The section of the Annual Report that describes the Auditors’ responsibilities for the audit of the
material misstatements in the Strategic report and months from the date of approval of the financial review of effectiveness of risk management and financial statements
Report of the Directors. statements; internal control systems; and Our objectives are to obtain reasonable assurance
about whether the financial statements as a whole
• ● The directors’ explanation as to their assessment • ● The section of the Annual Report describing the
Directors’ Remuneration
are free from material misstatement, whether due
of the company’s prospects, the period this work of the Audit Committee.
In our opinion, the part of the Directors’
to fraud or error, and to issue an auditors’ report
assessment covers and why the period is
remuneration report to be audited has been We have nothing to report in respect of our
that includes our opinion. Reasonable assurance
appropriate; and
properly prepared in accordance with the responsibility to report when the directors’
is a high level of assurance, but is not a guarantee
Companies Act 2006. • ● The directors’ statement as to whether they have a statement relating to the company’s compliance
that an audit conducted in accordance with ISAs
reasonable expectation that the company will be with the Code does not properly disclose a
Corporate governance statement (UK) will always detect a material misstatement
able to continue in operation and meet its liabilities departure from a relevant provision of the Code
The Listing Rules require us to review the when it exists. Misstatements can arise from fraud
as they fall due over the period of its assessment, specified under the Listing Rules for review by the
directors’ statements in relation to going concern, or error and are considered material if, individually
including any related disclosures drawing attention auditors.
longer-term viability and that part of the corporate or in the aggregate, they could reasonably be
to any necessary qualifications or assumptions.
governance statement relating to the company’s Responsibilities for the financial statements and expected to influence the economic decisions
Our review of the directors’ statement regarding of users taken on the basis of these financial
compliance with the provisions of the UK the audit
the longer-term viability of the company statements.
Corporate Governance Code specified for our Responsibilities of the directors for the financial
was substantially less in scope than an audit
review. Our additional responsibilities with respect statements
Irregularities, including fraud, are instances of
and only consisted of making inquiries and
to the corporate governance statement as other As explained more fully in the Statement of
non-compliance with laws and regulations. We
considering the directors’ process supporting
information are described in the Reporting on Directors’ Responsibilities in respect of the
design procedures in line with our responsibilities,
their statement; checking that the statement
other information section of this report. Financial Statements, the directors are responsible
outlined above, to detect material misstatements
is in alignment with the relevant provisions
for the preparation of the financial statements in
Based on the work undertaken as part of our audit, in respect of irregularities, including fraud. The
of the UK Corporate Governance Code; and
accordance with the applicable framework and for
we have concluded that each of the following extent to which our procedures are capable of
considering whether the statement is consistent
being satisfied that they give a true and fair view.
elements of the corporate governance statement detecting irregularities, including fraud, is detailed
with the financial statements and our knowledge
The directors are also responsible for such internal
is materially consistent with the financial below.
and understanding of the company and its
control as they determine is necessary to enable
statements and our knowledge obtained during environment obtained in the course of the audit.
the preparation of financial statements that are Based on our understanding of the company and
the audit, and we have nothing material to add or
free from material misstatement, whether due to industry, we identified that the principal risks of
In addition, based on the work undertaken as part
draw attention to in relation to:
fraud or error. non-compliance with laws and regulations related
of our audit, we have concluded that each of the
• ● The directors’ confirmation that they have carried to breaches of section 1158 of the Corporation Tax
following elements of the corporate governance
In preparing the financial statements, the directors
out a robust assessment of the emerging and Act 2010, and we considered the extent to which
statement is materially consistent with the financial
are responsible for assessing the company’s
principal risks; non-compliance might have a material effect on
statements and our knowledge obtained during
ability to continue as a going concern, disclosing,
the financial statements. We also considered those
• ● The disclosures in the Annual Report that describe the audit:
as applicable, matters related to going concern
laws and regulations that have a direct impact on
those principal risks, what procedures are in place and using the going concern basis of accounting
• ● The directors’ statement that they consider the the financial statements such as Companies Act
to identify emerging risks and an explanation of unless the directors either intend to liquidate
Annual Report, taken as a whole, is fair, balanced 2006. We evaluated management’s incentives and
how these are being managed or mitigated; the company or to cease operations, or have no
and understandable, and provides the information opportunities for fraudulent manipulation of the
• ● The directors’ statement in the financial statements realistic alternative but to do so.
necessary for the members to assess the financial statements (including the risk of override
about whether they considered it appropriate company’s position, performance, business model
of controls), and determined that the principal
to adopt the going concern basis of accounting and strategy;
risks were related to posting inappropriate journal
in preparing them, and their identification of any
entries to manipulate revenue (investment income
material uncertainties to the company’s ability to
MIGO Opportunities Trust plc / Annual Report 2026 SR IR G FS SI 61
and capital gains) or to increase net asset value.. of items for testing, rather than testing complete • ● the financial statements and the part of the
Audit procedures performed by the engagement populations. We will often seek to target particular Directors’ remuneration report to be audited are
team included: items for testing based on their size or risk not in agreement with the accounting records and
characteristics. In other cases, we will use audit returns.
• ● enquiries with the Administrator and the Audit
sampling to enable us to draw a conclusion about
We have no exceptions to report arising from this
Committee, including consideration of known or
the population from which the sample is selected.
responsibility.
suspected instances of non-compliance with laws
and regulation and fraud; A further description of our responsibilities for
Appointment
the audit of the financial statements is located
• ● reviewing relevant meeting minutes, including We were first appointed by the company for
on the FRC’s website at: www.frc.org.uk/auditors
those of the Audit Committee; the financial year ended 30 April 2017. Our
responsibilities. This description forms part of our
uninterrupted engagement covers 10 financial
• ● assessment of the company’s compliance with the
auditors’ report.
years.
requirements of section 1158 of the Corporation
Tax Act 2010, including recalculation of numerical Use of this report
aspects of the eligibility conditions; This report, including the opinions, has been
prepared for and only for the company’s members
• ● identifying and testing manual year end journal
as a body in accordance with Chapter 3 of Part
entries posted during the preparation of the Lauren Cooper
16 of the Companies Act 2006 and for no other
financial statements; and (Senior Statutory Auditor)
purpose. We do not, in giving these opinions,
• ● designing audit procedures to incorporate
accept or assume responsibility for any other for and on behalf of
unpredictability around the nature, timing or extent
purpose or to any other person to whom this PricewaterhouseCoopers LLP
of our testing.
report is shown or into whose hands it may come Chartered Accountants and Statutory Auditors
There are inherent limitations in the audit save where expressly agreed by our prior consent
London
procedures described above. We are less in writing.
likely to become aware of instances of non- 13 July 2026
Other required reporting
compliance with laws and regulations that are
Companies Act 2006 exception reporting
not closely related to events and transactions
Under the Companies Act 2006 we are required to
reflected in the financial statements. Also, the
report to you if, in our opinion:
risk of not detecting a material misstatement due
to fraud is higher than the risk of not detecting
• ● we have not obtained all the information and
one resulting from error, as fraud may involve
explanations we require for our audit; or
deliberate concealment by, for example, forgery
• ● adequate accounting records have not been kept
or intentional misrepresentations, or through
by the company, or returns adequate for our audit
collusion.
have not been received from branches not visited
Our audit testing might include testing complete by us; or
populations of certain transactions and balances,
• ● certain disclosures of directors’ remuneration
possibly using data auditing techniques. However,
specified by law are not made; or
it typically involves selecting a limited number
MICO Opportunities Trust plc / Annual Report 2026

# Financial Statements / Income Statement

For the year ended 30 April 2026

|   | Note | Year ended 30 April 2026 |   |   | Year ended 30 April 2025  |   |   |
| --- | --- | --- | --- | --- | --- | --- | --- |
|   |   |  Revenue £'000 | Capital £'000 | Total £'000 | Revenue £'000 | Capital £'000 | Total £'000  |
|  Gains/(losses) on investments | 9 | - | 12,346 | 12,346 | - | (4,311) | (4,311)  |
|  Exchange losses on currency balances |  | - | (35) | (35) | - | (9) | (9)  |
|  Income | 2 | 2,346 | - | 2,346 | 2,310 | - | 2,310  |
|  Investment management and performance fees | 3 | (275) | (247) | (522) | (465) | - | (465)  |
|  Other expenses | 4 | (720) | - | (720) | (853) | - | (853)  |
|  Net return before finance costs and taxation |  | 1,351 | 12,064 | 13,415 | 992 | (4,320) | (3,328)  |
|  Finance costs | 5 | (671) | - | (671) | (655) | - | (655)  |
|  Net return before taxation |  | 680 | 12,064 | 12,744 | 337 | (4,320) | (3,983)  |
|  Taxation | 6 | - | - | - | - | - | -  |
|  Net return after taxation |  | 680 | 12,064 | 12,744 | 337 | (4,320) | (3,983)  |
|  Basic and diluted return per share (pence) | 7 | 3.8 | 66.8 | 70.6 | 1.6 | (20.6) | (19.0)  |

The total column of this statement is the Income Statement of the Company. The supplementary revenue and capital columns have been prepared in accordance with guidance issued by the AIC.

All revenue and capital items in the above statement derive from continuing operations. There is no other comprehensive income and therefore no Statement of Total Comprehensive Income has been presented.

The notes on pages 66 to 78 form part of these financial statements.
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 63
### Financial Statements / Statement of Changes in Equity
### For the year ended 30 April 2026
Total

|  | Called up |  |  | Capital |  | Share |  |  |  | share- |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  | share | redemption |  | premium |  | Capital | Revenue |  | holders’ |
|  |  | capital |  | reserve | account |  | reserve | reserve |  | funds |
| Note |  | £’000 |  | £’000 |  | £’000 | £’000 |  | £’000 | £’000 |

Balance at 1 May 2024 225 129 29,088 51,320 952 81,714
Movement for the year
Buyback of shares for cancellation 13 (33) 33 – (11,687) – (11,687)
Net return for the year – – – (4,320) 337 (3,983)
Dividends paid 8 – – – – (127) (127)
Balance at 30 April 2025 192 162 29,088 35,313 1,162 65,917
Movement for the year
Buyback of shares for cancellation 13 (22) 22 – (8,551) – (8,551)
Net return for the year – – – 12,064 680 12,744
Dividends paid 8 – – – – – –
Balance at 30 April 2026 170 184 29,088 38,826 1,842 70,110
The notes on pages 66 to 78 form part of these financial statements.
MICO Opportunities Trust plc / Annual Report 2020

## Financial Statements / Statement of Financial Position as at 30 April 2026

|   | Note | 30 April 2026 £'000 | 30 April 2025 £'000  |
| --- | --- | --- | --- |
|  **Fixed assets** |  |  |   |
|  Investments | 9 | 74,477 | 68,867  |
|  **Current assets** |  |  |   |
|  Debtors | 11 | 1,067 | 892  |
|  Cash |  | 6,085 | 7,843  |
|   |  | 7,152 | 8,735  |
|  **Creditors: amounts falling due within one year** |  |  |   |
|  Creditors | 12 | (11,519) | (11,685)  |
|   |  | (11,519) | (11,685)  |
|  **Net current liabilities** |  | (4,367) | (2,950)  |
|  **Net assets** |  | 70,110 | 65,917  |
|  **Share capital and reserves:** |  |  |   |
|  Called up share capital | 13 | 170 | 192  |
|  Share premium account |  | 29,088 | 29,088  |
|  Capital redemption reserve |  | 184 | 162  |
|  Capital reserve |  | 38,826 | 35,313  |
|  Revenue reserve |  | 1,842 | 1,162  |
|  **Total shareholders' funds** |  | 70,110 | 65,917  |
|  **Net asset value per Ordinary share (pence)** | 14 | 413.1 | 342.5  |
|  **Number of shares in issue** |  | 16,971,542 | 19,246,377  |

These financial statements on pages 62 to 78 were approved by the Board of Directors and authorised for issue on 13 July 2026, and signed on 15 behalf by:

Richard Davidson  
Chairman  
Company No. 050202752

The notes on pages 66 to 78 form part of these financial statements.

![img-4.jpeg](img-4.jpeg)
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 65
### Financial Statements / Statement of Cash Flow
### for the year ended 30 April 2026

|  | Year ended |  | Year ended |  |
| --- | --- | --- | --- | --- |
|  | 30 April 2026 |  | 30 April 2025 |  |
| Note |  | £’000 |  | £’000 |

Net cash inflow from operating activities 15 1,416 1,074
Investing activities
Purchases of investments (72,526) (29,217)
Sales of investments 78,871 41,034
Exchange gain on settlement 5 13
Net cash inflow from investing activities 6,350 11,830
Financing activities
Buyback of shares for cancellation (8,551) (11,687)
Revolving credit facility drawdown – 5,000
Dividend paid – (127)
Finance costs paid (933) (590)
Net cash outflow from financing activities (9,484) (7,404)
(Decrease)/increase in cash (1,718) 5,500
Reconciliation of net cash flow movement in funds:
Cash at beginning of year 7,843 2,365
Exchange rate movements (40) (22)
(Decrease)/increase in cash (1,718) 5,500
(Decrease)/increase in cash (1,758) 5,478
Cash at end of year 6,085 7,843
The notes on pages 66 to 78 form part of these financial statements.
MSCI Opportunities Trust plc / Annual Report 2025

# Financial Statements / Notes to the Financial Statements

For the year ended 30 April 2026

## 1 Accounting policies

The Company is a public limited company (PLC) limited by shares, incorporated in England and Wales, with its registered office at 29 Southampton Buildings, London, WC2A 1AL.

The principal accounting policies, all of which have been applied consistently throughout the year and in the preparation of the financial statements, are set out below:

The policies applied in these financial statements are consistent with those applied in the preceding year

### Accounting convention

The financial statements are prepared on a going concern basis, under the historical cost convention, modified by the valuation of investments at fair value, in accordance with the Companies Act 2006, United Kingdom Generally Accepted Accounting Principles ("UK GAAP") including FRS102: The Financial Reporting Standard applicable in the UK and Ireland and the Statement of Recommended Practice regarding the Financial Statements of Investment Trust Companies and Venture Capital Trusts ("SORP") issued by the Association of Investment Companies in July 2022.

The Company's financial statements are presented in sterling, being the functional and presentational currency of the Company. All values are rounded to the nearest thousand pounds (£ 000) except where otherwise indicated.

### Presentation of the Income Statement

In order to reflect better the activities of an investment trust company and in accordance with the SORP, supplementary information which analyses the Income Statement between items of a revenue and capital nature has been presented alongside the Income Statement. The net revenue return is the measure the Directors believe appropriate in assessing the Company's compliance with certain requirements set out in Sections 1038 and 1039 of the Corporation Tax Act 2010.

### Critical accounting judgements and key sources of estimation uncertainty

Critical accounting judgements and key sources of estimation uncertainty used in preparing the financial information are regularly evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable. The resulting estimates will, by definition, seldom equal the related actual results. There are no critical accounting judgements made in preparing the financial statements.

The key sources of estimation and uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities relate to the valuation of the Company's unquoted investments: 0.75 (2026, 0.65) of the Company's portfolio is comprised of unquoted investments. These are valued in line with the accounting policy for investments starting on the following page. Given the scale of the Company's unquoted portfolio, there are no material sources of estimation uncertainty.

### Going concern

The Directors have made an assessment of the Company's ability to continue as a going concern and, having taken into account the liquidity of the Company's portfolio and the Company's financial position in respect of its cash flows and borrowing facilities, are satisfied that the Company has the resources to continue in business for 12 months from the date of approval of this report. The Company, therefore, continues to adopt the going concern basis in preparing its financial statements. Further information on the Company's borrowing facility is given in note 12.

### Income recognition

Dividends receivable are recognised when the investments concerned are quoted 'ex-dividend'. Where no ex-dividend date is quoted, dividends are recognised when the Company's right to receive payment is established.

Special dividends of a revenue nature are recognised through the revenue column of the Income Statement. Special dividends of a capital nature are recognised through the capital column of the Income Statement.

### Expenses

All expenses are accounted for on an accruals basis. Expenses are charged through the revenue column of the Income Statement except for transaction costs which are incidental to the acquisition or disposal of an investment, which are included within gains/(losses) on investments and disclosed in note 9 and performance fees which are allocated 100% to the capital as disclosed in note 3.

### Foreign currency transactions

Transactions denominated in foreign currencies are translated into sterling at the rates of exchange ruling at the date of the transaction.

Investments are converted to sterling at the rates of exchange ruling at the Statement of Financial Position date. Any gains or losses on the re-translation of assets or liabilities are taken to the revenue or capital column of the Income Statement, depending on whether the gain or loss is of a capital or revenue nature.

### Dividends payable

Dividends are included in the financial statements in the year in which they are paid.

### Investments

In accordance with FRS 102 Section 11, Basic Financial Investments and Section 12, Other Financial Investment Issues, investments are measured initially, and at subsequent reporting dates, at fair value, and are recognised and de-recognised at trade date where a purchase or sale is under a contract whose terms require delivery within the time frame established by the market concerned.

For quoted securities, fair value is either bid price or the closing price where the security is primarily traded via a trading service that provides an end of day closing auction with guaranteed liquidity to investors.
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 67
The valuation of unquoted securities is carried out in accordance with the International Private Equity Capital reserve
and Venture Capital Association valuation guidelines. Unquoted securities are valued using either: Gains or losses on disposal of investments and changes in fair values of investments (investment holding
gains or losses) are charged to the capital column of the Income Statement and taken to the Capital
• the last published net asset value of the security after adjustment for factors that the AIFM and Board
reserve.
believe would affect the amount of cash that the Company would receive if the security were realised
as at the Statement of Financial Position date; or Certain expenses net of any related taxation effects are charged to this reserve in accordance with the
expenses policy on page 61. The amounts within the Capital Reserve less unrealised gains and losses
• the estimated, discounted cash distribution based on information provided by the management
which are not readily convertible to cash are available for distribution.
or liquidators of the security. The discount applied will take account of various factors, including
expected timings of the cash flow and the level of certainty on the estimate.
Revenue reserve
Changes in fair value and gains or losses on disposal are included in the Income Statement as a The revenue reserve is distributable by way of dividends, when positive. While the reserve is negative no
capital item. dividends can be distributed by way of dividend from this reserve.
Cash Capital redemption reserve
Cash comprises solely cash at bank. This reserve arises when shares are bought back by the Company and subsequently cancelled at which
point an amount equal to the par value of the shares cancelled is transferred from share capital to this
Bank loans and finance costs
reserve. This reserve is not distributable.
Bank loans are initially recognised at cost, being the fair value of the consideration received less issue
costs where applicable. After initial recognition, bank loans are recognised at amortised cost using the Financial assets and liabilities
effective interest rate method, with the interest expense recognised on an effective yield basis. The only financial assets measured at fair value through profit or loss are the investments held by the
Company, refer to note 9. All other financial assets (being Debtors and Cash) are measured at amortised
Taxation
cost. All financial liabilities (being Borrowings and Creditors) are measured at amortised cost.
The charge for taxation is based on net revenue for the year.
The tax effect of different items of income/gain and expenditure/loss is allocated between capital and
revenue as set out in note 6 to the financial statements. The standard rate of corporation tax is applied
to taxable net revenue. Any adjustment resulting from relief for overseas tax is allocated to the revenue
reserve.
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at
the Statement of Financial Position date where transactions or events that result in an obligation to pay
more, or right to pay less, tax in future have occurred at the Statement of Financial Position date. This is
subject to deferred tax assets only being recognised if it is considered more likely than not that there will
be suitable profits from which the future reversal of the underlying timing differences can be deducted.
Timing differences are differences arising between the Company’s taxable profits and its results as
stated in the accounts which are capable of reversal in one or more subsequent periods. Deferred tax
is measured without discounting and based on enacted tax rates. Due to the Company’s status as an
investment trust, and the intention to meet the conditions required to obtain approval under Sections
1158 and 1159 of the Corporation Tax Act 2010, the Company has not provided for deferred tax on any
capital gains and losses arising on the revaluation or disposal of investments.
68 MIGO Opportunities Trust plc / Annual Report 2026
### Financial Statements / Notes to the Financial Statements continued
### For the year ended 30 April 2026
2 Income

| Year ended |  | Year ended |  |
| --- | --- | --- | --- |
| 30 April 2026 |  | 30 April 2025 |  |
|  | £’000 |  | £’000 |

Income from investments:
UK dividends 1,146 1,072
Overseas dividends 994 1,023
Property income dividends 178 184
2,318 2,279
Other income
Interest income 28 31
Total income 2,346 2,310
3 Investment management and performance fees
Year ended 30 April 2026 Year ended 30 April 2025
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Investment management fee 275 – 275 465 – 465
Performance fee – 247 247 – – –
Total investment management and performance fee 275 247 522 465 – 465
Further details on the investment management and performance fee arrangements can be found on page 27 in the Strategic Report.
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 69
4 Other expenses

| Year ended |  | Year ended |  |
| --- | --- | --- | --- |
| 30 April 2026 |  | 30 April 2025 |  |
|  | £’000 |  | £’000 |

Frostrow Capital LLP administration fees 146 180
Audit fees* 57 59
Directors’ remuneration** 135 136
Employers NIC on directors’ remuneration 7 8
Legal and professional fees 16 32
Broker fees 42 42
Other expenses*** 317 396
720 853
* Exclusive of VAT. The Company’s auditors provided no non-audit services during the year (2025: none).
** See Directors’ Remuneration Report on pages 52 to 54 for analysis.
*** Other expenses primarily comprise marketing and other operational costs.
5 Finance costs
Year ended 30 April 2026 Year ended 30 April 2025
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Finance costs payable 671 – 671 655 – 655
Relates to interest charged, commitment fees and arrangement fees on the revolving loan facility, details of which are disclosed in note 12.
6 Taxation
Analysis of tax charge for the year
Year ended 30 April 2026 Year ended 30 April 2025
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Corporation tax at 25.0% (2025: 25.0%) – – – – – –
Overseas taxation – – – – – –
MIGC Opportunities Trust plc / Annual Report 2026

# Financial Statements / Notes to the Financial Statements continued

For the year ended 30 April 2026

# Factors affecting total tax charge for the year

The tax charge for the year is lower than (2025, lower than) the standard rate of Corporation Tax in the UK of 25.0% (2025: 25.0%). The differences are explained below:

|   | Year ended 30 April 2026 |   |   | Year ended 30 April 2025  |   |   |
| --- | --- | --- | --- | --- | --- | --- |
|   |  Revenue £'000 | Capital £'000 | Total £'000 | Revenue £'000 | Capital £'000 | Total £'000  |
|  Net return before taxation | 680 | 12,064 | 12,744 | 337 | (4,320) | (3,983)  |
|  Theoretical tax at UK corporation tax rate of 25% (2025: 25.0%) | 170 | 3,016 | 3,186 | 84 | (1,080) | (996)  |
|  Effects of: |  |  |  |  |  |   |
|  - Non taxable dividends | (447) | - | (447) | (379) | - | (379)  |
|  - Gains/(losses) on investment | - | (3,078) | (3,078) | - | 1,080 | 1,080  |
|  - Unrelieved expenses | 277 | 62 | 339 | 295 | - | 295  |
|  **Total tax charge/(credit) for the year** | **-** | **-** | **-** | **-** | **-** | **-**  |

# Provision for deferred tax

Approved investment trusts are exempt from tax on capital gains made within the Company.

As at 30 April 2026, based on current estimates and including the accumulation of net allowable losses, the Company has unrelieved losses of £16,349,118 (2025: £14,996,689) that are available to offset future taxable revenue. A deferred tax asset of £4,087,280 (2025: £3,749,172) has not been recognised, based on the effective tax rate of 25.0% (2025: 25.0%), because the Company is not expected to generate sufficient taxable income in the near future periods in excess of the available deductible expenses and accordingly, the Company is unlikely to be able to reduce future tax liabilities through the use of existing surplus losses.

Deferred tax is not provided on capital gains and losses arising on the revaluation or disposal of investments because the Company meets (and intends to continue for the foreseeable future to meet) the conditions for approval as an investment trust company.

# 7 Return per share

The Capital, Revenue and Total Return per share are based on the net returns shown in the Income Statement on page 62 and the weighted average number of shares in issue 18,066,024 (2025: 21,009,564).

There are no dilutive instruments issued by the Company.

# 8 Dividends

During the year to 30 April 2026, the Company paid no final dividend in relation to the financial year ended 30 April 2025.

During the year to 30 April 2025, the Company paid a final dividend of 0.6 pence per share or £127,000 in total in relation to the financial year ended 30 April 2024.

A final dividend of 2.00 pence per share in relation to the financial year ended 30 April 2026 has been recommended by the Board. If approved by shareholders, the related amount will be reflected in the Company's Annual Report for the year ending 30 April 2027.
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 71
9 Investments

| Year ended |  | Year ended |  |
| --- | --- | --- | --- |
| 30 April 2026 |  | 30 April 2025 |  |
|  | £’000 |  | £’000 |

Investment portfolio summary
Opening book cost 73,695 80,745
Opening investment holding (losses)/gains (4,828) 2,963
68,867 83,708
Analysis of investment portfolio movements
Opening valuation 68,867 83,708
Movements in the year:
Purchases at cost 72,270 30,404
Sales – proceeds (79,006) (40,934)
Gains/(losses) on investments 12,346 (4,311)
Valuation at 30 April 74,477 68,867
Cost at 30 April 81,394 73,695
Investment holding losses at 30 April (6,917) (4,828)
74,477 68,867
Reconciliation on net movement in investment holding gains

| Year ended |  | Year ended |  |
| --- | --- | --- | --- |
| 30 April 2026 |  | 30 April 2025 |  |
|  | £’000 |  | £’000 |

Gains on disposal 14,435 3,480
Movement in investment holding losses (2,089) (7,791)
Net movement in investment holding gains/(losses) 12,346 (4,311)
A list of the portfolio holdings by their fair value is given in the Portfolio Valuation on pages 14 and 15.
Transaction costs incidental to the acquisitions of investments totalled £323,000 (2025: £128,000) and disposals of investments totalled £110,000(2025:£49,000) for the year. These are included in gains on
investments in the Income Statement.
76

MICO Opportunities Trust plc / Annual Report 2025

# Financial Statements / Notes to the Financial Statements continued

For the year ended 30 April 2026

Fair value hierarchy

FRS 102 requires financial companies to disclose the fair value hierarchy that classifies financial instruments measured at fair value at one of three levels based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:

|  Classification | Input  |
| --- | --- |
|  Level 1 | Valued using quoted prices (unadjusted) in active markets for identical assets or liabilities;  |
|  Level 2 | Valued by reference to valuation techniques using observable inputs other than quoted prices included within Level 1; and  |
|  Level 3 | Valued by reference to valuation techniques using inputs that are not based on observable market data.  |

The valuation techniques used by the Company are explained in the accounting policies on pages 66 and 67. The table below sets out the Company's fair value hierarchy measurements as at 30 April 2026 and 30 April 2025.

|   | 30 April 2026 £'000 | 30 April 2025 £'000  |
| --- | --- | --- |
|  Level 1 |  |   |
|  Quoted equities | 73,959 | 68,265  |
|  Total Level 1 | 73,959 | 68,265  |
|  Level 2 |  |   |
|  Equities | - | -  |
|  Total Level 2 | - | -  |
|  Level 3 |  |   |
|  Equities | 518 | 602  |
|  Total Level 3 | 518 | 602  |
|  Total | 74,477 | 68,867  |

Level 1 financial assets are valued at the closing prices quoted by Thomson Reuters as at 30 April 2026 and the Company does not adjust the quoted prices of Level 1 instruments.

During the year, no level 1 assets (2025 £'000) were debited and transferred to level 3 and no level 2 assets (2025; none) were transferred to level 3.
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 73
Analysis of movements in Level 3 investments

| Year ended |  | Year ended |  |
| --- | --- | --- | --- |
| 30 April 2026 |  | 30 April 2025 |  |
|  | Level 3 |  | Level 3 |
|  | £’000 |  | £’000 |

Opening fair value of investments 602 196
Transfer from Level 1 – 488
Movement in investment holding gains (84) (82)
Closing fair value of investments 518 602
A 5% increase on the NAV of Level 3 investments would increase gains on investments in the Income Statement by £25,900 (2025: £30,100) and vice versa.
10 Significant interests
The Company had holdings of 3% or more of the voting rights attached to shares that are material in the context of the financial statements in the following investments:
30 April 2026
% of voting
rights
Security
Ecofin US Renewables Infrastructure Trust 12.2%
Dunedin Enterprise Investment Trust 7.2%
RM Infrastructure Income 5.2%
Ground Rents 4.6%
Real Estate Investors 4.0%
US Solar Fund 3.8%
Schroder British Opportunities Trust 3.7%
Macau Property Opportunities Fund 3.6%
VH Global Energy Infrastructure 3.2%
Home REIT 3.2%
GCP Asset Backed Income Fund 3.2%
Baker Steel Resources Trust 3.0%
74 MIGO Opportunities Trust plc / Annual Report 2026
### Financial Statements / Notes to the Financial Statements continued
### For the year ended 30 April 2026
30 April 2025
% of voting
rights
Security

| Dunedin Enterprise Investment Trust | 7.2% |
| --- | --- |
| Baker Steel Resources Trust | 6.1% |
| Ecofin US Renewables Infrastructure Trust | 5.0% |
| River UK Micro Cap | 4.1% |
| Real Estate Investors | 4.0% |
| Schroder British Opportunities Trust | 3.7% |
| Macau Property Opportunities Fund | 3.6% |

11 Debtors
30 April 2026 30 April 2025
£’000 £’000
Sales of investments awaiting settlement 820 685
Dividends and interest receivable 3 104
Prepayments and other debtors 244 103
1,067 892
12 Creditors: amounts falling due within one year
30 April 2026 30 April 2025
£’000 £’000
Drawdowns from revolving credit facility 10,000 10,000
Purchases of investments awaiting settlement 1,117 1,373
Other creditors 402 312
11,519 11,685
The Company has a £10,000,000 (2025: £10,000,000) secured revolving credit facility (“RCF”), which was fully drawn as at 30 April 2026 (2025: £10,000,000). The RCF with the Royal Bank of Scotland International
Limited, London Branch (the “Bank”) was in place during the year until its expiry in February 2026, bearing interest at the rate of 1.45% over SONIA on any drawn balance and 0.72% on any undrawn balance. The RCF
was originally agreed on 28January 2022 and expired on 16 February 2026.
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 75
On 16 February 2026 a new loan facility was agreed with OakNorth Bank plc (“OakNorth”), bearing interest of Bank of England Base Rate plus 4.22% per annum. The arrangement fee for the facility was £90,000, and
the OakNorth loan facility will expire in February 2029 unless renewed.
The OakNorth loan facility contains covenants which require that net borrowings will not at any time exceed 20% of the adjusted net asset value, which shall at all times be equal to or greater than £50,000,000. If
the Company breaches either covenant, then it is required to notify the Bank of any default and any steps being taken to remedy it.
13 Called up share capital
30 April 2026 30 April 2025
£’000 £’000
Allotted, called-up and fully paid:
16,971,542 (2025: 19,246,377) Ordinary shares of 1p each 170 192
2,274,835 shares were bought back in the year for cancellation (2025: 3,291,420) for a total consideration of £8,551,000 (2025: £11,687,000). No shares were held in Treasury during the year (2025: none). During the
year, no new shares were issued by the Company (2025: none).
Since the year end, no further shares were bought back for cancellation.
14 Net asset value per Ordinary share
The net asset value per Ordinary share is based on net assets at the year-end as shown in the Statement of Financial Position of £70,110,000 (2025:£65,917,000) and 16,971,542 (2025: 19,246,377) Ordinary shares,
being the number of Ordinary shares in issue at the year end.
15 Reconciliation of net return before finance costs and taxation to net cash inflow from operating activities

| Year ended |  | Year ended |  |
| --- | --- | --- | --- |
| 30 April 2026 |  | 30 April 2025 |  |
|  | £’000 |  | £’000 |

Net return before finance costs and taxation 13,415 (3,328)
Adjustments for:
(Gains)/losses on investments (12,346) 4,311
Exchange losses on currency balances 35 9
Increase/(decrease) in creditors 215 (32)
Decrease in debtors 97 114
Net cash inflow from operating activities 1,416 1,074
46

MIGO Opportunities Trust plc / Annual Report 2025

## Financial Statements / Notes to the Financial Statements continued

For the year ended 30 April 2026

### 16 Analysis of financial assets and liabilities

The Company's financial instruments comprise investments, cash balances and debtors and creditors that arise from its operations.

The risk management policies and procedures outlined in this note have not changed substantially from the previous year.

The principal risks the Company faces in its portfolio management activities are:

- Market risk – arising from fluctuations in the fair value or future cash flows of a financial instrument used by the Company because of changes in market prices. Market risk comprises three types of risk: currency risk, interest rate risk, and other price risk:
  - Currency risk – arising from the value of future transactions, and financial assets and liabilities denominated in foreign currencies fluctuating due to changes in currency rates;
  - Interest rate risk – arising from fluctuations in the fair value or future cash flows of a financial instrument because of changes in interest rates; and
  - Other price risk – arising from fluctuations in the fair value of investments due to changes in market prices.
- Liquidity risk – arising from any difficulties in meeting obligations associated with financial liabilities.
- Credit risk – arising from financial loss for the Company where the other party to a financial instrument fails to discharge an obligation.

The AIFM monitors the financial risks affecting the Company on a daily basis. The Directors receive financial information on a quarterly basis which is used to identify and monitor risk.

The AIFM's policies for managing these risks are summarised below and have been applied throughout the year.

### Currency Risk

Although the Company's performance is measured in sterling, a proportion of the Company's assets may be either denominated in other currencies or are in investments with currency exposure. At the year end, the Company held five (2025) seven US dollar denominated investments with the sterling equivalent of £8,623,000 (2025: £8,697,000). The Company also held three (2024: two) investments with the sterling equivalent of £2,357,000 denominated in euro (2025: £2,615,000).

If sterling strengthens against the US dollar and euro by 10% (2025: 30%), it would have the effect, with all other variables held constant, of reducing the net capital return before taxation and equity reserves by £598,000 (2025: £1,028,000). If sterling weakens against the US dollar and euro by 10%, it would have the effect of increasing the net capital return before taxation and equity reserves by £1,220,000 (2025: £1,257,000).

An analysis of the indirect geographical exposure is shown on page 16.

The Investment Manager reviews the risks of adverse currency movements and where necessary may use derivatives to mitigate the risk of adverse currency movements, although none has been used to date.

### Interest Rate Risk

The Company finances its operations through existing reserves and a revolving credit facility. The Company's financial assets and liabilities, excluding short-term debtors and creditors, may include investments in fixed interest securities, whose fair value may be affected by movements in interest rates. Details of such holdings can be found in the Portfolio Valuation on pages 14 and 15.

At the end of the year, the Company had in place a revolving credit facility of £10,000,000 with the OakNorth Bank plc. The facility was refinanced in February 2026 at an interest rate of Bank of England Base Rate plus 4.22% margin per annum on any drawn balance. As a result, the Company is exposed to cash flow interest rate risk, as changes in the Bank of England base rate will directly affect finance costs and cash outflows. As at 30 April 2026, drawdown from the facility amounted to £10,000,000 (2025: £10,000,000). The amount of borrowings and approved levels are monitored and reviewed regularly by the Board. If the Bank of England base rate increased by 1%, it would have the effect, with all other variables held constant, of reducing the net capital return before taxation and equity reserves by £100,000. A decrease of 1% in base rate, would increase net capital return before taxation and equity reserves by £100,000.

The Company's cash earns interest at a variable rate which is subject to fluctuations in interest rates. At the year end, the Company's cash balances were £6,085,000 (2025: £7,843,000) £28,000 in interest income was received in the year (2025: £31,000).

### Other Price Risk

Other price risk arises mainly from uncertainty about future prices of financial instruments. The value of shares and the income from them may fall as well as rise and shareholders may not get back the full amount invested. The AIFM continues to monitor the prices of financial instruments held by the Company on a real time basis. Adherence to the Company's investment objective and policy shown on pages 18 and 19 mitigates the risk of excessive exposure to one issuer or sector.

The Board manages market risk inherent in the investment portfolio by ensuring full and timely access to relevant information from the Investment Manager. The Board meets regularly and at each meeting reviews the investment performance, the investment portfolio and the rationale for the current investment positioning to ensure consistency with the Company's investment objective and policy. The portfolio does not seek to reproduce any index investments are selected based upon the merit of individual companies and therefore the portfolio's performance may well diverge significantly from the benchmark.

A list of investments held by the Company at 30 April 2026 is shown in the Portfolio Valuation on pages 14 and 15. All these investments are subject to price risk.

It is the Board's policy to hold an appropriate spread of investments in the portfolio in order to reduce the risk arising from factors specific to a particular country or sector. The allocation of assets to international
HIGO Opportunities Trust plc / Annual Report 2025

14 | 15 | 16

markets and the stock selection process both act to reduce market risk. The Investment Manager actively monitors market prices throughout the year and reports to the Board, which meets regularly in order to review the investment strategy. The investments held by the Company are listed on various stock exchanges worldwide, but predominantly in the UK.

If the investment portfolio valuation fell by 10% (2025: 10%) from the amount detailed in the financial statements as at 30 April 2026, it would have the effect, with all other variables held constant, of reducing the net capital return before taxation and equity reserves by £7,448,000 (2025: £6,887,000). An increase of 10% in the investment portfolio valuation would have an equal and opposite effect on the net capital return before taxation and equity reserves.

# Liquidity Risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting its financial liabilities as they fall due. The Investment Manager does not invest in unquoted securities on behalf of the Company. However, the investments held by the Company includes UK AIN quoted and NEX quoted companies which can have limited liquidity and could sometimes be delisted too. Short-term flexibility is achieved through the use of drawdowns from the revolving credit facility. Liquidity risk is mitigated by the fact that the Company has £6,085,000 (2025: £7,843,000) cash at bank which can satisfy its creditors and that, as a closed-ended fund, assets do not need to be liquidated to meet redemptions, and sufficient liquid

investments are held to be able to meet any foreseeable liabilities.

# Credit Risk

Credit risk is the risk of financial loss to the Company if a counterparty fails to meet its obligations.

The risk is minimised by using only approved and reputable counterparties with the main counterparty being the Company's Depositary. Under the UK AIRMD, the Depositary is liable for the loss of any financial asset held by it or its delegates and, in accordance with its agreement with the Company, is required to segregate such assets from its own assets.

As at 30 April 2026, the credit risk exposure on the Company's financial assets is £7,152,000 (2025: £8,735,000).

# Capital Management

The Company does not have any externally imposed capital requirements, other than those relating to the revolving credit facility. The main covenants relating to the loan facility are:

- net borrowings will not at any time exceed 20% of the adjusted net asset value; and
- adjusted net asset value shall at all times be equal to or greater than £50,000,000.

The Board considers the capital of the Company to be its issued share capital, reserves and debt. The capital of the Company is managed in accordance with its investment policy in pursuit of its investment objective detailed on pages 18 and 19 and by share issuance and buybacks.

|   | 30 April 2026 £'000 | 30 April 2025 £'000  |
| --- | --- | --- |
|  The Company's capital at 30 April comprised:  |   |   |
|  Debt |  |   |
|  Drawdown from revolving credit facility | 10,000 | 10,000  |
|  Equity |  |   |
|  Equity share capital | 170 | 192  |
|  Retained earnings and other reserves | 69,940 | 65,725  |
|   | 70,110 | 65,917  |
|  Debt as a percentage of net assets | 14.3% | 15.2%  |
78 MIGO Opportunities Trust plc / Annual Report 2026
### Financial Statements / Notes to the Financial Statements continued
### For the year ended 30 April 2026
Gearing
Gearing amplifies the impact of gains or losses on the net asset value of the Company. It can be positive
for a company’s performance, although it can have negative effects on performance in falling markets. It
is the Company’s policy to determine the adequate level of gearing appropriate to its own risk profile.
17 Related parties
The following are considered to be related parties:
• Key management personnel
Details of the remuneration of all Directors can be found in note 4 on page 69 and in the Directors’
Remuneration Report on page 52.
18 Transactions with management
Asset Value Investors Limited as AIFM and Investment Manager is considered a related party under the
UK Listing Rules. Details of the IMA with the AIFM and Investment Manager are set out on page 27 and
also in note 3 on page 68.
19 Contingent liabilities and capital commitments
As at 30 April 2026 and 30 April 2025, there were no capital commitments in respect of investments not
fully paid up and there were no contingent liabilities.
20 Subsequent events
There are no post balance sheet events which would require adjustment or disclosure in the financial
statements.
MIGO Opportunities Trust plc / Annual Report 2026

M I A PL

# Further Information and Notice of AGM / Shareholder Information

# Share Dealing

Shares can be traded through your usual stockbroker or other authorised intermediary. The Company's Ordinary shares are traded on the main market of the London Stock Exchange. The Company's shares are fully qualifying investments for Individual Savings Accounts ("ISAs").

# Share Register Enquiries

The register for the Company's Ordinary shares is maintained by Computershare Investor Services PLC. If you would like to notify a change of name or address, please contact the registrar in writing to Computershare Investor Services PLC, the Revitions, Bridgwater Road, Bristol BS99 6ZZ.

With queries in respect of your shareholdings, please contact Computershare on 0370 889 3231 (lines are open from 8.30 am to 5.30 pm, UK time, Monday to Friday). Alternatively, you can email WebComes@computershare.co.uk or contact the Registrar via www.investorcentre.co.uk.

# Share Capital and Net Asset Value Information

Ordinary tp shares 16,971,542 as at 30 April 2026

SEDOL number 3436594

ISIN number GB0034365949

Bloomberg symbol MIGO

The Company releases its net asset value per Ordinary share to the London Stock Exchange daily.

# Financial Calendar

|  Company's year end | 30 April | Company's half-year end | 31 October  |
| --- | --- | --- | --- |
|  Annual results announced | July | Half-Yearly results announced | December  |
|  Annual General Meeting | 17 September 2026 |  |   |

# Annual and Half-Yearly Reports

Copies of the Annual Reports are available from the Company Secretary on 0203 008 4930 and on the Company's website, www.migoplc.co.uk. Copies of the Half-Year Reports are only available on the Company's website.

# AIFM: Asset Value Investors Limited

The Company's AIFM is Asset Value Investors Limited.

Investor updates in the form of monthly factsheets are available from the Company's website, www.migoplc.co.uk.

# Association of Investment Companies

The Company is a member of the Association of Investment Companies.

# Legal Entity Identifier

213800759RIM70qNQ520
80 MIGO Opportunities Trust plc / Annual Report 2026
### Further Information and Notice of AGM / UK AIFMD Disclosures
Alternative Investment Fund Managers’ Directive (“UK AIFMD”) Disclosures
The Company is classified as an Alternative Investment Fund under UK AIFMD and is therefore required to have an Alternative Investment Fund Manager (“AIFM”). The UK AIFMD legislation requires the AIFM to
establish and maintain remuneration policies for its staff which are consistent with and promote sound and effective risk management.
During the financial year ended 30 April 2026, the Company’s AIFM and Investment Manager was Asset Value Investors Limited.
Pre-investment Disclosures of the AIFM
The AIFMD requires certain information to be made available to investors in Alternative Investment Funds (“AIFs”) before they invest and requires that material changes to this information be disclosed in the annual
report of each AIF. Those disclosures that are required to be made pre-investment are included within an AIFMD Investor Disclosure Document. This, together with other necessary disclosures required under
AIFMD, can be found on the Company’s website www.migoplc.co.uk.
Remuneration Disclosure
All authorised AIFMs are required to comply with the AIFMD Remuneration Code. The AIFM’s remuneration disclosures can be found on the Company’s website www.migoplc.co.uk.
AIFMD Leverage Limits
The maximum level of leverage which the Investment Manager may employ on behalf of the Company and the levels as at 30 April 2026 are set out below. A figure of 100% means that the exposure is equal to the
net asset value and the AIF has no leverage.
Maximum Maximum
Leverage exposure gross leverage commitment
Maximum level 200% 200%
Actual level 105.6% 105.6%
Source: Asset Value Investors Limited
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 81
### Further Information and Notice of AGM / Glossary and Alternative Performance Measures
Adjusted Market Capitalisation
The average of the mid market prices for an Ordinary share as derived from the Daily Official List of the London Stock Exchange on each business day in the relevant calendar month multiplied by the number of
Ordinary shares in issue on the last business day of the relevant calendar month, adjusted by adding the amount per Ordinary share of all dividends declared in respect of which Ordinary shares have gone “exdiv”
in the relevant calendar month, excluding any Ordinary shares held in treasury.
Alternative Performance Measures
Alternative Performance Measures (‘APMs’) are numerical measures of current, historical or future financial performance, financial position or cash flow that are not GAAP measures. APM’s are intended to
supplement the information in the financial statements providing useful industry-specific information that can assist shareholders to better understand the performance of the Company.
UK AIFMD
Agreed by the European Parliament and the Council of the European Union and transposed into UK legislation, the UK AIFMD classifies certain investment vehicles, including investment companies, as Alternative
Investment Funds (“AIFs”) and requires them to appoint an Alternative Investment Fund Manager (“AIFM”) and depositary to manage and oversee the operations of the investment vehicle. The Board of the Company
retains responsibility for strategy, operations and compliance and the Directors retain a fiduciary duty to shareholders.
AIFM
The Alternative Investment Fund Manager of the Company is Asset Value Investors Limited.
Premium/(Discount) (APM)
If the share price of an investment trust is lower than the NAV per share, the shares are said to be trading at a discount. If the share price is higher than the NAV per share, the shares are said to be trading at a
premium. The size of the discount or premium is calculated by subtracting the share price from the NAV per share and then dividing by the NAV per share.

| Year ended |  |  | Year ended |  |  |
| --- | --- | --- | --- | --- | --- |
|  | 30 April |  |  | 30 April |  |
|  |  | 2026 |  |  | 2025 |

Closing NAV per share (p) 413.1 342.5
Closing share price (p) 398.5 327.0
Discount (3.5)% (4.5)%
Gearing (APM)
Gearing amplifies the impact of gains or losses on the net asset value of the Company. It can be positive for a company’s performance, although it can have negative effects on performance when underlying
assets fall in value. It is the Company’s policy to determine the adequate level of gearing appropriate to its own risk profile.
82 MIGO Opportunities Trust plc / Annual Report 2026
### Further Information and Notice of AGM / Glossary and Alternative Performance Measures continued
Gearing is calculated in accordance with guidance from the AIC as follows:
The amount of borrowings as a proportion of net assets, expressed as a percentage.

|  | As at |  | As at |
| --- | --- | --- | --- |
| 30 April 2026 |  | 30 April 2025 |  |
|  | £’000 |  | £’000 |

Total borrowings 10,000 10,000
Total net assets 70,110 65,917
Gearing 14.3% 15.2%
Leverage
Leverage is defined in the UK AIFMD as any method by which the AIFM increases the exposure of an AIF. In addition to the gearing limit the Company also has to comply with the UK AIFMD leverage requirements.
This limit is expressed as a % with 100% representing no leverage or gearing in the Company. There are two methods of calculating leverage as follows:
The Gross Method is calculated as total exposure divided by shareholders’ funds. Total exposure is calculated as net assets, less cash and cash equivalents, adding back cash borrowing.
The Commitment Method is calculated as total exposure divided by shareholders’ funds. In this instance total exposure is calculated as net assets, less cash and cash equivalents, adding back cash borrowing
adjusted for netting and hedging arrangements.
Net Asset Value per share (“NAV”) (APM)
The NAV is shareholders’ funds expressed as an amount per individual share. Shareholders’ funds are the total value of all the Company’s assets, at current market value, having deducted all liabilities and prior
charges at their par value (or at their asset value).
Ongoing Charges (APM)
As recommended by the AIC, ongoing charges are defined as the Company’s annualised revenue and capitalised expenses (excluding finance costs and certain non-recurring items) expressed as a percentage
ofthe average monthly net assets of the Company during the year.

| Year ended |  | Year ended |  |
| --- | --- | --- | --- |
| 30 April 2026 |  | 30 April 2025 |  |
|  | £’000 |  | £’000 |

Total expenses from note 3 and note 4 1,242 1,318
Less non-recurring expenses (15) (37)
Total ongoing charges (including performance fees) 1,227 1,281
Less performance fees (247) –
Total ongoing charges (excluding performance fees) 980 1,281
Average net assets 70,756 76,098
Ongoing charges ratio (including performance fees) 1.7% 1.7%
Ongoing charges ratio (excluding performance fees) 1.4% 1.7%
MIGO Opportunities Trust plc / Annual Report 2025

14 | 9 | 24 | 25

The ongoing charges percentage reflects the costs incurred directly by the Company which are associated with the management of a static investment portfolio. Consistent with the AIC guidance, the ongoing charges percentage excludes non-recurring items. Non-recurring expenses in the year ended 30 April 2026 relate to costs incurred by the Company's lawyers for the amendments to the IMA and the performance fee. Non-recurring expenses in the year ended 30 April 2025 relate to costs incurred on the Company's realisation opportunity in September 2024.

# **Total Returns (APM)**

The combined effect of any dividends paid, together with the rise or fall in the share price or NAV. Total return statistics enable the investor to make performance comparisons between trusts with different dividend policies. Any dividends (after tax) received by a shareholder are assumed to have been reinvested in either additional shares of the Company at the time the shares go ex-dividend (the share price total return) or in the assets of the Company at its NAV per share (the NAV total return).

# **NAV Total Return (APM)**

|   | One year to 30 April 2026 | Three years to 30 April 2026 | Five years to 30 April 2026 | Ten years to 30 April 2026 | 6 April 2004 (launch) to 30 April 2026  |
| --- | --- | --- | --- | --- | --- |
|  Closing NAV per share (p) | 413.1 | 413.1 | 413.1 | 413.1 | 413.1  |
|  Opening NAV per share (p) | 342.5 | 328.3 | 345.9 | 182.4 | 97.3  |
|  Dividend reinvested (p) | – | 3.6 | 4.0 | 4.0 | 4.0  |
|  NAV total return | 20.6% | 27.2% | 20.9% | 129.1% | 329.5%  |

# **Share Price Total Return (APM)**

|   | One year to 30 April 2026 | Three years to 30 April 2026 | Five years to 30 April 2026 | Ten years to 30 April 2026 | 6 April 2004 (launch) to 30 April 2026  |
| --- | --- | --- | --- | --- | --- |
|  Closing share price (p) | 398.5 | 398.5 | 398.5 | 398.5 | 398.5  |
|  Opening share price (p) | 327.0 | 318.5 | 346.0 | 164.3 | 102.5  |
|  Dividend reinvested (p) | – | 3.6 | 4.0 | 4.0 | 4.0  |
|  Share price total return | 21.9% | 26.5% | 16.6% | 145.6% | 293.5%  |
84 MIGO Opportunities Trust plc / Annual Report 2026
### Further Information and Notice of AGM / Glossary and Alternative Performance Measures continued
NAV Volatility (APM)
Volatility is related to the degree to which NAV or prices differ from their mean (the standard deviation). Volatility is calculated by taking the daily NAV or closing prices over the relevant year and calculating the
standard deviation of those prices. The daily standard deviation is then multiplied by an annualisation factor being the square root of the number of the trading days in the year.

| Year ended |  | Year ended |  |
| --- | --- | --- | --- |
| 30 April 2026 |  | 30 April 2025 |  |
|  | £’000 |  | £’000 |

Standard deviation of daily NAV (A) 0.43% 0.56%
Number of trading days 253 253
Square root of the number of trading days (B) 15.9 15.9
Annualised volatility (A*B) 6.8% 8.9%
Benchmark
The company’s benchmark is SONIA + 2%, SONIA being the Sterling Overnight Index Average, the sterling Risk-Free Reference Rate preferred by the Bank of England for use in sterling derivatives and relevant
financial contracts.
The objective of outperforming SONIA + 2% over the longer term reflects the aim of providing a better return to shareholders then they would get by placing money on deposit.
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 85
### Further Information and Notice of AGM / How to Invest
Retail investors advised by IFAs
The Company currently conducts its affairs so that its shares can be recommended by Independent Financial Advisers (IFAs) in the UK to ordinary retail investors in accordance with the Financial Conduct Authority
(“FCA”) rules in relation to non-mainstream investment products and intends to continue to do so. The shares are excluded from the FCA’s restrictions which apply to non-mainstream investment products because
they are shares in an investment trust.
Investment platforms
The Company’s shares are traded openly on the London Stock Exchange and can be purchased through a stock broker or other financial intermediary. The shares are available through savings plans (including
Investment Dealing Accounts, ISAs, Junior ISAs and SIPPs) which facilitate both regular monthly investments and lump sum investments in the Company’s shares. There are a number of investment platforms that
offer these facilities. A list that is not comprehensive nor constitutes any form of recommendation, can be found below:
AJ Bell YouInvest www.youinvest.co.uk
Barclays Smart Investor www.barclays.co.uk/smart-investor
Bestinvest www.bestinvest.co.uk
Charles Stanley Direct www.charles-stanley-direct.co.uk
Fidelity Personal Investing www.fidelity.co.uk
Halifax Investing www.halifax.co.uk/investing.html
Hargreaves Lansdown www.hl.co.uk
iDealing www.idealing.com
IG www.ig.com/uk/investments/sharedealing
interactive investor www.ii.co.uk
Scottish Widows Share Dealing www.iweb-sharedealing.co.uk
Santander www.santander.co.uk/personal/savings-and-investments/investments
Tillit https://tillitinvest.com
Willis Owen www.willisowen.co.uk
TrinityBridge www.trinitybridge.com/
Computershare Investor Services PLC – share dealing service
For details of Computershare’s dealing services, please visit www.computershare.com/dealing/uk.
Risk warnings
• Past performance is no guarantee of future performance.
• The value of your investment and any income from it may go down as well as up and you may not get back the amount invested. This is because the share price is determined, in part, by the changing conditions
in the relevant stock markets in which the Company invests and by the supply and demand for the Company’s shares.
• As the shares in an investment trust are traded on a stock market, the share price will fluctuate in accordance with supply and demand and may not reflect the underlying net asset value of the shares; where the
share price is less than the underlying value of the assets, the difference is known as the ‘discount’. For these reasons, investors may not get back the original amount invested.
• Although the Company’s financial statements are denominated in sterling, some of the holdings in the portfolio are denominated in currencies other than sterling and therefore they may be affected by
movements in exchange rates. As a result, the value of your investment may rise or fall with movements in exchange rates.
• Investors should note that tax rates and reliefs may change at any time in the future.
• The value of ISA, Junior ISA and SIPP tax advantages will depend on personal circumstances. The favourable tax treatment of ISAs, Junior ISAs and SIPPs may not be maintained.
46

MIGO Opportunities Trust plc / Annual Report 2026

# Further Information and Notice of AGM / Notice of Annual General Meeting

NOTICE IS HEREBY GIVEN that the twenty-second ANNUAL GENERAL MEETING of MIGO Opportunities Trust plc will be held on Thursday, 17 September 2026 at 12:00 noon at the offices of Frostrow Capital LLP, 25 Southampton Buildings, London WC2A 1AL for the following purposes:

Resolutions 1 to 12 (inclusive) are proposed as Ordinary Resolutions and Resolutions 13 to 16 (inclusive) are proposed as Special Resolutions.

# Ordinary Resolutions

1 To receive the Strategic Report, Directors' Report and Auditors' Report and the audited financial statements for the year ended 30 April 2026.
2 To receive and approve the Directors' Remuneration Report for the year ended 30 April 2026.
3 To approve the Directors' Remuneration policy.
4 To approve a final dividend of 2.00p per share.
5 To approve the Company's dividend policy, as set out on page 19 of the Annual Report for the year ended 31 March 2026.
6 To re-elect Mr Richard Davidson as a Director of the Company.
7 To re-elect Ms Caroline Gulliver as a Director of the Company.
8 To re-elect Ms Lucy Costa Duarte as a Director of the Company.
9 To re-elect Mr Ian Henderson as a Director of the Company.
10 To re-appoint PricewaterhouseCoopers LLP as Auditors of the Company.
11 To authorise the Audit Committee to determine the Auditor's remuneration.
12 THAT the Directors of the Company be and are hereby generally and unconditionally authorised (in substitution for any authorities previously granted to the Directors to the extent unused) pursuant to 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 to convert any security into shares in the Company ('Rights') up to an aggregate nominal amount of £36,000 (representing approximately one-third of the issued share capital (excluding treasury shares) as at the date of the notice of AGM or, if changed, the number representing one third of the issued share capital of the Company at the date at which this resolution is passed) during the period commencing on the passing of this Resolution and expiring (unless previously revoked, varied, renewed or extended by the Company in general meeting) at the conclusion of the Annual General Meeting of the Company to be held in 2027 (the 'Section 551 period'), but so that the Directors may, at any time prior to the expiry of the Section 551 period, make offers or agreements which would or might require shares to be allotted or Rights to be granted after the expiry of the Section 551 period and the Directors may allot shares or grant Rights in pursuance of such offers or agreements as if the authority conferred by this Resolution had not expired.

# Special Resolutions

13 THAT in substitution for any existing power under Section 570 of the Companies Act 2006 (the 'Act'), but without prejudice to the exercise of any such power prior to the date of this Resolution, the Directors be and they are hereby empowered, in accordance with Sections 570 and 573 of the Act, to allot equity securities (as defined in Section 5801) of the Act) for cash, pursuant to the authority under Section 551 of the Act conferred on the Directors by Resolution 10 above as if Section 5801) of the Act did not apply to any such allotment or sale, up to an aggregate nominal amount of £16,972, (representing approximately 10% of the issued share capital excluding treasury shares as at the date of the notice of AGM or, if changed, the number representing 10% of the issued share capital of the Company at the date at which this resolution is passed) at a price per share not less than the net asset value per share, such power to expire at the conclusion of the Annual General Meeting of the Company to be held in 2027, unless previously revoked, varied or renewed by the Company in General Meeting, save that the Company may, at any time prior to the expiry of such power, make an offer to enter into an agreement which would or might require equity securities or relevant shares to be allotted or sold after the expiry of such power and the Directors may allot equity securities or sell relevant shares in pursuance of such an offer or agreement as if such power had not expired.
14 THAT the Company is hereby generally and unconditionally authorised in accordance with Section 701 of the Companies Act 2006 (the 'Act') to make purchases (within the meaning of Section 6(9)a) of the Act) of Ordinary shares of 10 each in the capital of the Company ('Ordinary shares') for cancellation or for placing into Treasury provided that:

(a) the maximum number of Ordinary shares authorised to be acquired shall be 2,544,034 (or, if different, 14.93% of the Ordinary shares in issue immediately following the passing of this Resolution);
(b) the minimum price (exclusive of expenses) which may be paid for each Ordinary share is 10;
(c) the maximum price (exclusive of expenses) which may be paid for each Ordinary share, shall not be more than the higher of: (i) an amount equal to 10% of the average of the middle market quotations of Ordinary shares taken from the Daily Official List of the London Stock Exchange for the five business days immediately preceding the day on which the contract of purchase is made; and (ii) the higher of the price of the last independent trade in the Ordinary shares and the highest then current bid for the Ordinary shares on the London Stock Exchange's market for larger established companies;
(d) this authority will (unless renewed) expire at the conclusion of the next Annual General Meeting of the Company held after the date on which this Resolution is passed;
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 87
(e) the Company may make a contract of purchase for Ordinary shares under this authority
before this authority expires which will or may be executed wholly or partly after its expiration;
and
(f) any Ordinary shares bought back under the authority hereby granted may, at the discretion
of the Directors, be cancelled or held in Treasury and if held in Treasury may be resold from
Treasury or cancelled at the discretion of the Directors.
15 THAT a general meeting other than an annual general meeting may be called on not less than 14
clear days’ notice.
16 THAT the Articles of Association as set out in the document produced to the meeting and initialled
by the Chairman of the meeting for the purpose of identification be hereby approved and adopted
as the Articles of Association of the Company in substitution for, and to the exclusion of, all existing
Articles of Association.
All shareholders are strongly advised to exercise their votes in advance of the meeting by proxy, by
following the voting instructions overleaf.
By order of the Board
Frostrow Capital LLP, Company Secretary
MIGO Opportunities Trust plc
Registered Office: 25 Southampton Buildings, London WC2A 1AL
13 July 2026
46

MIGO Opportunities Trust plc / Annual Report 2020

# Further Information and Notice of AGM / Notice of Annual General Meeting continued

# **Notes**

As a shareholder, you have the right to attend, speak and vote at the forthcoming Annual General Meeting or at any adjournment(s) thereof. In order to exercise all or any of these rights you should read the following explanatory notes to the business of the Annual General Meeting:

**Note 1:** To be entitled to attend and vote at the meeting (and for the purpose of the determination by the Company of the number of votes they may cast) members must be entered on the Company's register of members at the close of business on 15 September 2020 (or in the event that the meeting is adjourned, only those shareholders registered on the Register of Members of the Company as at the close of business on the day which is 48 hours prior to the adjourned meeting) and shall be entitled to attend in person or by proxy and vote at the Annual General Meeting in respect of the number of shares registered in their name at that time. Changes to entries on the Register of Members after that time shall be disregarded in determining the rights of any person to attend or vote at the meeting.

**Note 2:** A member entitled to attend and vote at the meeting may appoint one or more persons as his/her proxy to attend, speak and vote on his/her behalf at the meeting. A proxy need not be a member of the Company but must attend the meeting for the voting rights conferred to be exercised.

If multiple proxies are appointed they must not be appointed in respect of the same shares. To appoint more than one proxy, shareholders will need to complete a separate proxy form in relation to each appointment. Each proxy appointment must state clearly the number of shares in relation to which the proxy is appointed. A failure to specify the number of shares to which each proxy appointment relates or specifying an aggregate number of shares in excess of those held by the member will result in the proxy appointment being invalid. Please indicate if the proxy instruction is one of multiple instructions being given.

A proxy form for use in connection with the Annual General Meeting is enclosed. To be valid, any proxy form or other instrument appointing a proxy, together with any power of attorney or other authority under which it is signed or a certified copy thereof, must be received by post or during normal business hours only by hand by the Registrar at Computershare Investor Services PLC. The Pavilions, Bridgwater Road, Bristol, BS99 6ZY no later than 48 hours (excluding non-working days) before the time of the Annual General Meeting or any adjournment of that meeting.

If you do not have a proxy form and believe that you should have one, or you require additional proxy forms, please contact the Registrar on 0370 889 3231. Lines are open between 8.30am and 5.30pm, Monday to Friday. The Registrar's overseas helpline number is +44 370 889 3231.

The appointment of a proxy will not prevent a member from attending the meeting and voting in person if he/she so wishes. A member present in person or by proxy shall have one vote on a show of hands and on a poll every member present in person or by proxy shall have one vote for every Ordinary share of which he/she is the holder. The termination of the authority of a person to act as proxy must be notified to the Registrar in writing.

In the case of joint holders of a share, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the vote or votes of the other joint holder or holders, and seniority shall be determined by the order in which the names of the holders stand in the register.

Any question relevant to the business of the Annual General Meeting may be asked at the meeting by anyone permitted to speak at the meeting. You may alternatively submit your question in advance by letter addressed to the Company Secretary at the registered office.

**Note 3:** A vote withheld is not a vote in law, which means that the vote will not be counted in the calculation of votes for or against the resolutions. If no voting indication is given, a proxy may vote or abstain from voting at his/her discretion. A proxy may vote (or abstain from voting) as he or she thinks fit in relation to any other matter which is put before the meeting.

**Note 4:** A person to whom this notice is sent who is a person nominated under Section 146 of the Companies Act 2008 to enjoy information rights (a 'Nominated Person') may, under an agreement between him/her and the shareholder by whom he/she was nominated, have a right to be appointed (or to have someone else appointed) as a proxy for the Annual General Meeting. If a Nominated Person has no such proxy appointment right or does not wish to exercise it, he/she may, under any such agreement, have a right to give instructions to the shareholder as to the exercise of voting rights.

**Note 5:** The statements of the rights of members in relation to the appointment of proxies in Notes 1 and 2 above do not apply to a Nominated Person. The rights described in those Notes can only be exercised by registered members of the Company.

**Note 6:** As at 13 July 2026 (being the date of publication of this notice) the Company's issued share capital and total voting rights amounted to 16,971,542 Ordinary shares carrying one vote each.

**Note 7:** A person authorised by a corporation is entitled to exercise (on behalf of the corporation) the same powers as the corporation could exercise if it were an individual member of the Company. On a vote on a resolution on a show of hands, each authorised person has the same voting rights as the corporation would be entitled to. On a vote on a resolution on a poll, if more than one authorised person purports to exercise a power in respect of the same shares.
HIGD Opportunities Trust plc / Annual Report 2006

14 0 25 30

a) If they purport to exercise the power in the same way as each other, the power is treated as exercised in that way;
b) If they do not purport to exercise the power in the same way as each other, the power is treated as not exercised.
Note 8: Shareholders should note that it is possible that, pursuant to requests made by shareholders of the Company under Section 527 of the Companies Act 2006, the Company may be required to publish on a website a statement setting out any matter relating to (i) the audit of the Company's financial statements (including the Auditors' report and the conduct of the audit) that are to be laid before the Annual General Meeting, or (ii) any circumstances connected with an auditor of the Company ceasing to hold office since the previous meeting at which annual financial statements and reports were laid in accordance with Section 437 of the Companies Act 2006. The Company may not require the shareholders requesting any such website publication to pay its expenses in complying with Sections 527 or 528 of the Companies Act 2006. Where the Company is required to place a statement on a website under Section 527 of the Companies Act 2006, it must forward the statement to the Company's auditors not later than the time when it makes the statement available on the website. The business which may be dealt with at the Annual General Meeting includes any statement that the Company has been required under Section 527 of the Companies Act 2006 to publish on a website.
Note 9: In accordance with Section 309A of the Companies Act 2006, the Company must cause any question relating to the business being dealt with at the meeting put by a member attending the meeting to be answered. No such answer need be given if:
a) to do so would:
(i) interfere unduly with the preparation for the meeting, or
(ii) involve the disclosure of confidential information
b) the answer has already been given on a website in the form of an answer to a question; or
c) it is undesirable in the interests of the Company or the good order of the meeting that the question be answered.
Note 10: CREST members who wish to appoint a proxy or proxies by utilising the CREST electronic proxy appointment service may do so for this meeting by following 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.

In order for a proxy appointment or instruction made by means of CREST to be valid, the appropriate CREST message (a 'CREST Proxy Instruction') must be properly authenticated in accordance with Euroclear's specifications and must contain the information required for such instructions, as described in the CREST Manual. The message, in order to be valid, must be transmitted so as to be received by the Company's Registrar (ID 3F4569) by the latest time for receipt of proxy appointments specified in Note 2 above. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp applied to the message by the CREST Applications Host) from which the Registrar 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.

CREST members and, where applicable, their CREST sponsors or voting service providers should note that Euroclear 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 providers are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings.

The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 309(a) of the Uncertificated Securities Regulations 2001.

Note 11: The Annual Report incorporating this Notice of Annual General Meeting and, if applicable, any members' statements, members' resolutions or members' matters of business received by the Company after the date of this Notice, will be available on the Company's website www.migdat.co.uk
Note 12: None of the Directors has a contract of service with the Company. A copy of the letters of appointment of the Directors will be available for inspection at the registered office of the Company during usual business hours on any weekday (except weekends and public holidays) until the date of the meeting and at the place of the meeting for a period of fifteen minutes prior to and during the meeting.

![img-5.jpeg](img-5.jpeg)
90 MIGO Opportunities Trust plc / Annual Report 2026
### Location of the Annual General Meeting
Offices of Frostrow Capital LLP, 25 Southampton Buildings, London WC2A 1AL on
Thursday, 17 September 2026 at 12 noon.
HIGO Opportunities Trust plc / Annual Report 2026

14 0 15 16

# Further Information and Notice of AGM / Explanatory Notes to the Resolutions

Resolutions 1 to 12 will be proposed as ordinary resolutions and Resolutions 13 to 16 will be proposed as special resolutions.

# Resolution 1 – To receive the Annual Report and Financial Statements

The Annual Report and Financial Statements for the year ended 30 April 2026 will be presented to the AGM and shareholders will be given an opportunity at the meeting to ask questions. The Annual Report and Financial Statements will be mailed to shareholders and can also be found on the Company's website at www.engage.co.uk.

# Resolution 2 – To receive and approve the Directors' Remuneration Report

Resolution 2 relates to the Directors' Remuneration Report which is set out in full on pages 52 to 54 of the Annual Report.

# Resolution 3 – To approve the Directors' Remuneration Policy

The Directors' Remuneration policy is set out on page 55.

# Resolution 4 – To approve a final dividend

The rationale for the payment of a final dividend is set out in the Chairman's Statement beginning on page 4 and in the Business Review on page 19.

# Resolution 5 – to approve the Company's dividend policy

Resolution 5 seeks shareholder approval for the Company's dividend policy, which is set out on page 19.

# Resolutions 6 to 9 – Re-election of Directors

Resolutions 6 to 9 deal with the re-election of each Director. Biographies of each of the Directors can be found on page 35 of the Annual Report.

The Board has confirmed, following a performance review, that the Directors standing for re-election or election continue to perform effectively.

# Resolutions 10 and 11 – Re-appointment of auditors

Resolution 10 relates to the re-appointment of PricewaterhouseCoopers LLP as the Company's independent auditors to hold office until the next Annual General Meeting of the Company and Resolution 11 authorises the Audit Committee to set their remuneration. Following the implementation of the Competition and Markets Authority order on Statutory Audit Services only the Audit Committee may negotiate and agree the terms of the auditors' service agreement.

# Resolution 12 – Authority to allot ordinary shares

Resolution 12, an ordinary resolution as set out in the Notice of AGM, if passed, will renew the Directors' authority to allot shares in accordance with statutory pre-emption rights. This resolution will authorise the Board to allot ordinary shares generally and unconditionally in accordance with section 551 of Companies Act 2006 up to an aggregate nominal value of £98,006, representing approximately one third of the Company's issued share capital as at the date of the Notice of AGM or, if changed, the number representing one third of the issued share capital of the Company at the date at which this resolution is passed.

The Company does not currently hold any shares in treasury.

The Board believes that the passing of Resolution 12 is in the shareholders' interests as the authority is intended to be used for funding investment opportunities sourced by the Investment Manager, thereby mitigating any potential dilution of investment returns for existing shareholders, and the Directors will only issue new ordinary shares at a price above the prevailing NAV per Ordinary share. The authority, if given, will lapse at the conclusion of the 2027 AGM of the Company.

The Directors do not currently intend to allot shares other than to take advantage of opportunities in the market as they arise and only if they believe it would be advantageous to the Company's shareholders to do so.

# Resolution 13 – Disapplication of pre-emption rights

Resolution 13, a special resolution, is being proposed to authorise the Directors to disapply the statutory pre-emption rights of existing shareholders in relation to the issue of shares under Resolution 12, for cash or the sale of shares out of treasury up to an aggregate nominal amount of £96,972, being approximately 10% of the Company's issued share capital as at the date of the Notice of AGM or, if changed, 10% of the issued share capital immediately upon the passing of this resolution.

In respect of Resolution 13, shares would only be issued at a price above the prevailing NAV per share. The Directors will only issue shares on a non-pre-emptive basis if they believe it would be in the best interests of the Company's shareholders.
92 MIGO Opportunities Trust plc / Annual Report 2026
### Further Information and Notice of AGM / Explanatory Notes to the Resolutions continued
Resolution 14 – Purchase of own shares
Resolution 14, a special resolution, will renew the Company’s authority to make market purchases of up to 2,544,034 ordinary shares (being 14.99% of the issued share capital as at the date of the Notice of AGM),
either for cancellation or placing into treasury at the determination of the Directors. Purchases of ordinary shares will be made within guidelines established from time to time by the Board. Any purchase of ordinary
shares would be made only out of the available cash resources of the Company. The maximum price which may be paid for an Ordinary share must not be more than the higher of (i) 5% above the average of the
mid-market value of the ordinary shares for the five business days before the purchase is made, or (ii) the higher of the price of the last independent trade and the highest current independent bid for the Ordinary
shares on the trading venue where the purchase is carried out. The minimum price which may be paid is £0.01 per Ordinary share.
The Directors would only use this authority in order to address any significant imbalance between the supply and demand for the ordinary shares and to manage the discount to NAV at which the ordinary shares
trade. Ordinary shares will be repurchased only at prices below the NAV per Ordinary share, which should have the effect of increasing the NAV per Ordinary share for remaining shareholders.
This authority, if approved by shareholders, will expire at the AGM to be held in 2027, when a resolution for its renewal will be proposed.
Resolution 15 – Notice period for general meetings
In terms of the Companies Act 2006, the notice period for general meetings (other than an AGM) is 21 clear days’ notice unless the Company:
(i) has gained shareholder approval for the holding of general meetings on 14 clear days’ notice by passing a special resolution at the most recent AGM; and
(ii) offers the facility for all shareholders to vote by electronic means.
The Company would like to preserve its ability to call general meetings (other than an annual general meeting) on less than 21 clear days’ notice. The shorter notice period proposed by resolution 15, a special
resolution, would not be used as a matter of routine, but only where the flexibility is merited by the business of the meeting and is thought to be in the interests of shareholders as a whole. The approval will be
effective until the date of the AGM to be held in 2027, when it is intended that a similar resolution will be proposed.
Resolution 16 – Amended Articles of Association
The Board is this year asking for shareholder approval to adopt new articles of association (“New Articles”) to take account of changes to law and best practice. A summary of the main changes proposed to the
existing articles of association (“Existing Articles”) is set out below. The New Articles (containing the full terms of the amendments proposed to be made) will be available at the Annual General Meeting for at
least 15 minutes prior to and during that meeting. The New Articles will also be available for inspection on the Company’s website www.migoplc.co.uk and on the National Storage Mechanism from the date of this
document.
Appointment and retirement of Directors
In light of recent activity by activist investors, the New Articles introduce a contingency process in the event that, following its annual general meeting or any other general meeting, the Company is left with no
directors, or fewer than the minimum number of directors required by law or the New Articles. Under both the Existing Articles and the New Articles the minimum number of Directors required is three.
In such circumstances, the proposed amendments provide for the automatic and temporary appointment or re-appointment of the minimum number of individuals required to fill the vacancies, drawn from those
who stood for appointment or were removed at the relevant general meeting, prioritising those who received the greatest level of shareholder support. The Board will then be required to appoint new, replacement
directors as soon as possible following the meeting, after which the temporary directors will retire.
These arrangements are intended solely as a contingency measure to ensure the Company can continue to operate and comply with its legal obligations at all times, in line with AIC guidance. The provisions are
not designed to entrench directors who have not secured sufficient shareholder support. Any temporary appointments made under the New Articles will be limited to the minimum period necessary to restore the
required number of directors, after which the temporary directors will step down. This process ensures that shareholder decisions regarding the composition of the Board are respected, while also safeguarding the
orderly management and legal standing of the Company.
In addition, the provisions of the Existing Articles requiring the Directors to retire by rotation are proposed to be removed as all Directors stand for re-election annually, in accordance with the AIC Code. The New
Articles reflect this and require all Directors to retire and, if desired, seek re-election at each annual general meeting.
MIGO Opportunities Trust plc / Annual Report 2026 SR G FS SI 93
Untraced shareholders
The New Articles modernise the process for selling shares belonging to shareholders who remain untraced for a prolonged period. Under both the Existing Articles and the New Articles the Company may, subject
to certain conditions, sell the shares of a shareholder if, in the 12-year period prior to such sale, the Company has paid at least three dividends and that shareholder has not claimed any of them during that period.
Under the New Articles, the Company will be required to make reasonable tracing enquiries and to send a notice to the registered address of the shareholder before it may sell the shares of the untraced
shareholder. However, the New Articles no longer oblige the Company to publish advertisements in a national newspaper in the UK.
The New Articles also no longer require the Company to obtain the best price reasonably obtainable; instead, they allow the Directors to sell the shares at such time and price and on such terms as the Directors
may determine.
Once the shares are sold, the net proceeds of sale (together with any uncashed dividends or other sums) will belong to the Company and be forfeited by the untraced shareholder.
These changes seek to reflect current market practice and safeguard shareholder rights while not placing unduly onerous administrative obligations on the Company.
Uncertificatedshares
The provisions relating to uncertificated shares in the New Articles have been modernised and provide the Company and the Directors with increased flexibility in dealing with uncertificatedshares.
General
The New Articles also include changes in line with modern practice and to reflect current statutory and regulatory rules, including, for example, to remove references to the issue of share warrants, to remove
references to shares being admitted to the premium listing of the Official List, to remove reference to the register of directors and to remove references to special business of a general meeting. The New Articles
also contain other non-substantive tidy-up and clarificatory amendments.
Directors’ Recommendation
The Directors consider each resolution being proposed at the AGM to be in the best interests of the Company and shareholders as a whole and they unanimously recommend that all shareholders vote in favour of
them, as they intend to do in respect of their own beneficial shareholdings.
94 MIGO Opportunities Trust plc / Annual Report 2026
### Further Information and Notice of AGM / Contact Details of the Advisers

| Directors |  | Registrar |
| --- | --- | --- |
| Richard Davidson (Chairman of the Board and of the Management Engagement Committee) |  | Computershare Investor Services PLC |
| Caroline Gulliver (Chair of the Audit Committee and the Senior Independent Director) |  | The Pavilions |
| Lucy Costa Duarte |  | Bridgwater Road |
| Ian Henderson |  | Bristol BS99 6ZZ |
| AIFM and Investment Manager | Stockbroker | Telephone: (0) 370 889 3231* |
| Asset Value Investors Limited | Deutsche Bank AG, London Branch | Email: WebCorres@computershare.co.uk |
| 2 Cavendish Square | (trading for these purposes as Deutsche Numis) | Website: www.investorcentre.co.uk |
| London W1G 0PU | 45 Gresham Street |  |

Please contact the Registrar if you have a query about a certificated holding in the Company’s Shares.
London EC2V 7BF
Website: www.assetvalueinvestors.com
* Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will
Depositary be charged at the applicable international rate. Lines are open between 8.30 a.m. to 5.30 p.m., Monday to Friday
Company Secretary and Administrator
JP Morgan Europe Limited excluding public holidays in England and Wales.
Frostrow Capital LLP
25 Bank Street
25 Southampton Buildings Identification Codes
London E14 5JP
London WC2A 1AL SEDOL: 3436594
Custodian ISIN: GB0034365949
Telephone: 0203 008 4910
JP Morgan Chase Bank, N.A., London Branch Ticker: MIGO
Email: info@frostrow.com
25 Bank Street
Website: www.frostrow.com Legal Identity Identifier (“LEI”):
London E14 5JP
21380075RRMI7D4NQS20
Global Intermediary Identification Number (“GIIN”):
JSHFPW.99999.SL.826
SCAN ME A member of the Association of Investment Companies
Registered Office
25 Southampton Buildings
London WC2A 1AL
Independent Auditors
PricewaterhouseCoopers LLP
7 More London Riverside
London SE1 2RT
FCA regulation of non-mainstream investment products
The Company currently conducts its affairs so that the shares issued by the Company can be
recommended by Independent Financial Advisers (IFAs) to ordinary retail investors in accordance
with the Financial Conduct Authority (“FCA”) rules in relation to non-mainstream investment products
and intends to continue to do so for the foreseeable future. The shares are excluded from the FCA’s
restrictions which apply to non-mainstream investment products because they are shares in an
investment trust.
-
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Environment
This report is printed on Revive 100% White Silk a totally recycled paper produced using 100% recycled waste at a mill that has been awarded the ISO 14001 certificate for environmental management.
The pulp is bleached using a totally chlorine free (TCF) process.
Environment
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