BlackRock Greater Europe Investment Trust plc Annual Report and Financial Statements 31 August 2025 ## BlackRock ## Greater Europe ## Investment Trust plc ## Annual Report and Financial Statements 31 August 2025 www.blackrock.com/uk/brge Job No: 52954 Proof Event: 12 Black Line Level: 1 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2024 T: 0207 055 6500 F: 020 7055 6600 ## Keeping in touch ### We know how important it is to receive up-to-date information about the Company. ### To ensure that you are kept abreast, please scan the QR code to the right of this page ### to visit our website. If you have a smartphone, you can activate the QR code by opening ### the camera on your device and pointing it at the QR code. This will then open a link to ### the relevant section on the Company’s website. 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Job No: 101506 Proof Event: 11 Black Line Level: 1 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Financial ## highlights ## as at 31 August 2025 | 598.05p | | 2461.90 | | | --- | --- | --- | --- | | Net asset value (NAV) per | | FTSE World Europe ex UK | | | ordinary share | | Index | | | | 1,2 | | 1 | | -6.1% | | +10.9% | | | 570.00p | | £569.1m | | | Ordinary share price | | Net assets | | 1,2 ## -3.9% -11.1% ### 2,3 ## 7.15p 1.3% ### Total dividends Yield ## +2.1% ## 6.89p ### Revenue earnings per ### ordinary share 2 ## -6.3% The above financial highlights are at 31 August 2025 and percentage comparisons are against 31 August 2024. ¹ NAV per ordinary share, ordinary share price and the FTSE World Europe ex UK Index (the reference index) are calculated in Sterling terms with dividends reinvested. ² Alternative Performance Measures, see Glossary on pages 125 to 129. ³ Based on dividends paid and declared for the year ended 31 August 2025 and share price as at 31 August 2025. Banks were a consistent source of positive attribution during the year. Earnings have remained strong and net interest income stayed resilient. Section 1: Overview and performance 1 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Why BlackRock ## Greater Europe ## Investment Trust plc? ## Investment objective ### The Company’s objective is the achievement of capital growth, primarily through ### investment in a focused portfolio constructed from a combination of the securities of large, ### mid and small capitalisation European companies, together with some investment in the ### developing markets of Europe. ### The Company has the flexibility to invest in any country included in the FTSE World Europe ### ex UK Index, as well as the freedom to invest in developing countries not included in the ### index but considered by the Manager and the Directors as part of greater Europe. ## Reasons to invest | Conviction | Long-term focus | Discount control | | --- | --- | --- | | A high conviction portfolio of the best | Looking through the daily noise which | To mitigate share price volatility, the | | 30-45 investment ideas, with the portfolio | impacts the market to identify the best | Company may use its authority to buy | | being at the more concentrated end | long-term opportunities. The closed-end | back or issue stock at prices which are | | of the peer group range. The portfolio | structure of the investment trust gives the | accretive to shareholders and also has the | | managers search and execute the best | portfolio managers the ability to maintain | ability to operate six monthly tender offers | | ideas existing within the European Equity | holdings through periods of volatility. We | to buy back up to 20% of issued share | | Market, and are not constrained by | are an investor in companies, not a trader | capital, to ensure that the share price | | market cap, sub-sector or region, with the | of shares. | does not move to an excessive discount or | | ability to invest across the breadth of the | | premium to the underlying NAV. | European market. | Personnel | High quality | Dividends | | --- | --- | --- | | The Company benefits from the | The Company is designed for investors | The Company has increased its total | | 21-strong European Equity team within | looking to invest in a selection of | annual dividend for 19 years (every year | | BlackRock’s Fundamental Equity division. | Europe’s highest quality, fastest-growing | since inception). This has been enabled | | The team is recognised by Morningstar as | companies, irrespective of their size and | through investing in high quality, cash | | one of the ‘best-resourced and highest- | geography. We look to align ourselves | generative businesses and supported, | 1 quality teams in the space’. with the best management teams in the where necessary, through the Company’s region which we believe have the ability distributable reserves. to create value for shareholders over the long term. 1 Source: Morningstar, July 2025. A member of the Association of Investment Companies Further details about the Company, including the latest annual and half yearly financial reports, factsheets and stock exchange announcements, are available on the website at www.blackrock.com/uk/brge. 2 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # Contents ## Section 1: Overview and performance | Financial highlights | 1 | | --- | --- | | Why BlackRock Greater Europe Investment Trust plc? | 2 | | Performance record | 4 | | Chairman's Statement | 5 | | Investment Manager's Report | 11 | ## Section 2: Portfolio | Investment process and philosophy | 22 | | --- | --- | | Ten largest investments | 25 | | Investments | 27 | | Investment exposure | 29 | ## Section 3: Governance | Governance structure | 32 | | --- | --- | | Directors' biographies | 33 | | Strategic Report | 35 | | Directors' Report | 52 | | Directors' Remuneration Report | 60 | | Directors' Remuneration Policy | 64 | | Corporate Governance Statement | 66 | | Report of the Audit and Management Engagement Committee | 73 | | Statement of Directors' Responsibilities in respect of the Annual Report and Financial Statements | 79 | ## Section 4: Financial statements | Independent Auditors' Report | 82 | | --- | --- | | Income Statement | 88 | | Statement of Changes in Equity | 89 | | Balance Sheet | 90 | | Statement of Cash Flows | 91 | | Notes to the Financial Statements | 92 | ## Section 5: Additional information | Shareholder information | 114 | | --- | --- | | Analysis of ordinary shareholders | 118 | | Historical record | 119 | | Management and other service providers | 120 | | AIFMD disclosures (unaudited) | 121 | | Information to be disclosed in accordance with Listing Rule 6.6.1 | 123 | | Depository report | 124 | | Glossary | 125 | ## Section 6: Annual general meeting | Notice of annual general meeting | 132 | | --- | --- | | Share fraud warning | 137 | Cover: European Central Bank building, Frankfurt. Section 1: Overview and performance 3 ## Performance record | | As at | | As at | | --- | --- | --- | --- | | 31 August | | 31 August | | | | 2025 | | 2024 | 1 Net assets (£’000) 569,079 640,300 Net asset value per ordinary share (pence) 598.05 644.60 Ordinary share price (pence) 570.00 601.00 2 Discount to cum income net asset value 4.7% 6.8% 3 | FTSE World Europe ex UK Index | | 2461.90 2219.24 | | | | | --- | --- | --- | --- | --- | --- | | | For the year | | | For the year | | | | | | ended | | ended | | | | 31 August | | 31 August | | | Annual performance (with dividends reinvested) | | | 2025 | | 2024 | 2 Net asset value per share -6.1% 16.4% 2 Ordinary share price -3.9% 15.5% 3 | FTSE World Europe ex UK Index | | 10.9% 15.8% | | | --- | --- | --- | --- | | | For the period | | For the period | | | since inception | | since inception | | | to 31 August | | to 31 August | 4 Performance since inception (with dividends reinvested) 2025 2024 2 Net asset value per share 742.7% 797.6% 2 Ordinary share price 714.0% 747.3% 3 | FTSE World Europe ex UK Index | | 522.5% 461.2% | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | | | For the year | | | For the year | | | | | | | | ended | | ended | | | | | 31 August | | | 31 August | | Change | | | | | | 2025 | | 2024 | | % | Revenue Net profit on ordinary activities after taxation (£’000) 6,684 7,379 -9.4 5 Revenue earnings per ordinary share (pence) 6.89 7.35 -6.3 Dividends (pence) Interim dividend 1.75 1.75 – Final dividend 5.40 5.25 +2.9 Total dividends payable/paid 7.15 7.00 +2.1 ### Performance over the ten years to 31 August 2025 | 340 | 10 | | --- | --- | | 320 | 9 | | 300 | 8 | 7 280 6 260 5 240 4 220 3 200 2 180 1 160 0 | 140 | -1 | | --- | --- | | 120 | -2 | | 100 | -3 | | 80 | -4 | | Aug 15 | | Aug 16 | Aug 17 | | Aug 18 | Aug 19 | | Aug 20 | Aug 21 | Aug 22 | | Aug 23 | Aug 24 | Aug 25 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | Net asset value (LHS) | | | | | | | | | | 3 | Discount/(premium) (RHS) | | | | | | | | Share price (LHS) | | | FTSE World Europe ex UK Index | | | | (LHS) | | | | Sources: BlackRock and LSEG Datastream. 1 The change in net assets reflects payments for shares repurchased into treasury, portfolio movements and dividends paid. 2 Alternative Performance Measures, see Glossary on pages 125 to 129. 3 Reference index. 4 20 September 2004. 5 Further details are given in the Glossary on page 129. 4 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Performance with dividends reinvested in Sterling terms, rebased to 100 at 1 September 2015. Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # Chairman's Statement # Dear Shareholder ![img-0.jpeg](img-0.jpeg) **Eric Sanderson** ## Performance For the year ended 31 August 2025, the Company's net asset value per share (NAV) returned -6.1% and the share price -3.9%. In comparison, the FTSE World Europe ex UK Index (the Company's reference index) returned +10.9% (all percentages calculated in Sterling terms with dividends reinvested). This disappointing performance was driven by a range of sector and stock specific factors, with Novo Nordisk (the portfolio's largest holding at the end of the prior financial year) being the single largest detractor in the period under review. In addition, the portfolio's underweight exposure to financials and overweight positioning in technology stocks were also headwinds to relative performance. Part of the broader challenge for the Company this year was the continuing trend for the type of quality growth stocks which have performed so well for your Company over the longer-term to remain out of favour and disappoint. Investors have preferred to focus instead on European value stocks (which they perceive as underpriced). This trend has been ongoing for some time, and the Board notes that the Company's performance is also behind the reference index over both three years and five years. However, over a ten-year period the Company's NAV per share has outperformed the reference index by 13.1%. ## Market overview Overall, European equity markets outperformed their US counterparts for much of the first half of 2025. After a period of outflows, European equity funds received inflows from both domestic and international investors. Policy uncertainty, a potentially inflationary trade war, a declining US Dollar and high valuations have led to investors diversifying their portfolios away from US assets, benefiting European markets. One of the advantages in Europe has been the European Central Bank (ECB) anticipating low inflation and cutting interest rates accordingly, whilst the US Federal Reserve is wanting more clarity on whether President Trump's policy shifts on global trade and tariffs will be inflationary or recessionary. More details on this and the significant contributors to and detractors from performance during the year are given in the Investment Manager's Report on pages 11 to 18. ## Portfolio manager changes The Board notes that the underperformance of growth-oriented funds is a factor of the challenging market backdrop that we are currently facing. With this in mind, our Manager has proposed adopting a more balanced approach by giving greater consideration to investing selectively in quality value ideas, which should help to dampen fund volatility, ultimately resulting in enhanced return outcomes over time. Any changes will be implemented carefully, in line with the opportunity set presenting itself in markets. Importantly, the core of the portfolio will remain invested in Europe's most compelling quality growth stocks, and the Board are conscious that the Company has outperformed its growth-focused peers in the period under review. Section 1: Overview and performance 5 The Board believes the adoption of this approach is in the best interests of shareholders, and to facilitate this Brian Hall will be appointed as a co-portfolio manager. Brian is a multi-award-winning portfolio manager with 26 years of investment experience, and has worked with Stefan for nearly 19 years having joined BlackRock in 2007. Brian runs the European Core strategy which has returned 4.3% annualised relative outperformance since inception in 2019. His detailed biography can be found on page 14 of this report. The Board believes that the addition of Brian as an experienced investor with a quality value focus will bring the flexibility needed to ensure future success of the portfolio. These changes will take immediate effect. No changes are proposed to the Company's investment objective and policy. Alexandra Dangoor will step down as co-manager and the Board thank her for her commitment and contribution to the Company. ## Reduction in management fee I am pleased to report that, following a further review of management fees and engagement with BlackRock, and as announced on 30 September 2025, the Board reached an agreement to amend the Company's management fee arrangements. With effect from 1 September 2025, the Company's annual management fee, which is payable quarterly in arrears, reduced from 0.85% per annum of net asset value on net assets up to £350 million and 0.75% per annum of net asset value above £350 million to 0.65% of net assets up to and including £400 million, 0.60% of net assets in excess of £400 million up to and including £1 billion and 0.525% of net assets in excess of £1 billion, representing a significant decrease. This revised fee will result in a blended annual management fee rate for the Company of 0.634% based on the Company's average net assets for the year to 31 August 2025 of £593.3 million. It is estimated that the Company's ongoing charges ratio (OCR) will reduce, allowing it to achieve an illustrative OCR of 0.775%$^{1}$ (based on average net assets for the year ended 31 August 2025), representing a material improvement to the Company's OCR of 0.95% for the year ended 31 August 2025. ## Revenue earnings and dividends Your Company's total revenues each year are a reflection of the dividends we receive from portfolio companies. The revenue return per share for the year ended 31 August 2025 amounted to 6.89p per share, which compares with 7.35p per share for the previous year, a decrease of 6.3%. At present, the dividends paid from the Russian securities in the Company's portfolio are held in a custody 'S' account in Moscow. The balance as at 31 August 2025 was equivalent to approximately £2.69 million at the exchange rate applicable on that date. As there is significant uncertainty that the sums in the 'S' account will ever be received by the Company, they are not recognised in the Company's net asset value or in its income statement. The Board also monitors the underlying local value of the Russian securities on the Moscow Stock Exchange which at 31 August 2025 were approximately £29.0 million at the exchange rate applicable on that date, although again there is much uncertainty of these values ever being realisable by the Company. These investments have been held at a nominal value of £0.01 in the net asset value at 31 August 2025. In May the Board declared an interim dividend of 1.75p per share (2024: 1.75p) and the Board is proposing the payment of a final dividend of 5.40p per share for the year (2024: 5.25p). This, together with the interim dividend, makes a total dividend for the year of 7.15p per share (2024: 7.00p), an increase of 2.1% and the 19th successive increase, meaning that the Company has now increased its dividend every year since inception. The dividend will be funded from revenue received in the year together with a transfer from revenue reserves of £74,000. Subject to shareholder approval, the dividend will be paid on 19 December 2025 to shareholders on the Company's register on 21 November 2025, the ex-dividend date being 20 November 2025. ## Management of share rating Over the year to 31 August 2025, the Company's shares have traded at an average discount of 6.2%. During the year, the Company purchased 4,176,739 ordinary shares at an average price of 579.18p per share and an average discount of 6.2% for a total cost of £24,191,000. Since the year end up to 31 October 2025, a further 1,171,315 ordinary shares have been bought back at an average price of 589.72p per share for a total cost of £6,908,000. All shares have been placed in treasury. To put this in context, share buy back activity remains elevated across the closed end fund sector as a whole as boards grapple with investor selling pressure, reaching a record high of £6.6 billion for 2025 year to date (an increase of 40% from the equivalent period in 2024). As reported in the Half Yearly Financial Report, the Directors exercised their discretion not to operate the half yearly tender offers in November 2024 and May 2025. It was also announced on 22 September 2025 that the Board had decided not to proceed with the semi-annual tender offer in November 2025. The Board believes that the share buyback activity undertaken has been beneficial in improving the Company's share rating and is in shareholders' interests. As the Company's discount was $^{1}$ Alternative Performance Measure 6 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 trading at 5.0% on 19 September 2025 and trading within the discount range of its peer group, the Board concluded that it was not in the interests of shareholders as a whole to implement the November 2025 semi-annual tender offer. The Directors recognise the importance to investors that the market price of the Company's shares should not trade at a significant premium or discount to the underlying NAV. Accordingly, in normal market conditions, the Board may use the Company's share buy back and share issue powers, or operate six monthly tender offers, to ensure that the share price does not go to an excessive discount or premium to the underlying NAV. Resolutions to renew the Company's semi-annual tender offers and the authorities to issue and buy back shares will be put to shareholders at the forthcoming Annual General Meeting. ## Board composition I previously advised that it was my intention to step down from the Board, subject to a suitable successor being identified. As announced in March, Andrew Impey was appointed as a non-executive Director of the Company with effect from 28 April 2025 and I am now very pleased to report that it has been agreed he will succeed me as Chairman following the conclusion of the Annual General Meeting in December. Andrew is currently non-executive chair of the Pacific Assets Trust plc and has over 34 years' experience in institutional investment management and wealth management. It has been a privilege to be Chairman of your Company for the past nine years. I would like to thank all shareholders for their support, as well as thanking my Board colleagues and the team at BlackRock for making my tenure as Chairman as rewarding and enjoyable as it has undoubtedly been. I leave the Company in the capable hands of the Board and Investment Manager and wish it every success for the future. ## Board engagement The Board takes its governance duties very seriously and in June 2025 joined representatives of the Investment Manager on a three-day trip to Amsterdam to meet the management teams of some of the companies we invest in. The aim of the trip, which represented a significant time commitment from the Board, was to gain a deeper understanding of the Portfolio Manager's due diligence processes when meeting with investee companies, as well as gaining enhanced knowledge of these companies, their governance policies and business models and the operational challenges that they are facing in current markets. During the course of the visit the Board undertook site tours and met with representatives from Adyen, ASM International, IMCD, ASML and BE Semiconductor Industries (collectively representing 12.9% of the Company's portfolio as at 31 August 2025). ## Shareholder communications The Board appreciates how important access to regular information is to our shareholders. To supplement our website, we offer shareholders the ability to sign up to the Trust Matters newsletter which includes information on the Company, as well as news, views and insights. Further information on how to sign up is included on the inside cover of this report. ## Outlook Since the financial year end and up to close of business on 31 October 2025, the Company's NAV has increased by 5.7% compared with a rise in the reference index of 5.6% over the same period. After a good start to the year, European equities are more expensive than they were earlier in 2025 but still remain at a considerable discount to US stocks. Additionally, although the US has been favoured for a long time, policy uncertainty under President Trump means that view is being reassessed and Europe has a good selection of attractively valued leading global businesses. The ECB has halved its interest rate to 2% and monetary policy will contribute to the region's growth outlook. Germany's fiscal package and increased defence spending in the European Union are also likely to support growth from 2026 onwards and greater unity and a pro-growth agenda across Europe could also boost activity. There is, however, a question mark over the speed and extent to which these will feed through into growth. The Board is aware that after a period of exceptionally strong performance, the Company's performance in recent years has been less successful, as growth has significantly underperformed value in European markets and there have been some stock-specific disappointments. Despite this, the portfolio managers are long-term investors and follow a well-defined investment process. Their focus will continue to be on selecting high-quality companies with a unique product or service that generate high and predictable returns on capital and capable management teams with a track record of value creation. Section 1: Overview and performance 7 ### Annual General Meeting (AGM) arrangements The Annual General Meeting of the Company will be held in person at the offices of BlackRock at 12 Throgmorton Avenue, London EC2N 2DL on Thursday, 11 December 2025 at 12 noon. Details of the business of the meeting are set out in the Notice of Annual General Meeting on pages 132 to 136 of this Annual Report. The Board very much looks forward to meeting shareholders and answering any questions you may have on the day. For the benefit of shareholders who are unable to attend this year’s AGM in person, we have arranged for the proceedings to be viewed via a webinar. You can register to watch the AGM by scanning the QR Code inside the cover of this Annual Report or by visiting our website at www.blackrock.com/uk/brge and clicking on the registration banner. Please note that it is not possible to speak or vote at the AGM via this medium and joining the webinar does not constitute attendance at the AGM. Shareholders wishing to exercise their right to attend, speak and vote at the AGM should either attend in person or exercise their right to appoint a proxy to do so on their behalf. For further details please see page 135 of this Annual Report. Eric Sanderson Chairman 4 November 2025 8 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 Job No: 50368 Proof Event: 10 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2023 T: 0207 055 6500 F: 020 7055 6600 ![img-1.jpeg](img-1.jpeg) # Investment Manager’s Report ![img-2.jpeg](img-2.jpeg) **Stefan Gries** ![img-3.jpeg](img-3.jpeg) **Alexandra Dangoor** ## Market review For the year ended 31 August 2025, the share price of the Company fell 3.9%, while the net asset value per share fell by 6.1%. The reference index gained 10.9% over the same period. All percentages are in Sterling terms with dividends reinvested. We must acknowledge disappointment in having experienced several large setbacks in our portfolio positions over the year and not moving faster or more decisively as the outlook for earnings for individual companies started to deteriorate. This included a position in Novo Nordisk (which was ultimately exited in August) and the Company’s semiconductor holdings (ASML, ASMi, BE Semiconductor), which are discussed in greater detail later in the report. We believe it is also important to note the difficult market backdrop which has existed for most active market participants. Although the broad European market rose, this was driven by a narrow range of stocks and themes and the portfolio’s quality growth positioning remained out of favour. In anticipation of the US presidential elections in November 2024, US exceptionalism was at the forefront and interest in Europe remained relatively muted. However, European markets started 2025 strongly as hopes for a Ukraine-Russia ceasefire, increased German fiscal spending plans, and increased commitment to defence spending boosted the region. This momentum was derailed by the emergence of tariff and trade war risks, triggering a broad risk-off move across global markets. Spanish multinational financial services company Caixabank benefited from strong earnings momentum. PHOTO COURTESY OF CAIXABANK Section 1: Overview and performance 11 MTU Aero Engines was a new addition to the portfolio. The German aircraft engine manufacturer benefits from an attractive aftermarket business within the fast-growing narrow-body engine sector. PHOTO COURTESY OF MTU The end of the first quarter of 2025 was characterised by strong momentum reversals as share price trends flipped sharply both on policy speculation and potential earnings change. While defensive and domestic European positioning rallied, global cyclicals fell and “growth” companies underperformed “value” companies by more than 11% in Europe over the quarter (see chart below), a level only exceeded during extreme events such as the dot-com bubble in 2000, the global financial crisis (GFC) in 2008 and the COVID-19 pandemic in 2020. MSCI Europe Growth – Value Rolling 3-month drawdowns 0% -2% -4% -6% -8% -10% -12% -14% -16% -18% -20% March-1975 March-1976 March-1977 March-1978 March-1979 March-1980 March-1981 March-1982 March-1983 March-1984 March-1985 March-1986 March-1987 March-1988 March-1989 March-1990 March-1991 March-1992 March-1993 March-1994 March-1995 March-1996 March-1997 March-1998 March-1999 March-2000 March-2001 March-2002 March-2003 March-2004 March-2005 March-2006 March-2007 March-2008 March-2009 March-2010 March-2011 March-2012 March-2013 March-2014 March-2015 March-2016 March-2017 March-2018 March-2019 March-2020 March-2021 March-2022 March-2023 March-2024 March-2025 Sources: BlackRock, RQA, Bloomberg Data, August 2025. 12 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 This period also saw a strong resurgence in European domestic equities, particularly those operating in traditionally defensive areas of the market with depressed valuations. European utilities make an interesting case study: in the six weeks to the end of the first quarter of 2025, utilities went from deeply oversold levels versus the European market to significantly overbought (see chart below). The 15% outperformance during these six weeks has only ever been witnessed five times in history, all of which occurred during significant market events such as Black Monday in 1987, the GFC and at the height of COVID-19. On those occasions, the broader market was down 20% or more, whilst in this instance the market was down around 5%. 85 Utilities vs Stoxx Europe 600 80 75 70 65 60 55 50 45 40 35 30 25 20 15 10 Mar-20 Mar-21 Mar-22 Mar-23 Mar-24 Mar-25 Sources: Bloomberg, MS Alpha, March 2025. As the European rally continued into the second quarter of 2025, market leadership remained unusually narrow, with only four industries driving more than 80% of year-to-date returns: banks, aerospace and defence, insurance and utilities. Although earnings and conference seasons refocused attention on company fundamentals, volatility and extreme share price movements have persisted, even with decreasing levels of uncertainty as trade agreements progressed. In fact, the earnings season of the second quarter of 2025 saw the second largest average moves after results in Europe since 2010, despite the average magnitude of earnings per share (EPS) surprises being at historical lows. Year-to-date change in 2025 corporate earnings per share 30% 20% 10% 0% (10%) (20%) (30%) (40%) (50%) (60%) (70%) Media Banks Retail Energy Utilities Telecom Insurance & Services Stoxx 600 & Services Chemicals Real Estate & Materials Technology Health Care Construction Automobiles Staples Retail Travel & Leisure Basic Resources Industrial Goods Food & Beverage Financial Services Consumer Products Sources: LSEG Datastream, Bloomberg, BNP Paribas estimates, August 2025. Section 1: Overview and performance 13 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 These unfavourable market conditions (characterized by strong momentum reversals, heightened market volatility, narrow market leadership) made it challenging for investors seeking to outperform the market. This was felt across the European Growth landscape as 95% of active managers failed to beat the market over the one-year period to 31 August 2025. For context, over three years this number still sits at 90%, which is unprecedented in the recent history of the industry. Whilst we do not see this as an excuse for the underperformance of the Company over the period, we believe it helps contextualise the adverse backdrop for managing a quality growth portfolio. The quality growth focus of the portfolio has remained a performance headwind for a sustained period (European Growth has underperformed European Value by 5.3% a year over the past five years). Therefore we believe it has been important to evolve the investment philosophy to account for the changing market regime. At the core, our focus remains on investing in enablers of change linked to long duration investment cycles. However, we have also added more balance to the portfolio by expanding into sectors which have seen a systemic evolution, benefiting the outlook for the long-term earnings power of certain industries. We have seen this in the European defence sector. This was previously a low-growth, mid-return-on-equity (ROE) industry; however, recent changes have substantially increased both earnings growth and the visibility of those earnings. European banks have also experienced a meaningful change as higher interest rates boosted profitability and capital returns to investors. Allocations to both these sectors have been significantly increased. We believe the addition of Brian Hall as a portfolio manager complements the evolving philosophy. With 26 years of investment experience, including 15 years managing European value, income and core portfolios, Brian will bring differentiated insights of quality value opportunities in the European market. This should help to create further balance, enhance returns and relieve pressures stemming from an extended style cycle. Brian is a Managing Director and a member of the European Equity team within BlackRock's Fundamental Equity Group and is a co-Manager for the European Income and European Value portfolios. Prior to joining BlackRock in 2007, Brian was with Lehman Brothers, where he was a Director responsible for Equity Research on the European Capital Goods team. He began his career with Lehman in 1999. Brian earned a BSc. degree, first class honours in Economics with study in Continental Europe from Bristol University in 1999. ## Portfolio performance ### Novo Nordisk (Novo) Novo was the top detractor over the last twelve months. The Danish pharmaceutical company endured a difficult year with performance hampered by clinical trial disappointments, intensifying competitive pressures and a series of strategic missteps. While it has been a long-standing holding in the Company and remains one of the top contributors over the past five years, recent developments have significantly weighed on sentiment. Shares fell sharply on the day of the long anticipated CagriSema Phase III trial results in late December. Investors were disappointed with the 22.7% weight loss achieved which fell short of the expected 25% target and delivered no clear market leading advantage over existing treatments. An additional trial in March also delivered disappointing results, with only 62% of patients reaching the highest dose. A longer-than-expected overhang of compounders (companies which produce medication not approved by the Food and Drug Administration in the US) added to our concerns. These compounders, initially introduced during supply shortages, captured meaningful market share and undermined Novo's ability to deliver growth in prescriptions. Although regulatory efforts to remove the compounded drug supply have been made, prescription data failed to reaccelerate, causing us to significantly reduce our holding in the first quarter. As a result of faltering prescription trends, Novo had to issue a profit warning for 2025 in July, citing slower-than-expected growth, both in US and international obesity markets. The announcement coincided with the appointment of a new CEO following a brief search, which further disappointed investors who had hoped for an external, commercially focused leader to revamp strategy and execution. The company's overall lack of shareholder focus, combined with changing fundamentals of the obesity market's growth potential, finally led us to fully exit the position in August. ### Luxury goods Share price performance for the Company's luxury goods holdings – **Hermès, Compagnie Financière Richemont (Richemont), Ferrari and LVMH** – has been mixed over the period. Despite a strong end to 2024 with an improved perception of trading for the industry, it has since become clear that the pricing boom from the COVID-19 period has led to a longer period of digestion. With the benefit of hindsight, it now appears that "soft" luxury goods companies (making fashion, handbags and accessories) raised prices too much during the pandemic, while lacking the innovation required to retain demand. This was evident for aspirational brands such as Louis Vuitton when LVMH reported an unprecedented 9% decline in sales for their Fashion Leather Goods division during the second quarter of 2025. 14 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 At this stage, we prefer “hard” luxury goods companies (making watches and fine jewellery), such as Richemont, which followed a prudent pricing strategy with only moderate increases, thus retaining an element of pricing power in the future. Further headwinds dampened sentiment for the consumer discretionary sector. These included lower levels of US tourism to Europe due to the weakening US Dollar which contributed to a reduction in consumer spending. Increasing raw material costs and unfavourable currency dynamics have also put pressure on margins. Going forward, we believe selectivity will be key. We retain long-term conviction in top brands appealing to high-end consumers who tend to be less sensitive to price increases. For example, Hermès’ timeless brand does not rely on the success of seasonal designers in the same way as Gucci, or even Louis Vuitton. Ferrari have also demonstrated their ability to endure weaker consumer trends by building an order book which underpins earnings extending to 2027. ### Moore’s Law Scaling Is Slowing ![img-4.jpeg](img-4.jpeg) Source: BE Semiconductor Investor Presentation, July 2025. ### Semiconductors The Company’s holdings in semiconductor companies – **ASML**, **ASM International** and **BE Semiconductor** – were among the top detractors over the period. Artificial intelligence (AI) remains a strong theme, despite concerns about spending plans and demand in January when Chinese AI startup DeepSeek caused a significant technology sell-off. However, traditional end markets such as smartphones, personal computers and automobiles have remained weak. ASML have had several idiosyncratic challenges which ultimately led to the holding being significantly reduced to an underweight position. Despite its monopolistic position in the global lithography machine market, a slow-down in Moore’s Law (the principle that states that the speed and capability of computers can be expected to double every two years, as a result of the number of transistors a microchip can contain) means that productivity gains are no longer sufficient to justify the US$400 million price tag for its Extreme Ultraviolet (EUV) lithography machines. Additionally, with two out of ASML’s three logic foundry clients struggling to produce chips effectively (Intel and Samsung), only TSMC is capable of innovating to the smaller 5 nanometer (nm) and 3nm node sizes. It is only once 1.7nm chips are capable of being produced and hybrid bonding techniques are adopted that an inflection in efficiency will be seen and once again benefit ASML. These issues amounted to a meaningful reduction in 2025 revenue guidance by ASML in October, driven by a decrease in the assumptions for EUV tool shipments (from 70 to 51) and a significant haircut to expected sales into China as the US holds the power to restrict ASML selling to the region. The outlook for the company continues to be unclear with ASML failing to commit to growth in 2026, further concerning investors. ### Banks Banks were a consistent source of positive attribution over the period, with holdings in **Allied Irish Banks**, **KBC Groep** and **Caixabank** benefiting from strong earnings momentum. Earnings have remained robust, supported by positive trends related to strong deposit and loan growth, as well as well-capitalised balance sheets – all positive trends which have arguably been observed for some time. Importantly, net interest income has remained resilient through the toughest period of the rate cutting cycle. We maintain our conviction in the banks over the medium term due to their high and attractive shareholder returns and modest valuation compared to historic averages, despite the recent strong performance. Section 1: Overview and performance 15 ## Aerospace and defence Industrials were the top sectoral contributor to active returns over the period, primarily driven by the Company's overweight allocation to aerospace and defence. Although these industries are often grouped together, we see two different, yet exciting, investment opportunities in this sector. ![img-5.jpeg](img-5.jpeg) Sources: Cirium Hosted Service, Jefferies, June 2025. First, in civil aerospace, aeroplanes are flying for longer than ever, leading to increased demand for spare parts and maintenance. This provides healthy end markets for engine companies such as **Safran** whose first quarter 2025 earnings included a 25% organic revenue growth for their spare parts business, 10% above consensus estimates. It has also been encouraging that despite macro uncertainties, management teams have not seen a change in airline behaviour and zero tariff agreements on aerospace goods shield these companies from US policy disruption. Second, defence companies benefited greatly from the agreement made between the North Atlantic Treaty Organisation (NATO) allies to spend 5% of their gross domestic product (GDP) on defence, and related infrastructure and security by 2035. This equates to US$371 billion extra spending on core defence over the next 10 years. The long-term commitment to defence spending underpins our belief that the industry is well set to outperform the market on a multiple year basis, particularly for equipment companies which are likely to receive a higher allocation of government budgets. Although shares have re-rated significantly since the start of the year, we believe the market is not yet close to pricing in the real long-term impact of the fiscal stimulus to come. However, it should be noted that the high expectations set for these companies bring the risk of volatility in the short term, as it has become common for small disappointments in earnings to be punished by the market. This could be seen when shares in **Kongsberg Gruppen** fell over 15% after the second quarter 2025 earnings included a slight miss in orders and revenues, driven by weakness in its Maritime division. ![img-6.jpeg](img-6.jpeg) Sources: LHS: Pantheon Macro Economics. BlackRock, March 2025. RHS: NATO Report, March 2025. 16 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 ### Data centre capital expenditure Within construction we have seen a bifurcation of trends as tariff uncertainty has further delayed a recovery in residential end markets, while companies linked to the AI theme have thrived. The rising demand for AI capabilities and the race for innovation that comes with it, means hyperscalers must increase capital expenditure and investment in data centre infrastructure. Swiss heating, ventilation and air conditioning (HVAC) specialist **Belimo** performed strongly, reporting 22% organic revenue growth in the first quarter of 2025, as the company continues to benefit from the need for liquid cooling systems for NVIDIA's Blackwell chips. Belimo showed confidence in their near-term outlook by raising full year sales and margin expectations on the back of strong order visibility. Capital expenditure of largest six hyperscalers ![img-7.jpeg](img-7.jpeg) Sources: Bloomberg consensus estimates, August 2025. ### Portfolio changes We have long been of the view that to manage equity portfolios successfully through changing market regimes, we must be both pragmatic and intellectually honest. In that regard we have taken time to reflect on the Company's disappointing performance to question what we could have done differently. Based on this analysis, we have taken away three main points: **1 – We must pay close attention to companies that appear to be overearning.** Contrary to expectations, the COVID-19 pandemic propelled earnings of certain businesses to previously unseen levels. Dutch chemical distribution business IMCD – a well-run capital light business led by an exceptional management team – saw its gross profit expand from €599 million pre-COVID-19 at the end of 2019 to €1,147 million by the end of 2022; that is an increase of over 90% in just three years. Investors vividly remember supply shortages across numerous end markets, a key feature during the pandemic years. IMCD managed to capitalise on those shortages as it acted as a middleman between producers and end users of sophisticated chemical compounds. Knowing what we know now it is maybe not surprising that this period of unprecedented profit expansion was followed by a period of muted growth, which is what IMCD has experienced for the past three years, depressing its share price. **2 – We must remain vigilant when expectations of market growth move quickly to extended levels.** We have observed this over the past 12 months in the obesity markets a rapid reversal. This meant that the previous assumption of a US$120 billion obesity market by 2035 was too optimistic and had to be revised down to US$100 billion as the disruption of new entrants – like the compounders discussed above – coupled with patents on key drugs eventually expiring, introduced a high degree of pricing pressure. While this will be of great benefit to society as a whole, it has been a negative for earnings revisions on key producers like Novo Nordisk. Three exceptionally strong years in terms of share price performance, coupled with elevated forecast expectations in a changing market, should have served as a red flag. **3 – We must be prepared to create greater balance in the portfolio after a period of strong performance.** The Company's portfolio employs a low turnover strategy to capitalise on the power of compounding returns through time; however, as position sizes grow organically, large drawdowns become a larger risk to performance. We have worked tirelessly to become more disciplined in balancing the benefit of compounding and the risk of severe drawdowns by introducing new positions that should help alter the risk profile of the Company, creating more balance to the portfolio overall. Over the course of the financial year, portfolio turnover was 34%. This is higher than turnover rates seen in recent years and the portfolio's expected level of circa 20%. This reflects the vastly changing market environment which has been observed within the past year. As discussed above, key transactions over the period included the sale of Novo Nordisk and ASML. Section 1: Overview and performance 17 As detailed previously, our preference within luxury goods companies has shifted this year towards “hard” luxury goods companies with strong brand momentum. We added Richemont, a Swiss jewellery, watches and accessories specialist, to the portfolio in December. Richemont has experienced healthy brand momentum in its Jewellery Maisons business – Cartier, Van Cleef, Buccellati – and has been executing strongly with a lower exposure to China versus peers. Sustained double-digit growth in the core jewellery brands is driven by a strong presence in the US market and growing penetration in Europe. The company’s valuation has remained reasonable at 22 times price to earnings for 2027. This new position was funded by significantly reducing, and eventually exiting, French luxury goods conglomerate LVMH. This was trimmed in anticipation of ‘Liberation Day’ US trade tariff announcement as we reduced exposure to global cyclicals where there was a risk of US policy negatively impacting earnings in the near-to-medium term. LVMH was then sold in May as we were underwhelmed by management’s second quarter update and the continued lack of brand and earnings momentum. The Company’s exposure to aerospace and defence companies has increased significantly over the period, moving from a 1% overweight to an 11% active position versus the reference index. This included new positions initiated in **Kongsberg Gruppen, Thales and MTU Aero Engines (MTU)**. Kongsberg specialises in high-technology systems for various industries including marine, aerospace and defence. We believe the company is well positioned for European rearmament given 45-50% of its revenues come from domestic Europe, in addition to having significant contracts with the US. Thales is also set to benefit from European rearmament and French budget increases. There is a particular need for investment in ammunition, electronics and air defence which suits the products and services offered by the company. MTU was added as the company offers indirect exposure to the European defence industry, as well as an attractive aftermarket business within the fast-growing narrow-body engine market. During periods of US policy uncertainty and market volatility, there were few safe havens as even traditional “defensive” sectors, such as healthcare and consumer staples, came into the firing line due to the tariff threats looming. This led us to search for the new generation of defensives, companies offering strong recurring revenues, mission-critical services and stable cash flow growth with a more attractive risk-return profile than traditional defensive sectors where structural growth challenges continue to exist. An example of a name added under this theme is German software company **SAP**. The company is benefiting from trends of digitalization and growth in their cloud business is expected to accelerate from 2025 to 2027, with most of these revenue streams being recurring in nature. SAP offers high-quality, defensive earnings that should continue to grow even if economic growth prospects are subdued. ## Outlook Looking ahead into 2026, we remain optimistic about the outlook for European equities, leading to our Company being constructively positioned as we approach the end of this calendar year. Stock markets are discounting mechanisms which require investors to stay forward looking. Obsessing about the current macro environment or political headlines of today appears somewhat futile knowing that the real driver of future market returns will be economic realities experienced from the second half of 2026 onwards. In that context, we expect to see inflation lowering towards the 2% target, central banks providing easing financial conditions, a declining oil price – equivalent to a tax cut for global consumers – as well as employment levels that remain healthy both in the US and Europe. Adding to this, increased government spending in Germany, Europe’s largest economy, and a trade agreement between Europe and the US point to a much-improved investment environment for corporates over the coming quarters. Drawing a line under tariff related volatility and removing trade uncertainty should equally result in market leadership finally broadening out, which would be welcome news after a long period of exceptionally narrow markets. **‘Stocks follow earnings’** is an old stock market axiom that has passed the test of time; we expect greater market participation of sectors and stocks left behind in this recent market rally as earnings revisions turn positive, starting a new upgrade cycle among some of the laggards of this past year. Ultimately, Europe remains home to many world-class companies owning core technologies that make them the enablers of some of the large transformational changes going on around us. We aim to align shareholder capital to those businesses that are exposed to large and enduring spending streams. Our investment philosophy leads us to favour firms with predictable business models, higher than average returns on capital, strong cash flow conversions and opportunities to reinvest that cash flow into future growth projects at high incremental returns. While this group of international champions will always remain at the core of this Trust, we acknowledge a brighter outlook for domestic earners in industries that have undergone systemic change through new holdings we expect to own for years to come. Finally, this year, 2025, has shown yet again that while operating in global markets it pays to be an optimist, as well as the importance of staying invested. For a brief period post Liberation Day, many commentators – or doomsayers – called for a degree of economic pain that failed to materialise. Markets periodically tempt us to take profits and change the composition of the portfolio. Ultimately, it is those moments of heightened volatility that create compelling opportunities for the active investor prepared to take the long-term view. **Stefan Gries and Alexandra Dangoor** BlackRock Investment Management (UK) Limited 4 November 2025 18 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 ## Portfolio French multinational aerospace, defence and security group Safran was the portfolio’s largest investment at year end. PHOTO COURTESY OF SAFRAN Section 2: Portfolio 21 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Investment process ## and philosophy ### Investment objective and strategy The Company’s objective is the achievement of capital growth, primarily through investment in a focused portfolio constructed from a combination of the securities of large, mid and small capitalisation European companies, together with some investment in the developing markets of Europe. The Company has the flexibility to invest in any country included in the FTSE World Europe ex UK Index, as well as the freedom to invest in developing countries not included in the index but considered by the Manager and the Directors as part of greater Europe. For the year under review, the Company was managed by Stefan Gries and Alexandra Dangoor, who are supported by BlackRock’s Fundamental European Equity team. From the date of this report, Brian Hall will replace Alexandra as co-portfolio manager alongside Stefan (as described in more detail in the Chairman’s statement on page 14). ### Investment philosophy The portfolio managers believe there is a scarcity of truly exceptional businesses in Europe which have financially sustainable business models that can compound earnings at attractive rates over time. This leads us* to running a high conviction, concentrated portfolio which seeks to invest in the best wealth creating businesses on a three to five-year view. The portfolio has a core exposure to businesses in the developed European markets that we believe offer predictable and diversified sources of earnings and cash flows. The portfolio managers and the European team focus on identifying companies that fit the following investment criteria: • Quality management: a company which has a clearly defined strategy, which can be articulated by management, and a strong track record of value creation. • High and predictable return on capital with strong free cash flow conversion: high-quality earnings which are backed by cash and where there is good visibility on the business trajectory. • Investment in growth: companies which have optionality to invest in growth. Return on invested capital (ROIC) is an important measure in this regard, particularly marginal ROIC. • A unique aspect, protecting the business from future competition: whether a product, brand or contract structure, we look for a differentiated factor that supports a competitive advantage for a company, allowing them to have superior pricing power and a protected/growing market share. ### Primary investment criteria Unique Quality Predictability Investment in Businesses with aspect Management growth high and more A product, brand or Management An option to predictable contract structure with a clearly deploy cash in returns on capital which shields a defined strategy areas of high and strong business and allows and track record and sustainable Free Cash Flow for sustainable in value creation return conversion returns A focused portfolio, significantly different from the reference inde x ### Investment process The Company invests mostly in European large and mid-cap securities with a market capitalisation in excess of €5 billion and can hold approximately 30 to 70 stocks, although we are typically centred towards the bottom of the range. * References in this Investment Process and Philosophy section to ‘us’ and ‘we’ are to the portfolio managers and/or the Investment Manager (as applicable). 22 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 The European team adopts a common framework that can serve all the team’s strategies. The European team’s aim is to manage businesses on behalf of our clients in order to preserve their capital and grow their wealth over the long term. We look to do this through focusing on three lenses - Wealth Creation, Resilience and Change. We concentrate our analysis on: • Wealth Creation – companies which we believe can create superior value for shareholders over the long term. • Resilience – understanding the resilience of the business model through a cycle. • Change – identifying changes within a business that could drive future earnings and cash flow. As a close-knit investment team, we believe a strong investment-led culture is vital to delivering alpha to our clients. We aim to be highly collaborative and work together as a group to drive results. We embrace diverse perspectives and believe they drive better results. We aim to be dynamic and work through a wide range of investment ideas to source the very best stocks in our universe. Innovation is vital to being ahead of our competition and we believe that accurate use of alternative data tools and the integration of Environmental, Social and Governance (ESG) considerations are an important component of our investment process. Research is central to the investment process and a key source of alpha for the portfolio. The team has a structured framework in place which includes: • Dedicated Research Lead is responsible for the day-to-day management of the research schedule and for ensuring the investment process functions efficiently. They focus on the investment process, managing our research pipeline and developing our graduate analysts. They also seek to drive best practices in research, integrating broader Fundamental Equity (FE) resource and process for the likes of ESG and data science. • ‘Pod’ structure to ensure senior members of the team can direct others to the most attractive parts of the market and provide ‘peer reviews’ of research before it is presented to the team. • Research pipeline prioritises research and ensures effective use of team resources. • Proprietary Research template – provides a comprehensive and consistent framework for each stock containing price target and rating. • Focused targeted research – analysts are expected to look for new ideas as well as cover existing holdings, but do not spend time on maintenance research. • ALERT (Analysis of Live Earnings & Ratings Trends) – a tool keeping the team abreast of company earnings momentum changes, sell side recommendation changes, valuation metrics and price movements across portfolio holdings. Used as part of our investment process - invoking ongoing research debate - where portfolio managers maintain buy/sell discretion. The team has a structured process as follows: 1. Idea generation: this primarily derives from meeting companies, their suppliers, competitors and customers. We also meet industry experts and use internal and external data and resources to ensure there is a continuous pipeline of new ideas. This pipeline is managed by our co-heads of research to ensure ideas are timely and relevant. 2. In-depth company analysis: this is conducted collaboratively by portfolio managers and analysts within a ‘research pod’. It involves meeting company management teams, industry experts, and undertaking financial modelling and ESG integration using our proprietary research template. 3. Team debate: analysts present the investment case and recommendation to the whole team in a daily investment meeting where the idea is debated extensively. Each portfolio manager determines whether the recommendation is suitable for their portfolio and determines position sizing and point of purchase (or sale). The Company is supported by BlackRock’s 21-person European Equity team (which includes a data scientist) – one of the largest research teams based in the UK in the European equity market. The team is able to leverage the firm’s global resources to produce proprietary research focusing on high conviction investment ideas. It benefits from exceptional access to networks at BlackRock, external expert networks and, importantly, corporate access, conducting 2,500 company meetings every year. The team also has a dedicated data scientist who is tasked with sourcing and tailoring alternative data inputs into the fundamental research process. Additionally, we believe BlackRock’s global research resource across equities, credit, cash and alternatives, combined with a culture of information sharing, is a distinct advantage. The team benefits from frequent ad-hoc interaction with other BlackRock investment teams, particularly the Strategic, UK, US, Global and Sectors and Thematics equity teams, as well as fixed income and other internal thought leaders. These inputs, combined with the experience and knowledge of the team sector analysts and senior portfolio managers, coupled with our strong external network of research and broker contacts, helps us to identify factor and thematic trends in the market which complement our in-depth company research. Section 2: Portfolio 23 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ### 1 ### 2 3 4 ### 765 ### 8 9 10 PHOTOS COURTESY OF SAFRAN, FERRARI S.P.A., KBC GROEP, LINDE, COMPAGNIE FINANCIERE RICHEMONT, LONZA GROUP. 24 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 52954 Proof Event: 12 Black Line Level: 2 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2024 T: 0207 055 6500 F: 020 7055 6600 ## Ten largest ## investments ## Together, the Company’s ten largest investments represented 49.1% ## of the Company’s portfolio as at 31 August 2025 (2024: 51.8%) ### 1 Safran (2024: 7th) Industrials company Market value: £43,751,000 Share of investments: 7.9% Safran is a French multinational supplier of systems and equipment for aerospace, defence and security. Operating in an oligopolistic market, this industry has emerged from a heavy investment period in new planes and engines and we see Safran as well placed to benefit from continued strength in its best-in-class after-market business, as well as strong execution in its LEAP engine program which should drive growth for the next decade. Additionally, the company stands to gain from rising defence spending across Europe. ### 2 Ferrari (2024: 5th) Consumer Discretionary company Market value: £27,242,000 Share of investments: 4.9% Ferrari is an Italian luxury sports car manufacturer emphasising exclusivity, performance and quality globally, with a strong focus on innovation and delivering unique driving experiences to its clientele. Ferrari enjoys excellent earnings visibility, with management reiterating their strong order book, providing coverage into 2027 and a backlog in Asia reaching record highs. Ferrari’s strategy of focusing on limited production volumes continues to create elevated levels of desirability, an unparalleled degree of pricing power and has demonstrably enhanced its earnings resilience over time. ### 3 Hermès (2024: 6th) Consumer Discretionary company Market value: £26,462,000 Share of investments: 4.8% Hermès is a French luxury design house established in 1837, specialising in leather goods, lifestyle accessories, home furnishings, perfumery, jewellery, watches and ready-to-wear textiles. Through deliberate brand management and exceptional craftsmanship, this ultimate high-end brand remains supply constrained and enjoys strong earnings visibility, with many iconic products sold on allocation via waiting lists. Hermès is largely family-owned and has been managed conservatively for generations, with strategic decisions taken over the longest time horizons. This business has historically proven resilient during economic downturns, as its client base is typically less sensitive to weaker macro environments. ### 4 Belimo (2024: 17th) Industrials company Market value: £26,340,000 Share of investments: 4.8% Belimo is a Swiss specialist in heating, ventilation and air conditioning (HVAC) solutions. Their leading technology focuses on reducing the energy consumption and carbon emission of commercial buildings, such as data centres where there is strong growth from the demand for cooling systems for NVIDIA’s Blackwell chips. Belimo’s technological niches mean the company is well positioned to continue outpacing the wider HVAC industry and benefit from hyperscalers continuing to increase spending on AI projects. ### 5 Schneider Electric (2024: 8th) Industrials company Market value: £25,472,000 Share of investments: 4.6% Schneider Electric is a French multinational company specialising in digital automation and energy management across various industries globally. The company is a key beneficiary of structural investment in energy transition solutions, with demand driven by three major trends: energy efficiency, automation and digitisation. We expect sustained growth in its core markets, supported by government programs promoting green initiatives and strong demand from data centres, particularly as AI infrastructure expands. Schneider Electric is a well-managed business offering compounding growth and attractive returns on capital. Section 2: Portfolio 25 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # Ten largest investments continued ## 6 ▲ SAP (2024: n/a) ### Technology company Market value: £25,200,000 Share of investments: 4.6% SAP is a German multinational software corporation that develops enterprise application software, specialising in cloud-based solutions and analytics to help businesses manage operations, processes and customer relationships efficiently. The company is benefiting from trends of digitalisation and growth of the Cloud business with revenue expected to accelerate from 2025–2027, with most of these revenue streams being recurring in nature. ## 7 ▲ KBC Groep (2024: 23rd) ### Financials company Market value: £24,286,000 Share of investments: 4.4% KBC Groep (KBC) is a Belgian universal multi-channel bank-insurer, focusing on private clients and small and medium-sized enterprises. KBC is a quality bank which changed its focus following the Global Financial Crisis, building resilience through conservative capital positions. KBC delivers above cost of capital returns in its developed markets, while its Central and Eastern Europe exposure provides additional growth at higher returns. Strong capital discipline and cost control underpin profitability, while net interest income remains robust. ## 8 ▲ Linde (2024: 10th) ### Basic Materials company Market value: £24,246,000 Share of investments: 4.4% Linde is a global multinational chemical company and, since 2018, domiciled in Ireland and headquartered in the United Kingdom. Linde is the world’s largest industrial gas company by market cap, serving customers in the health care, petroleum refining, food, beverage carbonation, fibre-optics, steel making, material handling equipment, chemicals and water treatment industries. The company is well-positioned to benefit from structural growth in energy transition investment, while its proven business model offers high earnings resilience and low financial leverage. ## 9 ▲ Compagnie Financière Richemont (2024: n/a) ### Consumer Discretionary company Market value: £24,148,000 Share of investments: 4.4% Compagnie Financière Richemont (Richemont) is a Swiss luxury goods company best known for its high-end jewellery and watch brands, including Cartier and Van Cleef. It is well-positioned in the luxury segment with lower exposure to China than peers and strong momentum in the hard-luxury category. Long-term growth drivers for branded jewellery remain compelling and Richemont’s premier brands enable it to fully capture this opportunity. ## 10 ▲ Lonza Group (2024: 13th) ### Health Care company Market value: £23,455,000 Share of investments: 4.3% Lonza Group (Lonza) is a Swiss life-sciences company. Lonza has established itself as one of the leading manufacturers of high-end biological drugs as well as cell and gene therapy. Its competitive edge lies in the complexity of its production processes, which few peers can match, reinforced by high barriers to entry such as stringent US Food and Drug Administration certification requirements. These factors underpin Lonza’s strong market position and long-term growth potential. All percentages reflect the value of the holding as a percentage of total investments. Arrows indicate the change in relative ranking of the position in the portfolio compared to its ranking as at 31 August 2024. 26 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 ## Investments as at 31 August 2025 Market Country of value % of operation £’000 investments Industrials Safran France 43,751 7.9 Belimo Switzerland 26,340 4.8 Schneider Electric France 25,472 4.6 Adyen Netherlands 22,966 4.2 MTU Aero Engines Germany 19,277 3.5 Kone Finland 18,877 3.4 Atlas Copco Sweden 13,668 2.5 Kongsberg Gruppen Norway 13,158 2.4 Thales France 11,503 2.1 Rational Germany 9,950 1.8 Kingspan Ireland 9,168 1.7 214,130 38.9 Technology SAP Germany 25,200 4.6 RELX United Kingdom 21,794 4.0 Nemetschek Germany 20,214 3.7 BE Semiconductor Netherlands 15,491 2.8 ASML Netherlands 12,254 2.2 ASM International Netherlands 11,188 2.0 106,141 19.3 Consumer Discretionary Ferrari Italy 27,242 4.9 Hermès France 26,462 4.8 Compagnie Financière Richemont Switzerland 24,148 4.4 L’Oréal France 2,915 0.5 LVMH France 623 0.1 81,390 14.7 Financials KBC Groep Belgium 24,286 4.4 Allied Irish Banks Ireland 23,418 4.3 Caixabank Spain 12,327 2.2 Partners Group Switzerland 11,078 2.0 Sberbank* Russia 1 – 71,110 12.9 Health Care Lonza Group Switzerland 23,455 4.3 ChemoMetec Denmark 15,123 2.7 Straumann Switzerland 4,094 0.7 42,672 7.7 Basic Materials Linde United States 24,246 4.4 IMCD Netherlands 9,109 1.7 33,355 6.1 Section 2: Portfolio 27 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # Investments continued | | Country of operation | Market value £'000 | % of investments | | --- | --- | --- | --- | | **Real Estate** | | | | | Hemnet Group | Sweden | 2,377 | 0.4 | | | | **2,377** | **0.4** | | **Energy** | | | | | Lukoil* | Russia | – | – | | **Total investments** | | **551,175** | **100.0** | * The investments in Sberbank and Lukoil have been fair valued to a nominal value of £0.01 due to sanctions imposed on Russia. The underlying value of the positions on the Moscow Stock Exchange as at 31 August 2025 were £16.0 million and £13.0 million respectively. All investments are in ordinary shares unless otherwise stated. The total number of investments held at 31 August 2025 was 34 (2024: 34). Industry classifications in the table above are based on the Industrial Classification Benchmark standard for categorisation of companies by industry and sector. As at 31 August 2025, the Company did not hold any equity interests comprising more than 3% of any company's share capital. 28 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 ## Investment exposure as at 31 August 2025 Market capitalisation % 60 53.1 50.8 50 40 30 22.4 20.4 20 14.2 14.6 12.6 10.3 10 1.60.0 0 >€50bn€20bn to €50bn€10bn to €20bn€1bn to €10bn<€1bn % of portfolio 2025 % of portfolio 2024 Investment size % 93.1 94.0 90 80 70 60 50 40 25 26 30 20 5.2 5.6 10 2 33 5 2 0.1 0.0 0.00 0.9 1 1 0.7 0.4 0 >£10m£5m to £10m£3m to £5m£1m to £3m<£1m Number of investments 2025 Number of investments 2024 % of portfolio 2025 % of portfolio 2024 Distribution of investments % 38.9 40 35 30 26.5 23.0 25 100 19.3 18.4 20 14.7 15.4 15 12.9 8.9 10 7.7 6.9 6.1 5 0.4 0.0 0.9 0.0 0 Industrials Financials Real Estate Technology Health Care Basic Materials Consumer Staples Consumer Discretionary % of portfolio 2025 % of portfolio 2024 Source: BlackRock. Section 2: Portfolio 29 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Governance Swiss heating, ventilation and air conditioning specialist Belimo was a strong performer. The company continues to benefit from the need for liquid cooling systems for NVIDIA’s Blackwell chips. Section 3: Governance 31 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Governance structure ## Responsibility for good governance lies with the Board. The governance ## framework of the Company reflects the fact that, as an investment ## company, the Company has no employees, the Directors are all non- ## executive and investment management and administration functions ## are outsourced to the Manager and other external service providers. Six non-executive Directors (NEDs), all independent of the Manager Chairman: Eric Sanderson Objectives: • To determine the Company’s strategy including investment policy and investment guidelines; • To provide leadership within a framework of prudent and effective controls which enable risk to be assessed and managed and the Company’s assets to be safeguarded; • To challenge constructively and scrutinise performance of all outsourced activities; and • To determine the Company’s remuneration policy. Other functions: • To carry out the duties of a Nomination Committee, including a regular review of ### The Board the Board’s structure and composition, making recommendations for any new 5 full scheduled meetings each year Board appointments. Membership: All NEDs Chair: Ian Sayers Key objectives: • To oversee financial reporting; • To consider the adequacy of the control environment and review the Company’s risk register; • To review the reporting of the auditors and form an opinion on the effectiveness of the external audit process; • To review the provisions relating to whistleblowing and fraud; • To ensure that the provisions of the investment management agreement follow industry practice, remain competitive and are in the best interests of ### Audit and Management shareholders; ### Engagement Committee • To review the performance of the Manager and Investment Manager; and 2 scheduled meetings each year • To review other service providers. 32 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 41869 Proof Event: 5 Black Line Level: 0 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: World Mining Annual Rpt 2019 T: 0207 055 6500 F: 020 7055 6600 ## Directors’ biographies | Eric Sanderson | Ian Sayers | Paola Subacchi | | --- | --- | --- | | Chairman (since November 2016) | Audit and Management Engagement | Senior Independent Director | | Appointed as a Director April 2013 | Chair (since January 2023) Appointed | (since December 2023) | | | as a Director February 2022 | Appointed as a Director July 2017 | | Eric Sanderson is a chartered | Ian Sayers is the former Chief | Paola Subacchi is Professor and | | --- | --- | --- | | accountant and a banker and was | Executive of the Association of | Chair in Sovereign Debt and | | chief executive of British Linen Bank | Investment Companies (AIC), which | Finance, Sciences Po, Paris. She also | | from 1989 to 1997 and a member of | he became in 2010 on his promotion | manages Essential Economics, a | | the management board of Bank of | from Deputy Director General. Prior | small consulting firm in London that | | Scotland in his role as head of group | to that, he was the AIC’s Technical | specialises in global market trends | | treasury operations from 1997 to | Director, advising members on areas | and economic risk assessment, and | | 1999. He was formerly chairman of | such as taxation, accounting, company | advises governments, international | | MyTravel Group PLC, MWB Group | law and regulation, as well as having | organisations and private companies. | | Holdings, Dunedin Fund Managers | a key role in its public affairs activity. | Previously she was at Queen Mary | | and Schroder UK Mid Cap Fund plc. | Before joining the AIC, he qualified as | University of London where she | | He is also chairman of JPMorgan | a Chartered Accountant and Chartered | contributed to set up the Queen | | Emerging Europe, Middle East & | Tax Adviser at Ernst & Young and | Mary Global Policy Institute. From | | Africa Securitiesplc and Digital 9 | worked in the funds section of the | 2004 to 2019 she was director of | | Infrastructure plc. | Investment Management Group, | economic research and senior fellow at | | | providing compliance and advisory | Chatham House (The Royal Institute of | | | services to investment trusts and their | International Affairs) in London. | management groups. | Attendance record: | Attendance record: | Attendance record: | | --- | --- | --- | | Board: 5/5 | Board: 5/5 | Board: 5/5 | | Audit and Management Engagement | Audit and Management Engagement | Audit and Management Engagement | | Committee: 2/2 | Committee: 2/2 | Committee: 2/2 | Section 3: Governance 33 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Directors’ biographies continued Peter Baxter Sapna Shah Andrew Impey Appointed as a Director April 2015 Appointed as a Director December Appointed as a Director April 2025 2023 | Peter Baxter has worked in institutional | Sapna Shah has 20 years of investment | Andrew Impey has over 34 years’ | | --- | --- | --- | | investment management since 1986 | banking experience advising UK | experience in institutional investment | | in roles including fund manager, chief | companies, including listed REITs | management and wealth management. | | investment officer, chief executive | and investment companies, on IPOs, | He has been lead manager on a broad | | and non-executive director. He | equity capital market transactions | range of funds including a sovereign | | was a director of Snowball Impact | and mergers and acquisitions. She | wealth mandate, unit trusts and several | | Management Ltd, a social impact | is a non-executive director of The | investment trusts. He was previously | | investment organisation which he | Association of Investment Companies | a consultant at Rathbones Investment | | helped to establish, from 2016 to 2025. | and a consultant at Panmure Liberum. | Management, a partner of Albion | | He was senior non-executive director at | Prior to this she held senior investment | Capital Group, joint managing director | | Civitas Social Housing plc and trustee | banking roles at UBS AG, Oriel | at OLIM Limited and chief investment | | and investment committee chair at | Securities (now Stifel Nicolaus Europe) | officer at Singer & Friedlander. He is | | Trust for London. Prior to this he was | and Cenkos Securities (now Cavendish | non-executive chairman of Pacific | | chief executive of Old Mutual Asset | Capital Markets Limited). She is | Assets Trust plc. | | Managers (UK) Ltd and worked for | currently a non-executive director | | | Schroders and Hill Samuel in a range | of Supermarket Income REIT plc, | | | of investment roles. | BioPharma Credit PLC and Pantheon | | Infrastructure plc. | Attendance record: | Attendance record: | Attendance record: | | --- | --- | --- | | Board: 5/5 | Board: 5/5 | Board: 2/2 | | Audit and Management Engagement | Audit and Management Engagement | Audit and Management Engagement | | Committee: 2/2 | Committee: 2/2 | Committee: 1/1 | None of the Directors has a service contract with the Company. The terms of their appointment are detailed in a letter sent to them when they join the Board. These letters are available for inspection at the registered office of the Company and will be available at the Annual General Meeting. 34 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # Strategic Report The Directors present the Strategic Report of the Company for the year ended 31 August 2025. The aim of the Strategic Report is to provide shareholders with the information to assess how the Directors have performed their duty to promote the success of the Company for the collective benefit of shareholders. The Chairman's Statement together with the Investment Manager's Report form part of this Strategic Report. The Strategic Report was approved by the Board at its meeting on 4 November 2025. ## Principal activity The Company carries on business as an investment trust and is listed on the London Stock Exchange. Its principal activity is portfolio investment. Investment trusts are pooled investment vehicles which allow exposure to a diversified range of assets through a single investment, thus spreading investment risk. ## Investment objective The Company's objective is the achievement of capital growth, primarily through investment in a focused portfolio constructed from a combination of the securities of large, mid and small capitalisation European companies, together with some investment in the developing markets of Europe. The Company also has the flexibility to invest in any country included in the FTSE World Europe ex UK Index (the reference index), as well as the freedom to invest in developing countries not included in the index but considered by the Manager and the Directors as part of greater Europe. ## Strategy, business model and investment policy ### Strategy The Company invests in accordance with the objective given above. The Board is collectively responsible to shareholders for the long-term success of the Company and is its governing body. There is a clear division of responsibility between the Board and BlackRock Fund Managers Limited (the Manager). Matters reserved for the Board include setting the Company's strategy, including its investment objective and policy, setting limits on gearing, capital structure, governance, and appointing and monitoring of performance of service providers, including the Manager. ### Business model The Company's business model follows that of an externally managed investment trust. Therefore, the Company does not have any employees and outsources its activities to third-party service providers including the Manager, who is the principal service provider. In accordance with the Alternative Investment Fund Managers' Directive (AIFMD), as implemented, retained and onshored in the UK, the Company is an Alternative Investment Fund (AIF). BlackRock Fund Managers Limited is the Company's Alternative Investment Fund Manager. The management of the investment portfolio and the administration of the Company have been contractually delegated to the Manager who in turn (with the permission of the Company) has delegated certain investment management and other ancillary services to BlackRock Investment Management (UK) Limited (BIM (UK) or the Investment Manager). The Manager, operating under guidelines determined by the Board, has direct responsibility for the decisions relating to the day-to-day running of the Company and is accountable to the Board for the investment, financial and operating performance of the Company. The Company delegates fund accounting services to the Manager, which in turn sub-delegates these services to The Bank of New York Mellon (International) Limited (BNY). Other service providers include the Depositary (also BNY) and the Registrar, Computershare Investor Services PLC. Details of the contractual terms with the Manager and the Depositary and more details of arrangements in place governing custody services are set out in the Directors' Report. ### Investment policy The Company's policy is that the portfolio should consist of approximately 30-70 securities and the majority of the portfolio will be invested in larger capitalisation companies, being companies with a market capitalisation of over €5 billion. Up to 25% of the portfolio may be invested in companies in developing Europe. The Company may also invest up to 5% of the portfolio in unquoted investments. However, overall exposure to developing European companies and unquoted investments will not in aggregate exceed 25% of the Company's portfolio. As at 31 August 2025, the Company held 34 investments. None (2024: none) of the portfolio was invested in developing Europe. The Company had no unquoted investments. Section 3: Governance 35 # Strategic Report continued Investment in developing European securities may be either direct or through other funds, including those managed by BlackRock Fund Managers Limited, subject to a maximum of 15% of the portfolio. Direct investment in Russia is limited to 10% of the Company's assets. Investments may also include depositary receipts or similar instruments representing underlying securities. The Company also has the flexibility to invest up to 20% of the portfolio in debt securities, such as convertible bonds and corporate bonds. No bonds were held at 31 August 2025. The use of any derivative instruments such as financial futures, options and warrants and the entering into of stock lending arrangements will only be for the purposes of efficient portfolio management. While the Company may hold shares in other investment companies (including investment trusts), the Board has agreed that the Company will not invest more than 15%, in aggregate, of its total assets in other listed closed-ended investment funds. In order to comply with the current Listing Rules, the Company will also not invest more than 10% of its gross asset value in other listed closed-ended investment funds which themselves may invest more than 15% of their gross assets in other listed closed-ended investment funds. This restriction does not form part of the Company's investment policy. The Company achieves an appropriate spread of risk by investing in a diversified portfolio of securities. The Investment Manager believes that appropriate use of gearing can add value over time. This gearing typically is in the form of an overdraft facility which can be repaid at any time. The level and benefit of any gearing is discussed and agreed regularly by the Board. The Investment Manager generally aims to be fully invested and it is anticipated that gearing will not exceed 15% of net asset value (NAV) at the time of drawdown of the relevant borrowings. At the balance sheet date, the Company had net cash of 3.1% (2024: net gearing of 8.0%). ## Performance In the year to 31 August 2025, the Company's NAV per share decreased by 6.1% (compared with an increase in the reference index of 10.9%) and the share price fell by 3.9% (all percentages calculated in Sterling terms with dividends reinvested). The Investment Manager's Report includes a review of the main developments during the year, together with information on investment activity within the Company's portfolio. ## Results and dividends The results for the Company are set out in the Income Statement in the Financial Statements. The total loss for the year, after taxation, was £40,196,000 (2024: profit of £91,610,000) which is reflected in the decrease in the net asset value of the Company. The revenue return amounted to £6,684,000 (2024: £7,379,000) and relates to net revenue earnings from dividends received during the year after adjusting for expenses allocated to revenue. As explained in the Company's Half Yearly Financial Report, the Directors declared an interim dividend of 1.75p per share (2024: 1.75p). The Directors recommend the payment of a final dividend of 5.40p per share, making a total dividend of 7.15p per share (2024: 7.00p). Subject to approval at the forthcoming Annual General Meeting, the dividend will be paid on 19 December 2025 to shareholders on the register of members at the close of business on 21 November 2025. ## Future prospects The Board's main focus is to achieve capital growth. The future performance of the Company is dependent upon the success of the investment strategy and, to a large extent, on the performance of financial markets. The outlook for the Company is discussed in both the Chairman's Statement and Investment Manager's Report. ## Social, community and human rights issues As an investment trust, the Company has no direct social or community responsibilities or impact on the environment and the Company has not adopted an ESG investment strategy or exclusionary screens. However, the Directors believe that it is important and in shareholders' interests to consider human rights issues and environmental, social and governance factors when selecting and retaining investments. Details of the Company's approach to ESG integration and socially responsible investment is set out on pages 48 and 71. ## Modern Slavery Act As an investment vehicle the Company does not provide goods or services in the normal course of business and does not have customers. Accordingly, the Directors consider that the Company is not required to make any slavery or human trafficking statement under the Modern Slavery Act 2015. In any event, the Board considers the Company's supply chains, dealing predominantly with professional advisers and service providers in the financial services industry, to be low risk in relation to this matter. 36 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 ### Directors, gender representation and employees The Directors of the Company on 31 August 2025 are set out in the Directors’ Biographies on pages 33 and 34. The Board currently consists of four male Directors and two female Directors. The Company’s policy on diversity is set out on pages 67 and 68. The Company does not have any executive employees. ### Key performance indicators At each Board meeting, the Directors consider a number of performance measures to assess the Company’s success in achieving its objectives. The key performance indicators (KPIs) used to measure the progress and performance of the Company over time, and which are comparable to other investment trusts, are set out below. As indicated in footnote 2 to the table, some of these KPIs fall within the definition of ‘Alternative Performance Measures’ (APMs) under guidance issued by the European Securities and Markets Authority (ESMA) and additional information explaining how these are calculated is set out in the Glossary on pages 125 to 129. Additionally, the Board regularly reviews the performance of the portfolio, as well as the net asset value and share price of the Company and compares this against various companies and indices. The Company does not have a benchmark. However, the Board reviews performance and ongoing charges against a peer group of European investment trusts and open-ended funds, as well as the reference index. | Year ended | | Year ended | | | --- | --- | --- | --- | | 31 August | | 31 August | | | | 2025 | | 2024 | Net asset value per share 598.05p 644.60p Share price 570.00p 601.00p 1, 2 Net asset value total return -6.1% 16.4% 1, 2 Share price total return -3.9% 15.5% 2 Discount to net asset value 4.7% 6.8% Revenue return per share 6.89p 7.35p 2, 3 Ongoing charges 0.95% 0.95% 1 This measures the Company’s net asset value and share price total return, which assumes dividends paid by the Company have been reinvested. 2 Alternative Performance Measures, see Glossary on pages 125 to 129. 3 Ongoing charges represent the management fee and all other operating expenses, excluding finance costs, direct transaction costs, custody transaction charges, VAT recovered, taxation, prior year expenses written back and certain non-recurring items, as a % of average daily net assets. ### Principal risks The Company is exposed to a variety of risks and uncertainties. As required by the UK Corporate Governance Code (the UK Code), the Board has in place a robust ongoing process to identify, assess and monitor the principal risks and emerging risks facing the Company, including those that would threaten its business model, future performance, solvency or liquidity. A core element of this process is the Company’s risk register which identifies the risks facing the Company and assesses the likelihood and potential impact of each risk and the quality of controls operating to mitigate it. A residual risk rating is then calculated for each risk based on the outcome of the assessment. The risk register, its method of preparation and the operation of key controls in BlackRock’s and third-party service providers’ systems of internal control, are reviewed on a regular basis by the Audit and Management Engagement Committee. In order to gain a more comprehensive understanding of BlackRock’s and other third-party service providers’ risk management processes and how these apply to the Company’s business, BlackRock’s internal audit department provides an annual presentation to the Audit Committee chairs of the BlackRock investment trusts setting out the results of testing performed in relation to BlackRock’s internal control processes. The Audit and Management Engagement Committee also periodically receives and reviews internal control reports from BlackRock and the Company’s service providers. The Board has undertaken a robust assessment of both the principal and emerging risks facing the Company, including those that would threaten its business model, future performance, solvency or liquidity. For instance, the risk that unforeseen or unprecedented events including (but not limited to) heightened geo-political tensions such as the war in Ukraine and conflict in the Middle East, inflation and the current cost of living crisis has had a significant impact on global markets. The Board has taken into consideration the risks posed to the Company by these events and incorporated them into the Company’s risk register. Section 3: Governance 37 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Strategic Report continued Emerging risks are considered by the Board as they come into view and are incorporated into the existing review of the Company’s risk register. Additionally, the Manager considers emerging risks in numerous forums and the Risk and Quantitative Analysis team produces an annual risk survey. Any material risks of relevance to the Company identified through the annual risk survey will be communicated to the Board. Emerging risks that have been considered by the Board over the year include the impact of climate change, escalating geo-political conflict and technological advances. The key emerging risks identified are as follows: Climate change: Investors can no longer ignore the impact that the world’s changing climate will have on their portfolios, with the impact of climate change on returns, including climate-related natural disasters, now potentially significant and with the potential to escalate more swiftly than one is able to predict. The Board receives ESG reports from the Manager on the portfolio and the way ESG considerations are integrated into the investment decision-making, so as to mitigate risk at the level of stock selection and portfolio construction. Artificial Intelligence (AI): Advances in computing power means that AI has become a powerful tool that will impact a huge range of areas and with a wide range of applications that have the potential to dislocate established business models and disrupt labour markets, creating uncertainty in corporate valuations. The significant energy required to power this technological revolution will create further pressure on environmental resources and carbon emissions. Geo-political risk: Escalating geo-political tensions (including, but not limited to tensions in the Middle East and the ongoing war in Ukraine, or deteriorating relations between China and the US/other countries) have a significant negative impact on global markets, with an increasing use of tariffs and domestic regulations making global trade more complex and driving economic fragmentation. The Board will continue to assess these risks on an ongoing basis. In relation to the UK Code, the Board is confident that the procedures that the Company has put in place are sufficient to ensure that the necessary monitoring of risks and controls has been carried out throughout the reporting period. The principal risks and uncertainties faced by the Company during the financial year, together with the potential effects, controls and mitigating factors are set out below. ### Investment performance Principal risk Returns achieved are reliant primarily upon the performance of the portfolio. The Board is responsible for: • deciding the investment strategy to fulfil the Company’s objective; and • monitoring the performance of the Investment Manager and the implementation of the investment strategy. An inappropriate investment strategy may lead to: • underperformance compared to the reference index and the Company’s peer group; • a reduction or permanent loss of capital; and • dissatisfied shareholders and reputational damage. The Board is also cognisant of the long-term risk to performance from inadequate attention to ESG issues and in particular the impact of climate change. Mitigation/Control To manage this risk the Board: • regularly reviews the Company’s investment mandate and long-term strategy; • has set investment restrictions and guidelines which the Investment Manager monitors and regularly reports on; 38 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 • receives from the Investment Manager a regular explanation of stock selection decisions, portfolio exposure, gearing and any changes in gearing and the rationale for the composition of the investment portfolio; • monitors the maintenance of an adequate spread of investments in order to minimise the risks associated with particular countries or factors specific to particular sectors, based on the diversification requirements inherent in the investment policy; and • receives and reviews regular reports showing an analysis of the Company's performance against the reference index and other similar indices. ESG analysis is integrated into the Manager's investment process as set out on pages 48 to 51. This is monitored by the Board. # Legal and regulatory compliance # Principal risk The Company has been approved by HM Revenue & Customs as an investment trust, subject to continuing to meet the relevant eligibility conditions and operates as an investment trust in accordance with Chapter 4 of Part 24 of the Corporation Tax Act 2010. As such, the Company is exempt from corporation tax on capital gains on the profits realised from the sale of its investments. Any breach of the relevant eligibility conditions could lead to the Company losing investment trust status and being subject to corporation tax on capital gains realised within the Company's portfolio. In such event, the investment returns of the Company may be adversely affected. A serious regulatory breach could result in the Company and/or the Directors being fined or the subject of criminal proceedings, or the suspension of the Company's shares which could in turn lead to a breach of the Corporation Tax Act 2010. Amongst other relevant laws, the Company is required to comply with the provisions of the Companies Act 2006, the Alternative Investment Fund Managers' Directive, the UK Listing Rules and Disclosure Guidance and Transparency Rules, the Sanctions and Anti-Money Laundering Act 2018 and the Market Abuse Regulation. # Mitigation/Control The Investment Manager monitors investment movements, the level and type of forecast income and expenditure and the amount of proposed dividends to ensure that the provisions of Chapter 4 of Part 24 of the Corporation Tax Act 2010 are not breached. The results are reported to the Board at each meeting. Compliance with the accounting rules affecting investment trusts are also carefully and regularly monitored. The Company Secretary and the Company's professional advisers provide regular reports to the Board in respect of compliance with all applicable rules and regulations. The Board and the Manager also monitor changes in government policy and legislation which may have an impact on the Company. The Company's Investment Manager, BlackRock, at all times complies with the sanctions administered by the UK Office of Financial Sanctions Implementation, the United States Treasury's Office of Foreign Assets Control, the United Nations, European Union member states and any other applicable regimes. # Market # Principal risk Market risk arises from volatility in the prices of the Company's investments. It represents the potential loss the Company might suffer through realising investments in the face of negative market movements. Changes in general economic and market conditions, such as currency exchange rates, interest rates, rates of inflation, industry conditions, tax laws and political events can also substantially and adversely affect the securities and, as a consequence, the Company's prospects and share price. Section 3: Governance 39 ## Strategic Report continued Market risk includes the potential impact of events which are outside the Company’s control, including (but not limited to) heightened geo-political tensions and military conflict, a global pandemic and high inflation. Companies operating in the sectors in which the Company invests may be impacted by new legislation governing climate change and environmental issues, which may have a negative impact on their valuation and share price. Mitigation/Control The Board considers the diversification of the portfolio, asset allocation, stock selection and levels of gearing on a regular basis and has set investment restrictions and guidelines which are monitored and reported on by the Investment Manager. The Board monitors the implementation and results of the investment process with the Investment Manager. The Board also recognises the benefits of a closed-end fund structure in extremely volatile markets such as those experienced during the Russia/Ukraine and Middle East conflicts, as well as recent trade and tariff related disruptions. Unlike open-ended counterparts, closed-end funds are not obliged to sell down portfolio holdings at low valuations to meet liquidity requirements for redemptions. During times of elevated volatility and market stress, the ability of a closed-end fund structure to remain invested for the long term enables the portfolio managers to adhere to disciplined fundamental analysis from a bottom-up perspective and be ready to respond to dislocations in the market as opportunities present themselves. The portfolio managers spend a considerable amount of time understanding the environmental, social and governance (ESG) risks and opportunities facing companies and industries in the portfolio. The Company does not exclude investment in stocks based on ESG criteria, but the portfolio managers consider ESG information when conducting research and due diligence on new investments and again when monitoring investments in the portfolio. ### Operational Principal risk In common with most other investment trust companies, the Company has no employees. The Company therefore relies on the services provided by third parties and is dependent on the control systems of the Manager, the Depositary and Fund Accountant which maintain the Company’s assets, dealing procedures and accounting records. The security of the Company’s assets, dealing procedures, accounting records and adherence to regulatory and legal requirements depend on the effective operation of the systems of these other third-party service providers. There is a risk that a major disaster, such as floods, fire, a global pandemic, or terrorist activity, renders the Company’s service providers unable to conduct business at normal operating capacity and effectiveness. Failure by any service provider to carry out its obligations to the Company could have a material adverse effect on the Company’s performance. Disruption to the accounting, payment systems or custody records (including cyber security risk) could prevent the accurate reporting and monitoring of the Company’s financial position. Mitigation/Control Due diligence is undertaken before contracts are entered into with third-party service providers. Thereafter, the performance of the provider is subject to regular review and reported to the Board. The Board reviews on a regular basis an assessment of the fraud risks that the Company could potentially be exposed to and also a summary of the controls put in place by the Manager, Depositary, Custodian, Fund Accountant and Registrar specifically to mitigate these risks. Most third-party service providers produce Service Organisation Control (SOC 1) reports to provide assurance regarding the effective operation of internal controls as reported on by their reporting accountants. These reports are provided to the Audit and Management Engagement Committee for review. The Committee would seek further representations from service providers if not satisfied with the effectiveness of their control environment. The Company’s financial instruments held in custody are subject to a strict liability regime and, in the event of a loss of such financial instruments held in custody, the Depositary must return financial instruments of an identical type or the corresponding amount, unless able to demonstrate the loss was a result of an event beyond its reasonable control. 40 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 The Board reviews the overall performance of the Manager, Investment Manager and all other third-party service providers on a regular basis and compliance with the Investment Management Agreement annually. The Board also considers the business continuity arrangements of the Company’s key service providers on an ongoing basis and reviews these as part of its review of the Company’s risk register. The Board considers the portfolio managers’ succession plans so far as they affect the services provided to the Company. ### Financial Principal risk The Company’s investment activities expose it to a variety of financial risks which include interest rate risk, counterparty credit risk and liquidity risk. Mitigation/Control Details of these risks are disclosed in note 16 to the Financial Statements, together with a summary of the policies for managing these risks. ### Marketing Principal risk Marketing efforts are inadequate or do not comply with relevant regulatory requirements. There is a failure to communicate adequately with shareholders or reach out to potential new shareholders resulting in reduced demand for the Company’s shares and a widening of the discount. Mitigation/Control The Board reviews marketing strategy and initiatives and the Manager is required to provide regular updates on progress. BlackRock has a dedicated investment trust sales team visiting both existing and potential clients on a regular basis. Data on client meetings and issues raised are provided to the Board on a regular basis. All investment trust marketing documents are subject to appropriate review and authorisation. ## Viability statement In accordance with provision 31 of the 2018 UK Corporate Governance Code, the Directors have assessed the prospects of the Company over a longer period than the twelve months referred to by the ‘Going Concern’ guidelines. The Company is an investment trust with the objective of achieving capital growth. The Directors expect the Company to continue for the foreseeable future and have therefore conducted this review for the period up to the Annual General Meeting in 2030. The Directors believe that five years is an appropriate investment horizon to assess the viability of the Company. This is based on the Company’s long-term mandate, the low turnover in the portfolio and the investment holding period investors generally consider while investing in the European sector. In making an assessment on the viability of the Company, the Board has considered the following: • the impact of a significant fall in European equity markets on the value of the Company’s investment portfolio; • the ongoing relevance of the Company’s investment objective, business model and investment policy in the prevailing market; • the principal and emerging risks and uncertainties, as set out on the previous pages, and their potential impact; • the level of ongoing demand for the Company’s shares; • the Company’s share price discount/premium to NAV; • the liquidity of the Company’s portfolio; and • the level of income generated by the Company and future income and expenditure forecasts. Section 3: Governance 41 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Strategic Report continued The Directors have concluded that there is a reasonable expectation that the Company will continue in operation and meet its liabilities as they fall due over the period of their assessment based on the following considerations: • the Investment Manager’s compliance with the investment objective and policy, its investment strategy and asset allocation; • the portfolio is liquid and mainly comprises of readily realisable assets, which continue to offer a broad range of investment opportunities for shareholders as part of a balanced investment portfolio; • the operational resilience of the Company and its key service providers and their ability to continue to provide a good level of service for the foreseeable future; • the effectiveness of business continuity plans in place for the Company and its key service providers; • the ongoing processes for monitoring operating costs and income which are considered to be reasonable in comparison to the Company’s total assets; • the Board’s discount management policy; and • the Company is a closed-end investment company and therefore does not suffer from the liquidity issues arising from unexpected redemptions. In addition, the Board’s assessment of the Company’s ability to operate in the foreseeable future is included in the Going Concern Statement which can be found on pages 54 and 55 in the Directors’ Report. 42 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # Section 172 Statement: promoting the success of the Company The Companies (Miscellaneous Reporting) Regulations 2018 require directors to explain in greater detail how they have discharged their duties under Section 172(1) of the Companies Act 2006 in promoting the success of their companies for the benefit of members as a whole. This includes the likely consequences of their decisions in the longer term and how they have taken wider stakeholders' needs into account. The disclosure that follows covers how the Board has engaged with and understands the views of stakeholders and how stakeholders' needs have been taken into account, the outcome of this engagement and the impact that it has had on the Board's decisions. As the Company is an externally managed investment company and does not have any employees or customers, the Board considers the main stakeholders in the Company to be the shareholders, the Manager and Investment Manager. In addition to this, the Board considers investee companies and key service providers of the Company to be stakeholders; the latter comprise the Company's Custodian, Depositary, Registrar and Broker. ## Stakeholders ### Shareholders Continued shareholder support and engagement are critical to the continued existence of the Company and the successful delivery of its long-term strategy. The Board is focused on fostering good working relationships with shareholders and on understanding the views of shareholders in order to incorporate them into the Board's strategy and objectives in delivering long-term capital growth. ### Manager and Investment Manager The Board's main working relationship is with the Manager, who is responsible for the Company's portfolio management (including asset allocation, stock and sector selection) and risk management, as well as ancillary functions such as administration, secretarial, accounting and marketing services. The Manager has sub-delegated portfolio management to the Investment Manager. Successful management of shareholders' assets by the Investment Manager is critical for the Company to successfully deliver its investment strategy and meet its objective. The Company is also reliant on the Manager as AIFM to provide support in meeting relevant regulatory obligations under the AIFMD and other relevant legislation. ### Other key service providers In order for the Company to function as an investment trust on the London Stock Exchange's (LSE) main market for listed securities and generally function as an investment trust with a listing on the official list of the FCA, the Board relies on a diverse range of advisors for support in meeting relevant obligations and safeguarding the Company's assets. For this reason, the Board considers the Company's Custodian, Depositary, Registrar and Broker to be stakeholders. The Board maintains regular contact with its key external service providers and receives regular reporting from them through the Board and committee meetings, as well as outside of the regular meeting cycle. ### Investee companies Portfolio holdings are ultimately shareholders' assets and the Board recognises the importance of good stewardship and communication with investee companies in meeting the Company's investment objective and strategy. The Board monitors the Manager's stewardship arrangements and receives regular feedback from the Manager in respect of meetings with the management of portfolio companies. Section 3: Governance 43 # Strategic Report continued A summary of the key areas of engagement undertaken by the Board with its key stakeholders in the year under review and how Directors have acted upon this to promote the long-term success of the Company are set out below. ## Area of Engagement ### Investment mandate and objective #### Issue The Board is committed to promoting the role and success of the Company in delivering on its investment mandate to shareholders over the long term. The Board also has responsibility to shareholders to ensure that the Company's portfolio of assets is invested in line with the stated investment objective and in a way that ensures an appropriate balance between spread of risk and portfolio returns. #### Engagement The Board worked closely with the Investment Manager throughout the year in further developing investment strategy and underlying policies, not simply for the purpose of achieving the Company's investment objective but in the interests of shareholders and future investors. In addition to the scheduled Board meetings each year, the Board holds a Strategy session which is dedicated to an in-depth review of the Company's strategy in conjunction with key advisers, including the Company's Broker. As a result of discussions undertaken through the course of the year, the Board has agreed with the Manager a proposal to amend the portfolio management arrangements for the Company, with Brian Hall replacing Alexandra Dangoor as co-portfolio manager, alongside Stefan Gries. The Company does not exclude investment in stocks based on Environmental, Social and Governance (ESG) criteria, but the approach of the portfolio managers to the consideration of ESG factors in respect of the Company's portfolio, as well as engagement with investee companies, is to encourage the adoption of sustainable business practices which support long-term value creation. #### Impact The portfolio activities undertaken by the Investment Manager can be found in their report on pages 11 to 18. The Investment Manager aims to construct a portfolio that is high conviction and concentrated in nature but diversified by end market exposures. Brian Hall will replace Alexandra Dangoor as co-portfolio manager from the date of this report. Brian is a multi-award-winning portfolio manager with 26 years of investment experience, and has worked with Stefan for nearly 19 years having joined BlackRock in 2007. The Board believes that the addition of Brian as an experienced investor with a quality value focus will bring the flexibility needed to ensure future success of the portfolio. The new arrangements will enable a more balanced approach through giving greater consideration to investing selectively in quality value ideas. This should help to dampen fund volatility, ultimately resulting in enhanced return outcomes over time. Details regarding the Company's NAV and share price performance can be found in the Chairman's Statement and in this Strategic Report on page 36. ### Shareholders #### Issue Continued shareholder support and engagement are critical to the continued existence of the Company and the successful delivery of its long-term strategy. #### Engagement The Board is committed to maintaining open channels of communication and to engage with shareholders. The Company welcomes and encourages attendance and participation from shareholders at its Annual General Meetings. Shareholders will have the opportunity to meet the Directors and Investment Manager and to address questions to them directly. The Investment Manager will also provide a presentation on the Company's performance and the outlook. 44 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 The Annual Report and Half Yearly Financial Report are available on the BlackRock website and are also circulated to shareholders either in printed copy or via electronic communications. In addition, regular updates on performance, monthly factsheets, the daily NAV and other information are also published on the Manager’s website at www.blackrock.com/uk/brge. The Board also works closely with the Manager to develop the Company’s marketing strategy, with the aim of ensuring effective communication with shareholders. Unlike trading companies, one-to-one shareholder meetings normally take the form of a meeting with the portfolio managers as opposed to members of the Board. The Company’s willingness to enter into discussions with institutional shareholders is also demonstrated by the programmes of institutional presentations by the portfolio managers. If shareholders wish to raise issues or concerns with the Board, they are welcome to do so at any time. The Chairman is available to meet directly with shareholders periodically to understand their views on governance and the Company’s performance where they wish to do so. He may be contacted via the Company Secretary whose details are given on page 120. Impact The Board values any feedback and questions from shareholders ahead of and during Annual General Meetings in order to gain an understanding of their views and will take action when and as appropriate. Feedback and questions will also help the Company evolve its reporting, aiming to make reports more transparent and understandable. Feedback from all substantive meetings between the Investment Manager and shareholders will be shared with the Board. The Directors will also receive updates from the Company’s Broker on any feedback from shareholders, as well as share trading activity, share price performance and an update from the Investment Manager. The portfolio management team attended a number of professional investor meetings and held discussions with a number of wealth management desks and offices in respect of the Company during the year under review. The portfolio managers also held group webcasts in the year to provide investors with portfolio updates. Portfolio holdings are ultimately shareholders’ assets and the Board recognises the importance of good stewardship and communication with investee companies in meeting the Company’s investment objective and strategy. The Board monitors the Manager’s stewardship activities and receives regular feedback from the Investment Manager in respect of meetings with the management of portfolio companies. ### Responsible investing Issue Good governance and consideration of sustainable investment are key factors in making investment decisions. Climate change is becoming a defining factor in companies’ long-term prospects across the investment spectrum, with significant and lasting implications for economic growth and prosperity. Engagement The Company does not exclude investment in stocks based on ESG criteria but the Board believes that responsible investment and sustainability are integral to the longer-term delivery of the Company’s success. The Board works closely with the Investment Manager to regularly review the Company’s performance, investment strategy and underlying policies to ensure that the Company’s investment objective continues to be met in an effective and responsible way in the interests of shareholders and future investors. The Investment Manager’s approach to the consideration of ESG factors in respect of the Company’s portfolio, as well as the Investment Manager’s engagement with investee companies are kept under review by the Board. The Board also expects to be informed by the Manager of any sensitive voting issues involving the Company’s investments. The Investment Manager reports to the Board in respect of its ESG policies and how these are integrated into the investment process; a summary of BlackRock’s approach to ESG is set out on page 48. The Investment Manager’s engagement and voting policy is detailed on pages 49 to 51 and 54 and on the BlackRock website. Impact The Investment Manager believes there is likely to be a positive correlation between strong ESG practices and investment performance over time. Details of the Company ’ s performance in the year are given in the Chairman ’ s Statement on page 5 and the Performance Record on page 4. The Company does not meet the criteria for Article 8 or 9 products under the EU Sustainable Finance Disclosure Regulation and the investments underlying this financial product do not take into account the EU criteria for environmentally sustainable economic activities. Section 3: Governance 45 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Strategic Report continued ### Management of share rating Issue The Board recognises that it is in the long-term interests of shareholders that shares do not trade at a significant discount or premium to their prevailing NAV. Therefore, where deemed to be in shareholders ’ long-term interests, the Board may exercise its powers to issue shares or buy back shares with the objective of ensuring that an excessive premium or discount does not arise. Engagement The Board monitors the Company’s share rating on an ongoing basis and receives regular updates from the Manager and the Company’s Broker regarding the level of discount or premium and the drivers behind this. The portfolio managers provide regular performance updates and detailed performance attribution. The Board believes that the best way of maintaining the share rating at an optimal level over the long term is to create demand for the shares in the secondary market. To this end, the Investment Manager is devoting considerable effort to broadening the awareness of the Company, particularly to wealth managers and to the wider retail shareholder market. In addition, the Board has worked closely with the Manager to develop the Company’s marketing strategy, with the aim of ensuring effective communication with existing shareholders and to attract new shareholders to the Company in order to improve liquidity in the Company’s shares and to sustain the share rating of the Company. Impact The Board will continue to monitor the Company’s premium/discount to NAV and will look to issue, buy back shares and/or operate six monthly tender offers if it is deemed to be in the interests of shareholders as a whole. The Board decided not to implement a semi-annual tender offer in November 2025 as, over the six months to 31 August 2025, the average discount to NAV (cum income) was 5.3%. It also decided not to implement the May 2025 semi-annual tender offer, as over the six months to 28 February 2025, the average discount to NAV (cum income) was 7.1%. As the Company’s one-year average discount to NAV on a cum income basis (diluted for treasury shares) was second narrowest within its peer group, the Board concluded that it was not in the interests of shareholders to implement the latest semi-annual tender offers. During the financial year the Company did not reissue any ordinary shares from treasury. The Company bought back 5,348,054 ordinary shares both during the financial year and since the year end (up to close of business on 31 October 2025). As at 31October 2025 the Company’s shares were trading at a discount of 5.2% to the cum income NAV. ### Service levels of third-party providers Issue The Board acknowledges the importance of ensuring that the Company’s principal suppliers are providing a suitable level of service, including the Manager in respect of investment performance and delivering on the Company’s investment mandate; the Custodian and Depositary in respect of their duties towards safeguarding the Company’s assets; the Registrar in its maintenance of the Company’s share register and dealing with investor queries; and the Company’s Broker in respect of the provision of advice and acting as a market maker for the Company’s shares. Engagement The Manager reports to the Board on the Company’s performance on a regular basis. The Board carries out a robust annual evaluation of the Manager’s performance, their commitment and available resources. The Board performs an annual review of the service levels of all third-party service providers and concludes on their suitability to continue in their role. The Board receives regular updates from the AIFM, Depositary, Registrar and Broker on an ongoing basis. The Board works closely with the Manager to gain comfort that relevant business continuity plans are in place and operating effectively for all of the Company’s key service providers. 46 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 The Board monitors the fees paid to third party providers and works closely with the Manager to ensure that fees are competitive and in line with market levels. ### **Impact** All performance evaluations were performed on a timely basis and the Board concluded that all key third-party service providers, including the Manager, were operating effectively and providing a good level of service. The Board has received updates in respect of business continuity planning from the Company's Manager, Custodian, Depositary, Fund Accountant, Registrar, Printer and Broker and is confident that arrangements in place are appropriate. During the year the Board entered into negotiations with the Manager over the level of management fee paid and it agreed that a reduced fee would apply with effect from 1 September 2025, whereby a rate of 0.65% would apply on net assets up to and including £400 million, 0.60% on net assets in excess of £400 million up to and including £1 billion and 0.525% on net assets in excess of £1 billion. This significant decrease in the management fee increases shareholders' investment returns and is estimated to reduce the ongoing charges ratio to approximately 0.775%. ## **Board composition** ### **Issue** The Board is committed to ensuring that its own composition brings an appropriate balance of knowledge, experience and skills, and that it is compliant with best corporate governance practice under the UK Code, including guidance on tenure and the composition of the Board's committees. ### **Engagement** During 2025 the Board engaged the services of an external search consultant, Sapphire Partners, to identify potential candidates to replace Mr Sanderson who will retire as Chairman following the Annual General Meeting on 11 December 2025. The Nomination Committee agreed the selection criteria and the method of selection, recruitment and appointment. All Directors are subject to a formal evaluation process on an annual basis (more details and the conclusions of the 2025 evaluation process are given on page 69). All Directors stand for re-election by shareholders annually. Shareholders may attend the Annual General Meeting and raise any queries in respect of Board composition or individual Directors in person or may contact the Company Secretary or the Chairman using the details provided on page 120 with any issues. ### **Impact** As a result of the recruitment process, Mr Andrew Impey was appointed as a Director of the Company on 28 April 2025. As at the date of this report, the Board was comprised of four men and two women. Two Board Directors, Mr Sanderson and Mr Baxter, have a tenure in excess of nine years. As mentioned in the Chairman's Statement, Mr Sanderson will be retiring following the forthcoming Annual General Meeting and Mr Impey will become Chair. Although the Board is not compliant with the recommendations of the Parker Review and the FTSE Women Leaders Review at the date of this report, the Board will have a 60:40 male to female gender ratio again when Mr Sanderson retires. Details of each Directors' contribution to the success and promotion of the Company are set out in the Directors' Report on pages 57 and 58 and details of Directors' biographies can be found on pages 33 and 34. The Directors are not aware of any issues that have been raised directly by shareholders in respect of Board composition in the year under review. Details of the proxy voting results in favour and against individual Directors' re-election at the 2024 Annual General Meeting are given on the Manager's website at www.blackrock.com/uk/brge. Section 3: Governance 47 ## Strategic Report continued ## Environmental, Social and Governance issues and approach ### The Company’s approach to ESG Environmental, social and governance (ESG) issues can present both opportunities and risks to long-term investment performance. Whilst the Company does not exclude investment in stocks purely on ESG criteria, material ESG analytics are integrated into the investment process when weighing up the risk and reward benefits of investment decisions and the Board believes that communication and engagement with portfolio companies is important and can lead to better outcomes for shareholders and the environment than merely excluding investment in certain areas. More information on BlackRock’s global approach to ESG integration, as well as activity specific to the BlackRock Greater Europe Investment Trust plc portfolio, is set out below. BlackRock has defined ESG integration as the practice of incorporating financially material E, S and/or G data and information and consideration of sustainability risks into investment decisions with the objective of enhancing risk-adjusted returns. ESG integration does not change the Company’s investment objective. More information on sustainability risks may be found in the AIFMD Fund Disclosures document of the Company available on the Company’s website at https://www.blackrock.com/uk/literature/policies/itc-disclosures-blackrock-greater-europe- investment-trust-plc.pdf. ### BlackRock’s approach to material ESG integration BlackRock’s clients have a wide range of perspectives on a variety of issues and investment themes, including sustainable and low-carbon transition investing. Given the wide range of unique and varied investment objectives sought by its clients, BlackRock’s investment teams have a range of approaches to considering financially material E, S, and/or G factors. As with other investment risks and opportunities, the financial materiality of E, S and/or G considerations may vary by issuer, sector, product, mandate, and time horizon. Depending on the investment approach, this financially material E, S and/or G data or information may help inform due diligence, portfolio or index construction, and/or monitoring processes of client portfolios, as well as BlackRock’s approach to risk management. BlackRock’s ESG integration framework is built upon its history as a firm founded on the principle of thorough and thoughtful risk management. Aladdin, BlackRock’s core risk management and investment technology platform, allows investors to leverage financially material E, S and/or G data or information as well as the combined experience of BlackRock’s investment teams to effectively identify investment opportunities and investment risks. BlackRock’s heritage in risk management combined with the strength of the Aladdin platform enables BlackRock’s approach to ESG integration. BlackRock’s ESG Integration Statement can be found at https://www.blackrock.com/corporate/literature/publication/blk-esg- investment-statement-web.pdf. 48 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Investment Stewardship ### BlackRock Greater Europe Investment Trust plc – Investment Stewardship engagement with portfolio companies for the year ended 31 August 2025 The BlackRock portfolio management team has excellent access to company management teams and undertakes about 700 company meetings each year to identify high quality, cash generative businesses with strong management teams that are able to generate growth in a more challenging economic environment. In addition, BlackRock also has a separate stewardship function. Effective from 1 January 2025, BlackRock’s stewardship policies are being developed and implemented by two independent, specialist teams: BlackRock Investment Stewardship (BIS) and BlackRock Active Investment Stewardship (BAIS). BIS is responsible for activities in relation to clients’ assets managed by certain index equity portfolio managers, while BAIS partners with BlackRock’s active investment teams on company engagement and voting in relation to their holdings. Since 1 January 2025, BAIS has overseen investment stewardship for the Company’s portfolio holdings. The respective investment stewardship teams engage with companies, vote proxies on behalf of clients, contribute to industry dialogue on stewardship and report on its activities. The teams aim to maintain a globally consistent approach while acknowledging the unique markets and sectors in which companies operate. For the year to 31 August 2025, the stewardship teams at BlackRock engaged on a range of governance issues with the management teams of 8 companies in the portfolio of BlackRock Greater Europe Investment Trust plc, representing 19.5% of the portfolio holdings at 31 August 2025. Additional information is set out in the table and charts below and on page 50 as well as the key engagement themes for the meetings held in respect of the Company’s portfolio holdings. | | Year ended 31 August 2025 | | --- | --- | | Number of engagements held^{1} | 11 | | Number of companies met^{1} | 8 | | % of equity investments covered^{2} | 19.5% | | Shareholder meetings voted at^{3} | 30 | | Number of proposals voted on^{3} | 554 | | Number of votes against management^{1} | 46 | | % of total items voted represented by votes against management | 6.8% | $^{1}$ Source: BlackRock as at 31 August 2025. $^{2}$ Source: BlackRock. As a percentage of total portfolio holdings at 31 August 2025. $^{3}$ Source: BlackRock, Institutional Shareholder Services as at 31 August 2025. Section 3: Governance 49 ## Strategic Report continued 1 10 6 5 | | 4 | 4 | | | | | | 4 | | | | 4 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | 3 | 3 | | | | | | | | | | | | | | | | 2 | 2 | | | 2 | | | | 1 | | | | | 1 1 | | | | 1 | | 1 1 | | 0 Biodiversity Cybersecurity Remuneration Human Rights Business Ethics and Integrity Management Water and Waste Board Composition Corporate Strategy and Data Privacy Talent and Culture and Effectiveness Business Oversight/ Risk Management Supply Chain Labour Governance Structure Executive Management Sustainability Reporting Other Governance Issues Climate Risk Management 1 Engagement Themes 15 11 10 5 4 4 0 EnvironmentalSocial Governance 1 Engagements include multiple company meetings during the year with the same company. Most engagement conversations cover multiple topics and are based on our vote guidelines and our engagement priorities found here: https://www.blackrock.com/ corporate/insights/investment-stewardship. Source: BlackRock. Engagement Topics 50 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ### Investment stewardship policies The benchmark investment stewardship policies, which include BIS’ Global Principles, regional voting guidelines and Engagement Priorities, and BAIS’ Global Engagement and Voting Guidelines, set out the core elements of corporate governance that guide the investment stewardship teams’ efforts. Each team takes a globally consistent approach, while recognising the unique markets and sectors in which companies operate. These benchmark policies are reviewed annually to reflect changes in market standards, regulations, and feedback from clients and companies. BlackRock is committed to transparency in terms of disclosure of its stewardship activities on behalf of clients. The investment stewardship teams publish their voting policies to help BlackRock’s clients understand their work to advance clients’ interests as investors in public companies. BlackRock’s stewardship policies and reporting are available at www.blackrock.com/ corporate/insights/investment-stewardship. By order of the Board LUCY DINA For and on behalf of BlackRock Investment Management (UK) Limited Company Secretary 4 November 2025 Section 3: Governance 51 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # Directors' Report The Directors present the Annual Report and Financial Statements of the Company for the year ended 31 August 2025. ## Status of the Company The Company is domiciled in the United Kingdom. The Company is a public company limited by shares and is also an investment company under Section 833 of the Companies Act 2006 and operates as such. It is not a close company and has no employees. The Company has been approved by HM Revenue & Customs (HMRC) as an investment trust in accordance with Sections 1158 and 1159 of the Corporation Tax Act 2010, subject to the Company continuing to meet eligibility conditions. The Directors are of the opinion that the Company has conducted its affairs in a manner which will satisfy the conditions for continued approval. As an investment company that is managed and marketed in the United Kingdom, the Company is an Alternative Investment Fund (AIF) falling within the scope of, and subject to the requirements of, the Alternative Investment Fund Managers' Directive (AIFMD) as implemented, retained and onshored in the UK. The Company is governed by the provisions of the Alternative Investment Fund Managers Regulations 2013 (the Regulations) and must comply with a number of obligations, including the appointment of an Alternative Investment Fund Manager (AIFM) and a depository to carry out certain functions. The Company must also comply with the Regulations in respect of leverage, outsourcing, conflicts of interest, risk management, valuation, remuneration and capital requirements and must also make additional disclosures to both shareholders and the Financial Conduct Authority (FCA). Further details are set out in the AIFMD disclosures section and in the notes to the Financial Statements. The Company's ordinary shares are eligible for inclusion in the stocks and shares component of an Individual Savings Account (ISA). ## Information to be disclosed in accordance with Listing Rule 6.6.1 (information to be included in Annual Report and Financial Statements) Disclosures in respect of how the Company has complied with Listing Rule 6.6.1 are set out on page 123. ## Facilitating retail investments The Company currently conducts its affairs so that the shares issued by the Company can be recommended by independent financial advisers to ordinary retail investors in accordance with the FCA's rules in relation to non-mainstream pooled investment products and intends to continue to do so for the foreseeable future. In the context of the implementation of RDR (Retail Distribution Review) and the growing popularity of investment trusts on platforms, it is worth noting that the Company's shares are designed for private investors in the UK, including retail investors and professionally advised private clients. It is also attractive to institutional investors who seek long-term capital growth and an attractive total return from quoted securities through investing in quoted European companies and who understand and are willing to accept the risks of exposure to equities. When assessing the suitability of the shares, private investors should consider consulting an independent financial adviser who specialises in advising on the acquisition of shares and other securities before acquiring shares. Naturally, investors should also be capable of evaluating the risks and merits of an investment in the Company and should always have sufficient resources to bear any loss that may result. ## The Common Reporting Standard Tax legislation under the Organisation for Economic Cooperation and Development (OECD) Common Reporting Standard for Automatic Exchange of Financial Account Information (the Common Reporting Standard) was introduced on 1 January 2016. The legislation requires investment trust companies to provide personal information to HMRC about investors who purchase shares in investment trusts. The Company has to provide information annually to the local tax authority on the tax residencies of a number of non-UK based certificated shareholders and corporate entities. The local tax authority to which the information is initially passed may in turn exchange the information with the tax authorities of another country or countries in which the shareholder may be tax resident, where those countries (or tax authorities in those countries) have entered into agreements to exchange financial account information. All new shareholders, excluding those whose shares are held in CREST, entered on to the share register, will be sent a certification form for the purposes of collecting this information. 52 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 ## **GDPR** Data protection rights were harmonised across the European Union following the implementation of the General Data Protection Regulation (GDPR) on 25 May 2018, since retained in the UK by the European Union (Withdrawal) Act 2018. The Board has sought and received assurances from its third-party service providers that they have taken appropriate steps to ensure compliance with the regulation. ## **Shareholder Rights Directive II** The Shareholder Rights Directive II took effect from 10 June 2019 with some transitional provisions. It encourages long-term shareholder engagement and transparency between companies and shareholders. In substantive terms the changes were small for investment companies and the majority of requirements apply to the Company's remuneration policy and disclosure of processes, as well as related party transactions. There are also additional rules for Alternative Investment Fund Managers and proxy advisers. ## **Dividends** Details of dividends paid and payable in respect of the year are set out in the Chairman's Statement. ## **Investment management and administration** BlackRock Fund Managers Limited (BFM, AIFM or the Manager) was appointed as the Company's AIFM with effect from 2 July 2014. BlackRock Investment Management (UK) Limited (BIM (UK) or Investment Manager) acts as the Company's Investment Manager under a delegation agreement with BFM. BIM (UK) also acted as the Secretary of the Company throughout the year. The management contract is terminable by either party on six months' notice. The Board continues to be independent from the AIFM. The agreement provides the appropriate balance between the Board's control over the Company, its investment policies and compliance with regulatory obligations. The AIFM has (with the Company's consent) delegated certain portfolio and risk management services, and other ancillary services, to the Investment Manager. The AIFM received an annual management fee which was calculated based on 0.85% per annum of the month-end net asset value up to £350 million and 0.75% per annum of the month-end net asset value above £350 million for the year ended 31 August 2025. With effect from 1 September 2025, the Company's annual management fee reduced to 0.65% of net assets up to and including £400 million, 0.60% of net assets in excess of £400 million up to and including £1 billion and 0.525% of net assets in excess of £1 billion. The Company does not have any performance fee arrangements in place. Where the Company invests in other investments or cash funds managed by BIM (UK), any underlying fee charged is rebated. The management fee is charged on the Base Management Fee Net Asset Value, which is the net asset value of the Company on the last business day of the calendar month, adjusted by adding all dividends declared by the Company in respect of which shares have gone 'ex div' in that calendar month. No penalty on termination of the investment management contract would be payable by the Company in the event that six months' written notice is given to the Manager. There are no provisions relating to the payment of fees in lieu of notice. The Company contributes to a focused investment trust sales and marketing initiative operated by BlackRock on behalf of the investment trusts under its management. The Company's contribution to the consortium element of the initiative, which enables the trusts to achieve efficiencies by combining certain sales and marketing activities, represents a budget of up to 0.025% per annum of its net assets (£573.8 million as at 31 December 2024) and this contribution is matched by BIM (UK). In addition, a budget of a further £21,000 has been allocated for Company specific sales and marketing activity. Total fees paid or payable for these services for the year ended 31 August 2025 amounted to £101,000 (excluding VAT) (2024: £157,000). The purpose of the programme overall is to ensure effective communication with existing shareholders and to attract new shareholders to the Company. This has the benefit of improving liquidity in the Company's shares and helps sustain the stock market rating of the Company. BFM and BIM (UK) are subsidiaries of BlackRock Inc., which is a publicly traded corporation on the New York Stock Exchange operating as an independent firm. ## **Appointment of the Manager** The Board considers the arrangements for the provision of investment management services to the Company on an ongoing basis and a formal review is conducted annually. As part of the annual review the Board considered the quality and continuity of the personnel assigned to handle the Company's affairs, the investment process and the results achieved to date. Section 3: Governance 53 # Directors' Report continued The Board has concluded that the continuing appointment of the Manager as AIFM, and the delegation of investment management services to the Investment Manager on the terms disclosed above, is in the interests of shareholders as a whole given their proven track record in successfully investing in Europe. ## Depository and Custodian The AIFMD requires that AIFs such as the Company have an AIFMD-compliant depository. The Company appointed The Bank of New York Mellon Trust & Depository (UK) Limited (BNYTD) in this role effective from 2 July 2014. With effect from 1 November 2017, the role of the Depository was transferred, by operation of a novation agreement, from BNYTD to its parent company, The Bank of New York Mellon (International) Limited (BNY or the Depository). The Depository's duties and responsibilities are outlined in the investment fund legislation (as defined in the FCA AIF Rulebook). The main role of the Depository under the AIFMD is to act as a central custodian with additional duties to monitor the operations of the Company, including monitoring cash flows and ensuring the net asset value of the Company's shares is calculated appropriately in accordance with the relevant regulations and guidance. The Depository is also responsible for enquiring into the conduct of the AIFM in each annual accounting period. The Depository receives a fee payable at 0.0095% per annum of the net assets of the Company. The Company has appointed the Depository in a tripartite agreement to which BFM as AIFM is also a signatory. The Depository is also liable for the loss of financial instruments held in custody. Custody services in respect of the Company's assets have been delegated by the Depository to the Asset Servicing division of BNY. BNY receives a custody fee payable by the Company at rates depending on the number of trades effected and the location of securities held. The depository agreement is subject to 90 days' notice of termination by any party. ## Registrar The Company has appointed Computershare Investor Services PLC as its Registrar (the Registrar). The principal duty of the Registrar is the maintenance of the register of shareholders (including registering transfers). It also provides services in relation to any corporate actions (including tender offers), dividend administration, shareholder documentation, the Common Reporting Standard and the Foreign Account Tax Compliance Act. The Registrar receives a fixed fee each year, plus disbursements and VAT for the maintenance of the register. Fees in respect of corporate actions and other services are negotiated on an arising basis. ## Change of control There are no agreements which the Company is party to that might be affected by a change of control of the Company. ## Exercise of voting rights in investee companies The exercise of voting rights attached to the Company's portfolio has been delegated to the Investment Manager by BFM. BIM (UK)'s approach to voting at shareholder meetings, engagement with companies and corporate governance is framed within an investment context. BIM (UK) believes that sound corporate governance practices by companies can contribute to their long-term financial performance and thus to better risk adjusted returns. For the period 1 September 2024 to 31 December 2024, BIM (UK)'s proxy voting process was led by the BlackRock Investment Stewardship (BIS) team and thereafter by the BlackRock Active Investment Stewardship (BAIS) team, located in nine offices around the world. The team's globally-coordinated, local presence and breadth of experience enables more frequent and better informed dialogue with companies. During the year under review, the Investment Manager voted on 554 proposals at 30 general meetings on behalf of the Company. At these meetings the Investment Manager voted in favour of most resolutions, but did not support 45 resolutions and abstained from voting on 6 resolutions. Most of the votes against were due to poorly structured remuneration arrangements and concerns about board quality and effectiveness. ## Principal risks The key risks faced by the Company are set out in the Strategic Report. ## Going concern The Directors, having considered the nature and liquidity of the portfolio, the Company's investment objective and the Company's projected income and expenditure, are satisfied that the Company has adequate resources to continue in operational existence for a period of at least 12 months from the date of approval of these financial statements and is financially sound. 54 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 The Company has a portfolio of investments which are predominantly readily realisable and is able to meet all of its liabilities from these assets, including meeting funding requirements if necessary. As at 31 October 2025, 96% of the portfolio was estimated as being capable of being liquidated within three days. Accounting revenue and expense forecasts are maintained and reported to the Board regularly and it is expected that the Company will be able to meet all its obligations. Borrowings under the overdraft facility shall at no time exceed £75 million or 15% of the Company's net asset value at the time of drawdown of the relevant borrowings (whichever is lower) and this covenant was complied with during the year. Based on the above, the Board is satisfied that it is appropriate to continue to adopt the going concern basis in preparing the financial statements and that the Company has adequate resources to continue in operational existence for the period to 30 November 2026, being a period of at least 12 months from the date of approval of these financial statements. Ongoing charges for the year ended 31 August 2025 were approximately 0.95% of net assets. A statement on the longer-term viability of the Company is considered in the Viability Statement on pages 41 and 42. ## Directors The Directors of the Company as at 31 August 2025 and their biographies are set out on pages 33 and 34. Details of their interests in the ordinary shares of the Company are set out in the Directors' Remuneration Report. All of the Directors held office throughout the year under review and up to the date of signing the financial statements with the exception of Mr Impey who was appointed as a Director on 28 April 2025. Although the Company's Articles of Association require that one third of Directors retire and seek re-election at intervals of no more than three years, the Board has resolved that all of the Directors should be subject to re-election on an annual basis. Accordingly, all of the Directors who held office throughout the year will offer themselves for re-election at the Annual General Meeting, with the exception of Mr Impey who will be seeking election having been appointed following the Annual General Meeting in 2024 and Mr Sanderson who will not be seeking re-election. The Board has considered the positions of the retiring Directors and newly elected Director as part of the evaluation process and believes that it would be in the Company's best interests for the Directors to be proposed for re-election/election at the forthcoming Annual General Meeting, given their material level of contribution and commitment to the role. Having considered the Directors' performance within the annual Board performance evaluation process, further details of which are provided on page 69, the Board believes that it continues to be effective and the Directors bring extensive knowledge and commercial experience and demonstrate a range of valuable business, financial and asset management skills. The Board therefore recommends that shareholders vote in favour of each Director's proposed re-election. More details in respect of the skills and experience each Director brings to the Board are set out on page 58. There were no contracts subsisting during or at the end of the year in which a Director of the Company is or was materially interested and which is or was significant in relation to the Company's business. None of the Directors has a service contract with the Company. No Director is entitled to compensation for loss of office on the takeover of the Company. ## Directors' liability insurance and Directors' indemnity The Company has maintained appropriate Directors' and Officers' liability insurance cover throughout the year. In addition to Directors' and Officers' liability insurance cover, the Company's Articles of Association provide, subject to the provisions of applicable UK legislation, an indemnity for Directors in respect of costs incurred in the defence of any proceedings brought against them by third parties arising out of their positions as Directors, in which they are acquitted or judgement is given in their favour. The Company has entered into Deeds of Indemnity with Directors individually which are available for inspection at the Company's registered office and will also be available at the Annual General Meeting. The indemnity has been in force during the financial year and up to the date of approval of the financial statements. ## Conflicts of interest The Board has put in place a framework in order for Directors to report conflicts of interest or potential conflicts of interest which it believes has worked effectively during the year. All Directors are required to notify the Company Secretary of any situations or potential situations where they consider that they have or may have a direct or indirect interest, or duty that conflicted or possibly conflicted with the interests of the Company. All such situations are reviewed by the Board and, where appropriate, duly authorised. Directors are also made aware at each meeting that there remains a continuing obligation to notify the Company Secretary of any new situations that may arise, or any changes to situations previously notified. It is the Board's intention to continue to review all notified situations on a regular basis. Section 3: Governance 55 # Directors' Report continued ## Directors' Remuneration Report and Policy The Directors' Remuneration Report is set out on pages 60 to 63. An advisory ordinary resolution to approve this report will be put to shareholders at the Company's forthcoming Annual General Meeting. The Company is also required to put the Directors' remuneration policy to a binding shareholder vote every three years. The remuneration policy was last put to shareholders at the Annual General Meeting in 2023, therefore an ordinary resolution to approve the policy on pages 64 and 65 will be put to shareholders at the Company's Annual General Meeting in 2026. ## Substantial share interests No shareholders have declared a notifiable interest in the Company's voting rights. ## Share capital Full details of the Company's issued share capital are given in note 14 to the Financial Statements. Details of the voting rights in the Company's ordinary shares as at the date of this report are given in note 16 to the Notice of Annual General Meeting. The ordinary shares carry the right to receive dividends and have one voting right per ordinary share. There are no restrictions on the voting rights or the transfer of the ordinary shares. There are no shares which carry specific rights with regard to the control of the Company. At 31 August 2025, the Company's issued share capital was 95,155,422 ordinary shares, excluding 22,773,516 shares held in treasury. ## Tender offers On 17 March 2025 the Board announced that it would not be implementing the May semi-annual tender offer. Over the six months to 28 February 2025, the Company's shares traded at an average discount to NAV (cum income) of 7.1% compared to a discount of 2.0%, the price at which any tender offer would be made. It was also announced on 22 September 2025 that the Board had decided not to implement a semi-annual tender offer in November 2025. Over the six-month period to 31 August 2025, the average discount to NAV (cum income) was 5.3% compared to a peer group average of 6.2% and the Company's one-year average discount to NAV on a cum income basis (diluted for treasury shares) was second narrowest within its peer group. The Board therefore concluded that it was not in the interests of shareholders as a whole to implement the semi-annual tender offers. The current tender offer authority will expire on 31 January 2026 and the Directors are proposing that their authority to make further regular tender offers be renewed at the forthcoming Annual General Meeting. ## Share repurchases The Company has authority to purchase ordinary shares in the market to be held in treasury or for cancellation. During the year the Company bought back 4,176,739 ordinary shares at an average price of 579.18p per share, at an average discount of 6.2%, for a total cost of £24,191,000. Since the year end and up to 31 October 2025, a further 1,171,315 ordinary shares have been repurchased for a total cost of £6,908,000. The latest buy back authority was granted to Directors on 10 December 2024 and expires at the conclusion of the Annual General Meeting on 11 December 2025. The Directors are proposing that their authority to buy back shares be renewed at the forthcoming Annual General Meeting. ## Share issues During the year, the Company did not reissue or allot any ordinary shares. The Directors are proposing that their authority to issue new ordinary shares or sell shares from treasury be renewed at the forthcoming Annual General Meeting. ## Treasury shares At the 2024 Annual General Meeting the Company was authorised to repurchase ordinary shares into treasury for reissue or cancellation at a future date. A resolution to renew this authority will again be put to shareholders at the forthcoming Annual General Meeting. Treasury shares will only be reissued at a premium to NAV. There is no limit to the number of shares which can be held in treasury. The use of treasury shares should assist the Board in the objective of providing a discount management mechanism and enhancing the NAV of the Company's shares. 56 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 ## **Streamlined energy and carbon reporting (SECR) statement: Greenhouse gas (GHG) emissions and energy consumption disclosure** As an externally managed investment company, the Company has no greenhouse gas emissions to report from its operations, nor does it have any responsibility for any other emissions producing sources under the Companies Act (Strategic Report and Directors' Reports) Regulations 2013. For the same reason, the Company considers itself to be a low energy user under the SECR regulations and therefore is not required to disclose energy and carbon information. As an investment company, the Company does not need to report against the Task Force on Climate-related Financial Disclosures (TCFD) framework. However, BlackRock reports detailed information about its management of climate-related risks and opportunities across its business in its TCFD-aligned Climate Reports. BlackRock's latest Climate Report can be found at climate-report-blkinc.pdf. ## **Articles of Association** Any amendments to the Company's Articles of Association must be made by special resolution. ## **Annual General Meeting** The following information to be discussed at the forthcoming Annual General Meeting is important and requires your immediate attention. If you are in any doubt about the action you should take, you should seek advice from your stockbroker, bank manager, solicitor, accountant or other financial adviser authorised under the Financial Services and Markets Act 2000 (as amended). If you have sold or transferred all of your ordinary shares in the Company, you should pass this document, together with any other accompanying documents (but not the personalised Form of Proxy) as soon as possible to the purchaser or transferee, or to the stockbroker, bank or other agent through whom the sale or transfer was effected, for onward transmission to the purchaser or transferee. The business of this year's Annual General Meeting consists of 15 resolutions. Resolutions 1 to 11 are proposed as ordinary resolutions and resolutions 12 to 15 are being proposed as special resolutions. ### **Resolution 1 – Approval of the Annual Report and Financial Statements** This resolution seeks shareholder approval of the Annual Report and Financial Statements for the year ended 31 August 2025 and the auditors' report thereon. ### **Resolution 2 – Approval of the Directors' Remuneration Report** This resolution is an advisory vote on the Directors' Remuneration Report, excluding any content relating to the remuneration policy as set out in the Directors' Remuneration Policy on pages 64 and 65. ### **Resolution 3 – Approval of a final dividend** Resolution 3 seeks shareholder approval of a final dividend of 5.40 pence per share for the year ended 31 August 2025. ### **Resolutions 4 to 8 – Election and re-election of Directors** Resolutions 4 to 8 relate to the election and re-election of the Directors. The Board has undertaken a formal performance evaluation during the year and confirms that the performance of the Directors standing for election/re-election continues to be effective and that each Director demonstrates commitment to their role. The biographies of the Directors are set out on pages 33 and 34. The skills and experience that each Director brings to the Board for the long-term sustainable success of the Company are set out below. Section 3: Governance 57 # Directors' Report continued **Resolution 4** relates to the election of Mr Andrew Impey who was appointed on 28 April 2025. Mr Impey, the Chair elect, brings leadership skills and in-depth investment experience which allows him to engage knowledgeably with the portfolio managers. He also brings current knowledge of the industry and in corporate governance and strategy. He is non-executive chairman of Pacific Assets Trust plc, a charity trustee and on a number of investment committees. **Resolution 5** relates to the re-election of Mr Peter Baxter who was appointed in April 2015. Mr Baxter brings over thirty years of investment experience to the Board, having served as chief executive of Old Mutual Asset Managers (UK) Ltd, as well as in a variety of investment roles. Having served on the Financial Reporting Council's Conduct Committee, he brings detailed knowledge in promoting high quality corporate reporting and served as a non-executive director on another investment trust board. **Resolution 6** relates to the re-election of Dr Paola Subacchi who was appointed in July 2017 and was appointed Senior Independent Director in December 2023. She is an economist and is also Adjunct Professor at the University of Bologna, where she teaches a course on the economics of Europe. Previously, she was director of International Economics Research at the Royal Institute of International Affairs (Chatham House). She brings deep knowledge of Europe, including its governance and institutions. **Resolution 7** relates to the re-election of Mr Ian Sayers who was appointed in February 2022 and also chairs the Company's Audit and Management Engagement Committee. Mr Sayers was the chief executive of The Association of Investment Companies and has a wide and in-depth knowledge of the commercial, technical, regulatory and governance issues facing investment companies. He also has extensive contacts with all stakeholders in the sector, including political and regulatory audiences, the media, management groups, brokers, proxy voting agencies and professional advisers. **Resolution 8** relates to the re-election of Ms Sapna Shah who was appointed in December 2023. Ms Shah has over 20 years' investment banking experience, as well as extensive experience advising companies on IPOs, equity capital market transactions and mergers and acquisitions. She is currently a non-executive director of The Association of Investment Companies and has an in-depth knowledge of investment companies through her various investment banking roles, both past and present. ## **Resolutions 9 and 10 – Re-appointment of the external auditors and the auditors' remuneration** These resolutions relate to the re-appointment and remuneration of the Company's auditors. The Company, through its Audit and Management Engagement Committee, has considered the independence and objectivity of the external auditors and is satisfied that the auditors remain independent. Further information in relation to the assessment of the auditors' independence can be found on page 77. Resolutions relating to the following items of special business will be proposed at the forthcoming Annual General Meeting. ### **Resolution 11 – Authority to allot shares** The Directors may only allot shares for cash if authorised to do so by shareholders in general meeting. This resolution seeks authority for the Directors to allot shares for cash up to an aggregate nominal amount of £9,398.41 which is equivalent to 9,398,410 ordinary shares of 0.1p each and represents 10% of the current issued ordinary share capital excluding treasury shares. The Directors will use this authority when it is in the best interests of the Company to issue shares for cash. This authority will expire at the conclusion of next year's Annual General Meeting, unless renewed prior to that date at an earlier general meeting. ### **Resolution 12 – Authority to disapply pre-emption rights** By law, Directors require specific authority from shareholders before allotting new shares or selling shares out of treasury for cash without first offering them to existing shareholders in proportion to their holdings. Resolution 12 empowers the Directors to (i) allot new shares for cash and; (ii) to sell shares held by the Company in treasury, in each case otherwise than to existing shareholders on a pro rata basis, up to an aggregate nominal amount of £9,398.41 which is equivalent to 9,398,410 ordinary shares of 0.1p each and represents 10% of the Company's issued ordinary share capital excluding treasury shares at the date of this notice. For the avoidance of doubt, the powers in limbs (i) and (ii) of Resolution 12 are cumulative. Unless renewed at a general meeting prior to such time, these authorities will expire at the conclusion of the Annual General Meeting of the Company to be held in 2026. ### **Resolution 13 – Authority to buy back ordinary shares** The resolution to be proposed will seek to renew the authority granted to Directors enabling the Company to purchase its own ordinary shares. The Directors will only consider repurchasing shares in the market if they believe it to be in shareholders' interests and as a means of correcting any imbalance between supply and demand for the Company's shares. 58 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 Under the Listing Rules of the Financial Conduct Authority, the maximum price payable by the Company for each ordinary share is the higher of (i) 105% of the average of the middle market quotations of the ordinary shares for the five dealing days prior to the date of the market purchase and (ii) the higher of the price quoted for (a) the last independent trade and (b) the highest current independent bid for, any number of ordinary shares on the trading venue where the purchase is carried out. In making purchases, the Company will deal only with member firms of the London Stock Exchange. The Directors are seeking authority to purchase up to 14,088,217 ordinary shares (being 14.99% of the ordinary shares in issue at the date of this report) or, if less, 14.99% of the ordinary shares as at 11 December 2025. This authority, unless renewed at an earlier general meeting, will expire at the conclusion of next year's Annual General Meeting in 2026. #### **Resolutions 14 and 15 – Regular tender offers** Resolutions 14 and 15 seek shareholder approval to renew the authorities to operate the semi-annual tender offers in accordance with the terms and conditions of the Company's regular tender offers. The Directors are seeking authority to purchase up to a maximum of 20% of the ordinary shares in issue at each relevant tender offer date. The authorities, if renewed, will expire on 31 July 2026 and 31 January 2027. #### **Recommendation** The Board considers that each of the resolutions is likely to promote the success of the Company and is in the best interests of the Company and its shareholders as a whole. The Directors unanimously recommend that you vote in favour of the resolutions as they intend to do in respect of their own beneficial holdings. #### **Corporate governance** Full details are given in the Corporate Governance Statement. The Corporate Governance Statement forms part of this Directors' Report. #### **Audit information** As required by Section 418 of the Companies Act 2006, the Directors who held office at the date of this report each confirm that, so far as they are aware, there is no relevant audit information of which the Company's auditors are unaware and each Director has taken all the steps that they ought to have taken as a Director to make themselves aware of any relevant audit information and to establish that the Company's auditors are aware of that information. #### **Independent auditors** The auditors PricewaterhouseCoopers LLP have indicated their willingness to continue in office and resolutions proposing their re-appointment and authorising the Audit and Management Engagement Committee to determine their remuneration for the ensuing year will be submitted at the Annual General Meeting. The Directors' Report was approved by the Board at its meeting on 4 November 2025. By order of the Board #### **LUCY DINA** For and on behalf of BlackRock Investment Management (UK) Limited Company Secretary 4 November 2025 Section 3: Governance 59 ## Directors’ Remuneration Report The Board presents the Directors’ Remuneration Report for the year ended 31 August 2025 which has been prepared in accordance with Sections 420-422 of the Companies Act 2006. The Remuneration Report comprises a remuneration policy report and a remuneration policy implementation report. The remuneration policy report is subject to a triennial binding shareholder vote and will be put to shareholders for approval at the 2026 Annual General Meeting. The remuneration policy implementation report is subject to an annual advisory vote. The law requires the Company’s independent auditors to audit certain of the disclosures provided. Where disclosures have been audited, they are indicated as such. The auditors’ opinion is included in their report on pages 82 to 87. ### Statement by the Chairman The Board’s policy on remuneration is set out on pages 64 and 65. A key element of the remuneration policy is that fees payable to Directors should be sufficient to attract and retain individuals with suitable knowledge and experience to promote the long-term success of the Company, whilst also reflecting the time commitment and responsibilities of the role. The basis of determining the level of any increase in Directors’ remuneration and the Board’s policy on remuneration is set out in the Directors’ Remuneration Report. The Board’s remuneration is considered annually and was last reviewed in July 2025. Following this review, it was agreed that effective from 1 September 2025, the fees of the Chairman would increase from £49,000 to £51,500, the Chair of the Audit and Management Engagement Committee from £39,000 to £41,000 and for the other Directors from £33,500 to £35,500. The Senior Independent Director receives an additional fee of £1,000. Prior to this, Directors’ fees were last increased on 1September 2024. No discretionary fees have been paid to Directors during the year or previous year and the payment of such fees is expected to be a rare occurrence, only necessary in exceptional circumstances. Any discretionary fees paid to the Directors will be clearly disclosed in the Directors’ Remuneration Report accompanied by an explanation of the work undertaken and why it was deemed necessary to pay such additional remuneration. ### Remuneration Committee The Board as a whole fulfils the function of the Remuneration Committee and considers any change in the Directors’ remuneration policy. It is not considered necessary to have a separate Committee as the Company’s Directors are all non- executive and independent of the Manager. No advice or services were provided by any external agencies or third-parties in respect of remuneration levels. ### Remuneration implementation report A single figure for the total remuneration of each Director is set out in the table below for the years ended 31 August 2025 and 31 August 2024. Year ended 31 August 2025 Year ended 31 August 2024 | | | Taxable | | | Taxable | | | | --- | --- | --- | --- | --- | --- | --- | --- | | Directors | | | 1 | | | 1 | | | | Fees | benefits | | Total Fees | benefits | | Total | £ £ £ £ £ £ Eric Sanderson (Chairman) 49,000 3,411 52,411 46,500 3,464 49,964 Peter Baxter 33,500 – 33,500 31,500 – 31,500 2 Davina Curling – – – 9,260 185 9,445 3 Paola Subacchi (Senior Independent Director) 34,500 – 34,500 32,393 – 32,393 Ian Sayers (Chair of the Audit and Management 39,000 2,531 41,531 37,000 2,385 39,385 Engagement Committee) 4 Sapna Shah 33,500 75 33,575 22,750 72 22,822 5 Andrew Impey 11,564 – 11,564 – – – Total 201,064 6,017 207,081 179,403 6,106 185,509 1 Taxable benefits relate to travel and subsistence costs. 2 Retired as Senior Independent Director and as a Director with effect from 12 December 2023. 3 Appointed as Senior Independent Director with effect from 12 December 2023. 4 Appointed as Director on 12 December 2023. 5 Appointed as Director on 28 April 2025. The information in the above table has been audited. 60 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 The amounts paid by the Company to the Directors were for services as non-executive Directors. As at 31 August 2025, fees of £19,000 (2024: £15,000) were outstanding to Directors in respect of their annual fees. The Directors received no variable remuneration. No discretionary payments were made in the year to 31 August 2025 (2024: none). No payments for loss of office were made and no payments were made to former directors. As the Company has no employees, the table on the previous page also comprises the total remuneration costs and benefits paid by the Company. ## Relative importance of spend on remuneration To enable shareholders to assess the relative importance of spend on pay, this has been shown in the table below compared with the Company's total income, dividend distributions and share buy backs. As the Company has no employees, no consideration is required to be given to employment conditions elsewhere in setting Directors' pay. | | 2025 £'000 | 2024 £'000 | Change £'000 | | --- | --- | --- | --- | | Directors' total remuneration | 207 | 186 | +21 | | Total dividends paid and payable | 6,755 | 6,910 | -155 | | Total revenue income | 9,223 | 11,969 | -2,746 | | Buy back of ordinary shares including costs | 24,191 | 10,227 | +13,964 | ## Annual percentage change in Directors' remuneration The following table sets out the annual percentage change in Directors' fees for the past five years: | | 31 August 2025 | 31 August 2024 | 31 August 2023 | 31 August 2022 | 31 August 2021 | | --- | --- | --- | --- | --- | --- | | Eric Sanderson | 5.4% | 5.7% | 3.5% | 3.7% | 0.0% | | Peter Baxter^{1} | 6.3% | -0.5% | -5.5% | 3.1% | 0.0% | | Davina Curling^{2} | n/a | n/a | 6.3% | 3.6% | 0.0% | | Paola Subacchi^{3} | 6.5% | 8.0% | 3.4% | 3.6% | 0.0% | | Ian Sayers^{4} | 5.4% | 11.0% | n/a | n/a | n/a | | Sapna Shah^{5} | n/a | n/a | n/a | n/a | n/a | | Andrew Impey^{6} | n/a | n/a | n/a | n/a | n/a | $^{1}$ Chairman of the Audit and Management Engagement Committee to 31 December 2022. $^{2}$ Appointed as Senior Independent Director on 1 November 2022. Retired as Senior Independent Director and a Director on 12 December 2023. $^{3}$ Appointed as Senior Independent Director on 12 December 2023. $^{4}$ Appointed as a Director on 10 February 2022 and appointed as Chair of the Audit and Management Engagement Committee on 1 January 2023. $^{5}$ Appointed as a Director on 12 December 2023. $^{6}$ Appointed as a Director on 28 April 2025. As previously noted, the Company does not have any employees and hence no disclosures are given in respect of the comparison between Directors' and employees' pay increases. ## Performance The line graph that follows compares the Company's NAV and share price total return (assuming all dividends are reinvested) to ordinary shareholders compared to the total notional shareholder return on an equivalent investment in the reference index. This index was chosen for comparison purposes as it is the best proxy whereby the success of the Investment Manager's investment decisions may be judged. Section 3: Governance 61 # Directors' Remuneration Report continued ## Performance from 1 September 2015 to 31 August 2025 ![img-8.jpeg](img-8.jpeg) Sources: BlackRock and LSEG Datastream. Performance with dividends reinvested in Sterling terms, rebased to 100 at 1 September 2015. $^{1}$ Reference index. ## Shareholdings There is no requirement for Directors to hold shares in the Company. The interests of the Directors in the ordinary shares of the Company are set out in the table below. The Company does not have a share option scheme, therefore none of the Directors has an interest in share options. | | 31 August 2025 | 31 August 2024 | | --- | --- | --- | | Eric Sanderson | 4,000 | 4,000 | | Peter Baxter | 11,000 | 11,000 | | Paola Subacchi | 11,734 | 11,700 | | Ian Sayers | 4,000 | 4,000 | | Sapna Shah | 4,000 | – | | Andrew Impey | 6,000 | – | The information in the above table has been audited. All of the holdings of the Directors are beneficial. 62 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 ## **Implementation of the remuneration policy in the 2025/2026 financial year** The Directors intend that the Remuneration Policy which forms part of this report will be implemented as set out on pages 64 and 65. ## **Retirement of Directors** Details are given in the Directors' Report on page 55. By order of the Board **ERIC SANDERSON** Chairman 4 November 2025 **Section 3: Governance** 63 # Directors' Remuneration Policy ## Directors' Remuneration Policy In determining the appropriate level of Directors' fees, a number of factors are considered, including the workload of the Directors, their responsibilities, any change in these responsibilities and additional legal duties (for example as a result of new legislation being implemented), the relationship with their suppliers and the size and complexity of the Company. The time commitment required, the level of skills and appropriate experience required and the need for Directors to maintain on an ongoing basis an appropriate level of knowledge of regulatory and compliance requirements in an industry environment of increasing complexity are also taken into account. The Board also considers the average rate of inflation during the period since the last fee increase and reviews the level of remuneration in comparison with other investment trusts of a similar size and/or mandate, as well as taking account of any data published by the Association of Investment Companies to ensure that fees are in line with industry practice. This comparison, together with consideration of any alteration in non-executive Directors' responsibilities, is used to review whether any change in remuneration is necessary. The review is performed on an annual basis. The Board is cognisant of the need to avoid any potential conflicts and has therefore agreed a mechanism by which no Director will be present when his or her own pay is being determined. The Company has no executive employees and consequently no consideration is required to be given to employment conditions elsewhere in setting this policy and there has been no employee consultation. No element of the Directors' remuneration is performance-related or subject to recovery or withholding (except for tax). The Company has not awarded any share options or long-term performance incentives. None of the Directors has a service contract with the Company or receives any non-cash benefits (except as described in the policy table), pension entitlements or compensation for loss of office. The remuneration policy will be applied when agreeing the remuneration package of any new Director. The terms of a Director's appointment are detailed in a letter sent to them when they join the Board. These letters are available for inspection at the registered office of the Company. Directors' appointments do not have a fixed duration, but they can be terminated by the Company in writing at any time without obligation to pay compensation. On termination of the appointment, Directors shall only be entitled to accrued fees as at the date of termination, together with reimbursement of any expenses properly incurred prior to that date. Directors are also subject to re-election on an annual basis and, if not elected, their appointment ceases immediately. No payments for loss of office are made. ## Consideration of shareholders' views An ordinary resolution to approve the Remuneration Report is put to members at each Annual General Meeting and shareholders have the opportunity to express their views and raise any queries in respect of the remuneration policy at this meeting. To date, no shareholders have commented in respect of the remuneration policy. In the event that there was a substantial vote against any resolution proposed at the Company's Annual General Meeting, the reasons for any such vote would be sought and appropriate action taken. Should the votes be against resolutions in relation to the Directors' remuneration, further details will be provided in future Directors' Remuneration Reports. In accordance with the Companies Act 2006, the Company is required to seek shareholder approval of its remuneration policy on a triennial basis. An ordinary resolution for the approval of the remuneration policy was put to members at the 2023 Annual General Meeting. It is the intention of the Board that the policy on remuneration will continue to apply for all financial years of the Company up to 31 August 2026. Any discretionary fees paid to the Directors will be clearly disclosed in the Directors' Remuneration Report accompanied by an explanation of the work undertaken. ## Shareholder voting At the Company's previous Annual General Meeting held on 10 December 2024, 99.19% of votes cast (including votes cast at the Chairman's discretion) were in favour of the resolution to approve the Directors' Remuneration Report in respect of the year ended 31 August 2024 and 0.81% were against. 104,229 votes were withheld. At the Company's Annual General Meeting held on 12 December 2023, 99.11% (including votes cast at the Chairman's discretion) were in favour of the resolution to approve the Directors' Remuneration Policy and 0.89% were against. 97,594 votes were withheld. 64 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 ## Policy table ### Purpose and link to strategy Fees and benefits payable to Directors should be sufficient to attract and retain individuals of high calibre with suitable knowledge and experience. Those chairing the Board and key Committees should be paid higher fees than other Directors in recognition of their more demanding roles. Fees should reflect the time spent by Directors on the Company's affairs and the level of complexity of responsibilities borne by the Directors. ### Description Current levels of fixed annual fee (effective from 1 September 2025): Chairman – £51,500 Audit and Management Engagement Committee Chair – £41,000 Senior Independent Director – £36,500 Directors – £35,500 ### Maximum and minimum levels Remuneration consists of a fixed fee each year, set in accordance with the stated policies and as such there is no maximum threshold. However, any increase granted must be in line with the stated policies. The Company's Articles of Association set an aggregate limit of £300,000 in respect of the total remuneration that may be paid to Directors in any financial year. In addition, the Directors propose a limit of £20,000 in relation to the maximum that may be paid in respect of taxable benefits. These ceilings have been set at a level to provide flexibility in respect of the recruitment of additional Board members and inflation. ### Policy on share ownership Directors are not required to own shares in the Company. ## Operation ### Fixed fee element The Board reviews the quantum of Directors' pay each year to ensure that this is in line with the level of Directors' remuneration for other investment trusts of a similar size. When making recommendations for any changes in fees, the Board will consider wider factors such as the average rate of inflation over the period since the previous review and the level and any change in complexity of the Directors' responsibilities (including additional time commitments as a result of increased regulatory or corporate governance requirements). Directors are not eligible to be compensated for loss of office, nor are they eligible for bonuses, pension benefits, share options or other incentives of benefits. Directors do not have service contracts but are appointed under letters of appointment. ### Discretionary fees The Company's Articles of Association authorise the payment of discretionary fees to Directors for any additional work undertaken on behalf of the Company which is outside of their normal duties. Any such work and the fees payable are subject to the prior approval of the Chairman or, in the case of the Chairman undertaking the extra work, subject to the prior approval of the Chairman of the Audit Committee. Any discretionary fees paid will be disclosed in the Directors' remuneration implementation report within the Annual Report. The level of discretionary fees shall be determined by the Directors and will be subject to a maximum of £10,000 per annum per Director. ## Operation – expenses ### Taxable benefits The Directors are entitled to be repaid all reasonable travelling, hotel and other expenses incurred by them in or about the performance of their duties as Directors, including any expenses incurred in attending meetings of the Board or Committees of the Board, Annual General Meetings or General Meetings. Some expenses incurred by Directors are required to be treated as taxable benefits. Taxable benefits include (but are not limited to) travel expenses incurred by the Directors in the course of travel to attend Board and Committee meetings which are held at the Company's registered office in London and which are reimbursed by the Company and therefore treated as a benefit in kind and are subject to tax and national insurance. The Company's policy in respect of this element of remuneration is that all reasonable costs of this nature will be reimbursed as they are incurred, including the tax and national insurance costs incurred by the Director on such expenses. Section 3: Governance 65 # Corporate Governance Statement ## Chairman's Introduction Corporate Governance is the process by which the Board seeks to look after shareholders' interests and protect and enhance shareholder value. Shareholders hold the Directors responsible for the stewardship of the Company, delegating authority and responsibility to the Directors to manage the Company on their behalf and holding them accountable for its performance. The Board is ultimately responsible for framing and executing the Company's strategy and for closely monitoring risks. We aim to run our Company in a manner which is responsible and consistent with our belief in honesty, transparency and accountability. In our view, good governance means managing our business well and engaging effectively with investors. We consider the practice of good governance to be an integral part of the way we manage the Company and we are committed to maintaining high standards of financial reporting, transparency and business integrity. As a UK-listed investment trust company our principal reporting obligation is driven by the UK Corporate Governance Code (the UK Code) issued by the Financial Reporting Council in July 2018. However, as listed investment trust companies differ in many ways from other listed companies, the Association of Investment Companies has drawn up its own set of guidelines, the AIC Code of Corporate Governance (the AIC Code) issued in February 2019, which addresses the governance issues relevant to investment companies and meets the approval of the Financial Reporting Council. Both the UK Code and the AIC Code apply to accounting periods beginning on or after 1 January 2019. The Board has determined that it has complied with the recommendations of the AIC Code. This in most material respects is the same as the UK Code, save that there is greater flexibility regarding the tenure of the Chairman and membership of the audit committee. The 2018 Corporate Governance Code was updated in January 2024 and will apply to financial years beginning on or after 1 January 2025. This report, which forms part of the Directors' Report, explains how the Board deals with its responsibility, authority and accountability. ## Compliance The Board has made the appropriate disclosures in this report to ensure that the Company meets its continuing obligations. It should be noted that, as an investment trust, most of the Company's day-to-day responsibilities are delegated to third-party service providers, the Company has no executive employees and the Directors are all non-executive, therefore not all of the provisions of the UK Code are directly applicable to the Company. The Board considers that the Company has complied with the recommendations of the AIC Code and the provisions contained within the UK Code that are relevant to the Company throughout this accounting period, except the provisions relating to: - the role of the chief executive; - executive directors' remuneration; - the need for an internal audit function; and - membership of the Audit and Management Engagement Committee. The Board considers that these provisions are not relevant to the position of the Company, being an externally managed investment company with no executive employees and, in relation to the internal audit function, in view of BlackRock having an internal audit function. The Chairman is a member of the Audit and Management Engagement Committee due to being independent on his appointment to the Committee in line with Provision 29 of the AIC Code. Further explanation is provided below. Information on how the Company has applied the principles of the AIC Code and UK Code is set out below. The UK Code is available from the Financial Reporting Council's website at www.frc.org.uk. The AIC Code is available from the Association of Investment Companies at www.theaic.co.uk. 66 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 ## The Board The Board currently consists of six non-executive Directors, all of whom are considered to be independent of the Company's Manager. Provision 9 of the UK Code which relates to the combination of the roles of the chairman and chief executive does not apply as the Company has no executive directors. The UK Code recommends that the Board should appoint one of the independent non-executive directors to be the senior independent director to provide a sounding board for the Chairman and to serve as an intermediary for the other Directors when necessary. The Code states that the senior independent director should be available to shareholders if they have concerns which contact through the normal channel of the chairman has failed to resolve or for which such contact is inappropriate. Dr Subacchi is the Company's Senior Independent Director. The Board's primary purpose is to direct the Company to maximise shareholder value within a framework of proper controls and in accordance with the Company's investment objective. ## Board structure and management Details of the Board's structure, roles and responsibilities and management are set out in the summary of Governance Structure on page 32. The Directors' biographies on pages 33 and 34 demonstrate a breadth of investment, commercial, accounting, financial and professional experience which enables them to provide effective strategic leadership and proper governance of the Company. Details of the Chairman's other significant time commitments can also be found on page 33. The Company does not have a chief executive as day-to-day management of the Company's affairs is delegated to the Manager as AIFM, with investment management and other ancillary services delegated to the Investment Manager. Representatives of the Manager, Investment Manager and Company Secretary attend each Board meeting. The Board, the AIFM, the Investment Manager and the Company Secretary operate in a supportive and co-operative manner. ## Board independence and tenure The Board's individual independence, including that of the Chairman, has been considered and confirmed and this independence allows all of the Directors to sit on the Company's various Committees. In line with the AIC Code, it was agreed that Mr Sanderson would continue to be a member of the Audit and Management Engagement Committee. The Board is of the view that length of service will not necessarily compromise the independence or contribution of directors of an investment trust company, where continuity and experience can add significantly to the strength of the Board. It is considered that Mr Sanderson and Mr Baxter who have served as Directors for over nine years, continue to be independent in both character and judgement and that there are no relationships or circumstances which are likely to affect the judgement of any Director. The Board has agreed that Mr Impey will replace Mr Sanderson when he retires as Chairman following the forthcoming Annual General Meeting. None of the Directors has a service contract with the Company. The terms of their appointment are detailed in a letter sent to them when they join the Board. Copies of these letters are available on request from the Company's registered office and will be available at the Annual General Meeting. ## Board diversity The Board's aim regarding diversity, including age, gender, educational and professional background and other broader characteristics of diversity, is to take these into account during the recruitment and appointment process. However, the Board is committed to an objective of appointing the most appropriate candidate, regardless of gender or other forms of diversity, and therefore no targets have been set against which to report. As at the date of this report, the Board had a 66.67:33.33 male to female gender ratio due to succession planning and the recruitment of a new Director during the year. The gender ratio will revert to 60:40 male to female following the Annual General Meeting on 11 December 2025. The Board has complied with the recommendations of the Parker Review in respect of board diversity and the changes to the FCA's Listing Rules which set new diversity targets and associated disclosure requirements for UK companies listed on the London Stock Exchange. Listing Rule 22 Annex 1 requires listed companies to include a statement in their annual reports and accounts in respect of certain targets on board diversity, or if those new targets have not been met to disclose the reasons for this. Section 3: Governance 67 # Corporate Governance Statement continued Further information on the composition and diversity of the Board and its Committees as at 31 August 2025 can be found in the disclosure table which follows below. | Gender | Number of Board Members | Percentage of Board | Number of senior roles held^{1} | | --- | --- | --- | --- | | Men | 4 | 66.67% | 2 | | Women | 2 | 33.33% | 1 | | **Ethnicity^{2, 3}** | | | | | White British (or any other white background) | 5 | 83.33% | 3 | | Mixed/Multiple Ethnic Groups | 0 | 0% | 0 | | Asian/Asian British | 1 | 16.67% | 0 | | Black/African/Caribbean/Black British | 0 | 0% | 0 | | Other ethnic group, including Arab | 0 | 0% | 0 | $^{1}$ According to the Listing Rules, the Chair and Senior Independent Director are defined as senior positions. In addition, the Company considers that the role of the Audit and Management Engagement Chair is a senior position. $^{2}$ Categorisation of ethnicity is stated in accordance with the Office of National Statistics classification. $^{3}$ Columns corresponding to the 'Number in executive management' and 'Percentage of executive management' are not included in the table. These are inapplicable as the Company is externally managed and does not have executive management functions. ## Directors' appointment, retirement and rotation The rules concerning the appointment, retirement and rotation of Directors are discussed in the Directors' Report on page 55. Appointments of new Directors are made on a formalised basis, with the Nomination Committee agreeing the selection criteria and method of selection. The services of an external search consultant may be used to identify suitable candidates. The Board recognises the value of progressive renewing of, and succession planning, for company boards. As part of the process for continual refreshment, the Board appointed Sapphire Partners, an independent external recruitment firm, to assist in the search for a new Director resulting in the appointment of Mr Impey. The refreshment of the Board will remain as an ongoing process to ensure that the Board is well-balanced through the appointment of new Directors with the skills and experience necessary. Directors must be able to demonstrate commitment to the Company, including in terms of time. ## Directors' induction, training and development When a new Director is appointed to the Board, he or she is provided with all the relevant information regarding the Company and their duties and responsibilities as a Director. In addition, a new Director will also spend some time with the portfolio managers, the Company Secretary and other key employees of the Manager whereby he or she will become familiar with the working and processes of the Company. The Company's policy is to encourage Directors to keep up to date and attend training courses on matters which are directly relevant to their involvement with the Company. The Directors also receive regular briefings from, amongst others, the auditors and the Company Secretary regarding any proposed developments or changes in laws or regulations that could affect the Company and/or the Directors. Directors' training and development needs are reviewed by the Chairman on an annual basis. ## Directors' liability insurance The Company has maintained appropriate Directors' liability insurance cover throughout the year. ## Board's responsibilities The Board is responsible to shareholders for the overall management of the Company. It decides upon matters relating to the Company's investment objective, policy and strategy and monitors the Company's performance towards achieving that objective through its agreed policy and strategy. The Board has also adopted a schedule of matters reserved for its decision. The Board is supplied in a timely manner with information in a form and of a quality appropriate to enable it to discharge its duties. Strategic issues and all operational matters of a material nature are determined by the Board. The Board has responsibility for ensuring that the Company keeps adequate accounting records which disclose with reasonable accuracy at any time the financial position of the Company and which enable it to ensure that the financial statements comply with the Companies 68 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 Act 2006. It is the Board's responsibility to present a balanced and understandable assessment, which extends to interim and other price-sensitive reports. The Board is also responsible for safeguarding the assets of the Company and for taking reasonable steps for the prevention and detection of fraud and other irregularities. The Board has established a procedure whereby Directors wishing to do so in the furtherance of their duties, may take independent advice at the Company's expense. ## **Meetings** The Board meets at least five times a year to review investment performance, financial reports and other reports of a strategic nature. Board or Board committee meetings are also held on an ad hoc basis to consider particular issues as they arise. Key representatives of the Manager and/or Investment Manager attend each meeting and between these meetings there is regular contact with the Manager and Investment Manager. The Board also holds an annual strategy day to focus on longer-term direction, purpose and strategy. ## **Performance evaluation** In order to review the effectiveness of the Board, the Committees and the individual Directors, the Board carries out an annual appraisal process. This encompasses both quantitative and qualitative measures of performance in respect of the Board and its Committees, implemented by way of completion of an evaluation survey and a subsequent review of findings. The Chairman also reviews with each Director their individual performance, contribution and commitment and the appraisal of the Chairman is reviewed by the other Directors, led by the Senior Independent Director. The appraisal process is considered by the Board to be constructive in terms of identifying areas for improving the functioning and the performance of the Board and its Committees and the contribution of individual Directors, as well as building on and developing individual and collective strengths. The review concluded that the Board oversees the management of the Company effectively and has the skills and expertise to safeguard shareholders' interests. The Board, the Investment Manager and representatives of the Manager were found to operate in a cooperative and open environment. Each Director made a valuable contribution to the Board and its discussions, brought different qualities to the Board, challenged the Investment Manager and Manager constructively, remained independent in character and judgement and dedicated sufficient time to their respective role on the Board. Board composition, dynamics and structure worked well. There were no significant actions arising from the evaluation process and it was agreed that the current composition of the Board and its Committees reflected a suitable mix of skills and experience and that the Board as a whole, the individual Directors and its Committees, were functioning effectively. An independent review of the Board's effectiveness by an external facilitator will be conducted in 2026. ## **Delegation of responsibilities** ### **Management and administration** The management of the investment portfolio and the administration of the Company have been contractually delegated to BlackRock Fund Managers Limited (BFM or the Manager) as the Company's AIFM, and BFM (with the permission of the Company) has delegated certain investment management and other ancillary services to BlackRock Investment Management (UK) Limited (BIM (UK) or the Investment Manager). The contractual arrangements with BFM are summarised on page 53. The Manager, operating under guidelines determined by the Board, has direct responsibility for the decisions relating to the day-to-day running of the Company and is accountable to the Board for the investment, financial and operating performance of the Company. The Board has final investment authority on unquoted investments. The review of the Manager's performance is an ongoing duty and responsibility of the Board which is carried out at each Board meeting. In addition, a formal review is undertaken annually, details of which are set out in the Directors' Report. The Manager has delegated fund accounting services to The Bank of New York Mellon (International) Limited (BNY). The assets of the Company have been entrusted to the Depositary for safekeeping. The Depositary is BNY and the address at which this business is conducted is given on page 120. The Board has delegated the exercise of voting rights attaching to the securities held in the portfolio to the Investment Manager. Details of the Investment Manager's voting policy are set out on page 54. ## **The Company Secretary** The Board has direct access to company secretarial advice and the services of the Manager which, through its nominated representative, is responsible for ensuring that Board and Committee procedures are followed and that applicable regulations are complied with. The appointment and removal of the Company Secretary is a matter for the whole Board. Section 3: Governance 69 ## Corporate Governance Statement continued ### Committees of the Board Nomination Committee As the Board is small and comprises only non-executive Directors it fulfils the function of the Nomination Committee and is chaired by the Chairman of the Board. The role of the Committee is to review the Board structure, size and composition, the balance of knowledge, experience and skill ranges and to consider succession planning and tenure policy. Appointments of new Directors will be made on a formalised basis, with the Committee agreeing the selection criteria and the method of selection, recruitment and appointment. The services of an external search consultant may be used to identify potential candidates. Audit and Management Engagement Committee A separately chaired Audit and Management Engagement Committee has been established and comprises the whole Board. Further details are given in the Report of the Audit and Management Engagement Committee on pages 73 to 78. Remuneration Committee Under the Listing Rules, where an investment trust company has no executive directors, the UK Code provisions relating to directors’ remuneration do not apply. The Company’s policy on Directors’ remuneration, together with details of the remuneration of each Director, is detailed in the Directors’ Remuneration Report and Directors’ Remuneration Policy on pages73 to 78. The full Board determines the level of Directors’ fees and accordingly there is no separate Remuneration Committee. Internal controls The Board is responsible for establishing and maintaining the Company’s internal control systems and for reviewing their effectiveness, for ensuring that financial information published or used within the business is reliable and for regularly monitoring compliance with regulations governing the operation of investment trusts. The Board, through the Audit and Management Engagement Committee (the Committee), regularly reviews the effectiveness of the internal control systems to identify, evaluate and manage the Company’s significant risks. If any significant failings or weaknesses are identified, the Manager and Board ensure that necessary action is taken to remedy the failings. The Board is not aware of any significant failings or weaknesses arising in the year under review. Control of the risks identified, covering financial, operational, compliance and risk management, is embedded in the operations of the Company. There is a monitoring and reporting process to review these controls which has been in place throughout the year under review and up to the date of this report, carried out by the Manager’s Risk and Quantitative Analysis Group. This accords with the Financial Reporting Council’s ‘Guidance on Risk Management, Internal Control and Related Financial and Business Reporting’. The Company’s risk register sets out the risks relevant to the Company and describes, where relevant, the internal controls that are in place at the AIFM, the Investment Manager and other third-party service providers to mitigate these risks. The Committee formally reviews this register on a semi-annual basis and the Manager as the Company’s AIFM reports on any significant issues that have been identified in the period. In addition, BlackRock’s internal audit department provides an annual presentation to the Audit Committee chairs of the BlackRock investment trusts on the results of testing performed in relation to BlackRock’s internal control processes. The Depositary also reviews the control processes in place at the Custodian, the Fund Accountant and the AIFM and reports formally to the Committee twice yearly. Both the AIFM and the Depositary will escalate issues and report to the Committee outside of these meetings on an ad hoc basis to the extent this is required. The Committee also receives periodic SOC 1 reports from BlackRock and BNY as Custodian and Fund Accountant on the internal controls of their respective operations, together with the opinion of their reporting accountants. The Board recognises that these control systems can only be designed to manage rather than eliminate the risk of failure to achieve business objectives, and to provide reasonable, but not absolute, assurance against material misstatement or loss, and relies on the operating controls established by the Manager and Custodian. The Manager prepares revenue forecasts and management accounts which allow the Board to assess the Company’s activities and review its performance. The Board and the Manager have agreed clearly defined investment criteria, specified levels of authority and exposure limits. Reports on these issues, including performance statistics and investment valuations, are submitted to the Board at each meeting. The Company does not have its own internal audit function, as all the administration is delegated to the Manager and other third-party service providers. The Board monitors the controls in place through the internal control reports and the Manager’s internal audit department and feels that there is currently no need for the Company to have its own internal audit function, although this matter is kept under review. 70 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Financial reporting The Statement of Directors' Responsibilities in respect of the Annual Report and Financial Statements is set out on page 79, the Independent Auditors' Report on pages 82 to 87 and the Statement of Going Concern on pages 54 and 55. ## Socially responsible investment The Company invests in the securities of large, mid and small capitalisation European companies, together with some investment in the developing markets of Europe. The Board believes that it is important to invest in companies whose boards act responsibly in respect of environmental, ethical and social issues. The Investment Manager's evaluation procedures and financial analysis of the companies within the portfolio includes research and appraisal, and considers environmental policies, social, ethical and other business issues. In this regard, the European team works closely with colleagues in the BlackRock Active Investment Stewardship team. BlackRock's policies on socially responsible investment and corporate governance are detailed on the website at www.blackrock.com/corporate/en-gb/about-us/responsible-investment/responsible-investment-reports. The Manager is supportive of the UK Stewardship Code which is voluntary and operates on a 'comply or explain' basis. ## Bribery prevention policy The provision of bribes of any nature to third parties in order to gain a commercial advantage is prohibited and is a criminal offence. The Board has a zero-tolerance policy towards bribery and a commitment to carry out business fairly, honestly and openly. The Board takes its responsibility to prevent bribery by the Company's Manager on its behalf very seriously and the Manager has anti-bribery policies and procedures in place which are high level, proportionate and risk based. The Company's service providers have been contacted in respect of their anti-bribery policies and, where necessary, contractual changes are made to existing agreements in respect of anti-bribery provisions. ## Criminal Finances Act 2017 The Company has a commitment to zero tolerance towards the criminal facilitation of tax evasion. ## Communications with shareholders All shareholders have the opportunity to attend and vote at the Annual General Meeting. The Notice of Annual General Meeting sets out the business of the Meeting which is explained in the Directors' Report. Separate resolutions are proposed for substantive issues. Regular updates on performance are available to shareholders on the BlackRock website and the portfolio managers will review the Company's portfolio and performance at the Annual General Meeting, where the Chairman of the Board and the Chair of the Audit and Management Engagement Committee and representatives of the Manager will be available to answer shareholders' queries. Proxy voting figures will be announced to shareholders at the Annual General Meeting and will be made available on the Manager's website shortly after the meeting. In accordance with Provision 4 of the UK Code, when 20% of votes have been cast against a resolution at any general meeting, the Board will explain, when announcing the results of voting, what actions it intends to take to understand the reasons behind the vote result. An interim action statement will also be published within six months of the vote, setting out the views received from shareholders and the actions the Company has taken, and will include a summary of the feedback and actions in the next Annual Report. The Company's willingness to enter into discussions with institutional shareholders is also demonstrated by the programmes of institutional presentations made by the Investment Manager. The Board discusses with the Investment Manager at each Board meeting any feedback from meetings with shareholders and it also receives reports from its corporate broker. The Chairman and Directors are also available to meet with shareholders periodically without the Investment Manager being present. The Chairman may be contacted via the Company Secretary whose details are given on page 120. The dialogue with shareholders provides a two-way forum for canvassing the views of shareholders and enabling the Board to become aware of any issues of concern, including those relating to performance, strategy and corporate governance. There is a section within this Annual Report entitled 'Shareholder Information', which provides an overview of useful information available to shareholders. The Company's financial statements, regular factsheets and other information are also published on the Manager's website at www.blackrock.com/uk/brge. The work undertaken by the auditor does not involve consideration of the maintenance and integrity of the website and, accordingly, the auditor accepts no responsibility for any changes that have occurred to the accounts since they were initially presented on the website. Visitors to the website need to be aware that legislation in the United Kingdom governing the preparation and dissemination of the accounts may differ from legislation in their jurisdiction. Section 3: Governance 71 # Corporate Governance Statement continued ## Packaged Retail and Insurance-Based Investment Products (PRIIPs) Regulation (The Regulation) The Regulation (as onshored in the UK and amended) requires that anyone manufacturing, advising on, or selling a PRIIP to a retail investor in the UK must comply with the Regulation. Shares issued by investment trusts fall into scope of the Regulation and under the PRIIPs framework they must disclose costs in the same way as open-ended funds. However, on 19 September 2024, the Government announced that it would lay legislation to exempt listed investment trusts from the current PRIIPs Regulation, as well as making other necessary amendments to other EU assimilated law, in response to concerns raised by industry representatives regarding the suitability of the current regime. It further clarified that investment trusts would be included within the scope of the future UK retail disclosure framework (the Consumer Composite Investment (CCI) regime) which is intended to better cater for a variety of products, including investment trusts, while still ensuring consumers receive appropriate information to allow them to make meaningful choices between investment opportunities. The FCA have conducted a consultation on its proposed CCI Regulation this autumn and is expected to publish its final rules for the new disclosure framework in late 2025. Following on from this announcement, the FCA confirmed that it would not take supervisory or enforcement action if an investment trust chose not to follow the requirements of the PRIIPs Regulation and associated technical standards, and/or the requirements of Article 50(2)(b) and Article 51 of the MiFID Org Regulation. Notwithstanding the above, investors should be aware that the Company's AIFM, as PRIIPs manufacturer, continues to prepare a key information document (KID) in respect of the Company. This KID is available, free of charge, to UK retail investors prior to them making any investment decision and is published on BlackRock's website. The Company is not responsible for the information contained in the KID and investors should note that the procedures for calculating the risks, costs and potential returns are prescribed by the Regulation. The figures in the KID may not reflect the expected returns for the Company and anticipated performance returns cannot be guaranteed. BlackRock Fund Managers Limited as the Company's AIFM has elected to continue to publish KIDs for the Alternative Investment Funds that it manages at the present time, pending further consensus across the industry for a cohesive approach to providing appropriate information to consumers and the development of the CCI regime. The PRIIPs KID in respect of the Company can be found at: www.blackrock.com/uk/hrge. ## Disclosure Guidance and Transparency Rules Information required to be disclosed pursuant to the Disclosure Guidance and Transparency Rules has been placed in the Directors' Report on pages 52 to 59 because it is information which refers to events that have taken place during the course of the year. For and on behalf of the Board **ERIC SANDERSON** Chairman 4 November 2025 72 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 ## Report of the Audit and Management ## Engagement Committee As Chair of the Company’s Audit and Management Engagement Committee (the Committee) I am pleased to present the Committee’s report to shareholders for the year ended 31 August 2025. ### Composition All of the Directors are members of the Committee. The Association of Investment Companies published its updated Code of Corporate Governance in February 2019 which has been endorsed by the Financial Reporting Council. It states that the Chairman of the Board should not chair the Committee but can be a member if they were independent on appointment. The Chairman of the Company is a member of the Committee to enable him to be kept fully informed of any issues which may arise. The Directors’ biographies are given on pages 33 and 34 and the Board considers that at least one member of the Committee has recent and relevant financial experience and specific competence in accounting and/or auditing and the Committee as a whole has competence relevant to the sector in which the Company operates. ### Performance evaluation Details of the evaluation of the Committee are set out in the Corporate Governance Statement on page 69. ### Role and responsibilities The Committee meets at least twice a year. The two planned meetings are held prior to the Board meetings to approve the half yearly and annual results and the Committee receives information from BlackRock’s internal audit and compliance departments on a regular basis. The Committee operates within written terms of reference detailing its scope and duties and these are available on the website at www.blackrock.com/uk/literature/terms-of-reference/blackrock-greater-europe-investment-trust-plc-audit-and- management-enganement-committee-tor-a.pdf. The Committee’s principal duties, as set out in the terms of reference, are set out below. In accordance with these duties, the principal activities of the Committee during the year included: ### Internal controls, financial reporting and risk management systems • reviewing the adequacy and effectiveness of the Company’s internal financial controls and the internal control and risk management systems; • reasonably satisfying itself that such systems meet relevant legal and regulatory requirements; • monitoring the integrity of the financial statements; • reviewing the consistency of, and any changes to, accounting policies; • reviewing the Half Yearly and Annual Report and Financial Statements to ensure that the Company’s results and financial position are represented accurately and fairly to shareholders; • reviewing semi-annual reports from the Manager on its activities as AIFM; and • reviewing half yearly reports from the Depositary on its activities. ### Narrative reporting • reviewing the content of the Annual Report and Financial Statements and advising the Board on whether, taken as a whole, they are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company’s position, performance, business model and strategy. ### External audit • making recommendations to the Board, to be put to shareholders for approval at the Annual General Meeting in relation to the appointment, re-appointment and removal of the Company’s external auditors; • reviewing the scope, execution, results, cost effectiveness, independence and objectivity of the external auditors; • reviewing and approving the audit and non-audit fees payable to the external auditors and the terms of their engagement; • reviewing and approving the external auditors’ plan for the following financial year, with a focus on the identification of areas of audit risk and consideration of the appropriateness of the level of audit materiality adopted; Section 3: Governance 73 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Report of the Audit and Management ## Engagement Committee continued • reviewing the efficiency of the external audit process and the quality of the audit engagement partner and the audit team, and making a recommendation with respect to the reappointment of the auditors; • reviewing the role of the Manager and third-party service providers in an effective audit process; • considering the quality of the formal audit report to shareholders; and • overseeing the relationship with the external auditors. ### Management engagement • reviewing the investment management agreement to ensure the terms remain competitive; • satisfying itself that the continuing appointment of the Manager is in the interests of shareholders as a whole; and • considering the remuneration of the Manager and other service providers. ### Third-party service providers • considering the appointment of other third-party service providers; and • ensuring that third-party service providers comply with the terms of their agreements and that the provisions of such agreements remain competitive. ### Reporting responsibilities • reporting to the Board on its proceedings and how it has discharged its responsibilities, making whatever recommendations it deems appropriate on any area within its remit; and • compiling a report on its activities to be included in the Annual Report and Financial Statements. ### Internal audit • considering the need for an internal audit function, as set out in the Corporate Governance Statement on page 70 and below. The Company does not have its own internal audit function, as all administration is delegated to the Manager. The Board considers that it is sufficient to rely on the internal audit function of BlackRock. The requirement for an internal audit function is kept under review. The external auditors obtain an understanding of the internal controls in place at both the Manager and Fund Accountant by analysing the relevant internal control reports issued by their independent auditors. ### Whistleblowing policy The Committee has reviewed and accepted the ‘whistleblowing’ policy that has been put in place by BlackRock under which its staff, in confidence, can raise concerns about possible improprieties in matters of financial reporting or other matters, insofar as they affect the Company. ### Non-audit services The fees paid to the external auditors are set out in note 5 of the Financial Statements. An explanation of how auditor objectivity and independence is safeguarded is reported under ‘Assessment of the effectiveness of the external audit process’ on pages 76 and 77. The Company’s policy on permitted audit-related and non-audit services is set out in full in the Committee’s terms of reference which are available on the website at www.blackrock.com/uk/brge. In the years to 31 August 2025 and 31 August 2024, the auditors did not provide any audit-related or non-audit services to the Company. No non-audit fees have been paid to the auditors during the year. ### United Kingdom Single Electronic Format regulatory technical standard (UKSEF) The Committee paid special attention to the preparation of the financial statements in digital form under the UKSEF taxonomy and regulatory technical standard. The Committee made sure the necessary procedures had been completed by all parties, including the technical accounting team of the Manager, our Fund Accountant, The Bank of New York Mellon (International) Limited and a specialist information technology provider. 74 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ### Audit Committee Standard The Financial Reporting Council’s Audit Committee Standard ‘Audit Committees and the External Audit: Minimum Standard’ was published in May 2023. It is applicable to FTSE 350 companies with a listing on the London Stock Exchange and will operate on a comply or explain basis until the creation of the Audit, Reporting and Governance Authority (ARGA), at which time compliance will be mandated. This Standard is not anticipated to have a significant impact on the Company, but the Audit and Management Engagement Committee will be reviewing its current practices against the Standard to avoid any non compliance when ARGA is formed. ### Significant issues considered regarding the Annual Report and Financial Statements During the year, the Committee considered a number of significant issues and areas of key audit risk in respect of the Annual Report and Financial Statements. The Committee reviewed the external audit plan at an early stage and concluded that the appropriate areas of audit risk relevant to the Company had been identified and that suitable audit procedures had been put in place to obtain reasonable assurance that the financial statements as a whole would be free of material misstatements. The table below sets out the key areas of risk identified by the Committee and also explains how these were addressed. ### Significant issue The accuracy of the valuation of the investment portfolio How the issue was addressed Listed investments are valued using stock exchange prices from third party vendors. The Board reviews detailed portfolio valuations including the fair valuation of investments suspended from trading at each of its Board meetings and receives confirmation from the Manager that the pricing basis is appropriate, in line with relevant accounting standards as adopted by the Company, and that the carrying values are materially correct. The Board also relies on the Manager’s and Fund Accountant’s controls which are documented in their internal controls report which is reviewed by the Committee. ### Significant issue The risk of misappropriation of assets and unsecured ownership of investments How the issue was addressed The Depositary is responsible for financial restitution for the loss of financial investments held in custody. The Depositary reports to the Committee on a twice-yearly basis. The Committee reviews reports from its service providers on key controls over the assets of the Company and will take action to address any significant issues that are identified in these reports, which may include direct discussions with representatives of the relevant service providers to obtain more detailed information surrounding any matters of concern and gaining assurance that appropriate remediation action has been taken. Any significant issues are reported by the Manager to the Committee. The Manager has put in place procedures to ensure that investments can only be made to the extent that the appropriate contractual and legal arrangements are in place to protect the Company’s assets. ### Significant issue The accuracy of the calculation of the management fee How the issue was addressed The management fee is calculated in accordance with the contractual terms in the investment management agreement by the Fund Accountants and is reviewed in detail by the Manager and is also subject to analytical review by the Board. Section 3: Governance 75 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # Report of the Audit and Management Engagement Committee continued ## Significant issue The risk that income is overstated, incomplete or inaccurate through failure to recognise proper income entitlements or to apply the appropriate accounting treatment for recognition of income. ## How the issue was addressed The Committee reviews income forecasts, including special dividends, and receives explanations from the Manager for any variations or significant movements from previous forecasts and prior year figures. The Committee also reviews the facts and circumstances of all special dividends to determine the revenue/capital treatment. The Directors also review a schedule of the top ten dividends received from portfolio holdings at each meeting which sets out current and historic dividend rates, and the amounts accrued. Any significant movements or unusual items are discussed with the Manager. As the provision of portfolio valuation, fund accounting and administration services is delegated to the Investment Manager, which sub-delegates fund accounting to The Bank of New York Mellon (International) Limited (BNY) and the provision of depositary services and custody services are contracted to BNY, the Committee has also reviewed the Service Organisation Control (SOC 1) reports prepared by BlackRock and BNY to ensure that the relevant control procedures are in place to cover these areas of risk as identified on pages 75 and 76 are adequate and appropriate and have been designated as operating effectively by the reporting auditors. ## Auditors and audit tenure The Committee is mindful of the regulations on mandatory auditor rotation which require the appointment of a new auditor and perform an audit tender every ten years. The Company's auditors, PricewaterhouseCoopers LLP, were appointed on 12 December 2023 following the result of a formal tender process in July 2023. The Committee, in conjunction with the Board, is committed to reviewing the auditors' appointment each year to ensure that the Company is receiving an appropriate level of service. There are no contractual obligations that restrict the Company's choice of auditors. The Committee is responsible for overseeing the relationship with the external auditors and for considering their terms of engagement, remuneration, effectiveness, independence and continued objectivity. The Committee reviews annually the audit requirements of the Company, for the business and in the context of the external environment, placing great importance on ensuring a high quality, effective external audit process. The Committee is satisfied that the Company has complied with the provisions of the Statutory Audit Services for Large Companies Market Investigation (Mandatory Use of Competitive Processes and Audit Committee Responsibilities) Order 2014, published by the Competition and Markets Authority on 26 September 2014. ## Assessment of the effectiveness of the external audit process To assess the effectiveness of the external audit, members of the Committee work closely with the Manager to obtain a good understanding of the progress and efficiency of the audit. The Committee has adopted a formal framework in its review of the effectiveness of the external audit process and audit quality. This includes a review of the following areas: - the quality of the audit engagement partner and the audit team; - the expertise of the audit firm and the resources available to it; - identification of areas of audit risk; - planning, scope and execution of the audit; - consideration of the appropriateness of the level of audit materiality adopted; - the role of the Committee, the Manager and third-party service providers in an effective audit process; - communications by the auditors with the Committee; 76 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 • how the auditors support the work of the Committee and how the audit contributes added value; • policies and procedures to pre-approve and monitor non-audit services including gifts and hospitality; • the independence and objectivity of the audit firm; and • the quality of the formal audit report to shareholders. Feedback in relation to the audit process and also the effectiveness of the Manager in performing its role is also sought from relevant involved parties, notably the audit partner and team. The external auditors are invited to attend the Committee meetings at which the half yearly and annual financial statements are considered and at which they have the opportunity to meet with the Committee without representatives of the Manager or Investment Manager being present. The effectiveness of the Committee and the Manager in the external audit process is assessed principally in relation to the timely identification and resolution of any process errors or control breaches that might impact the Company’s net asset values and accounting records. It is also assessed by reference to how successfully any issues in respect of areas of accounting judgement are identified and resolved, the quality and timeliness of papers analysing these judgements, the Board’s approach to the value of the independent audit and the booking of any audit adjustments arising, and the timely provision of draft public documents for review by the auditors and the Committee. To form a conclusion with regard to the independence of the external auditors, the Committee considers whether the skills and experience of the auditors make them a suitable supplier of any non-audit services and whether there are safeguards in place to ensure that there is no threat to their objectivity and independence in the conduct of the audit resulting from the provision of any such services. On an ongoing basis, PricewaterhouseCoopers LLP reviews the independence of its relationship with the Company and reports to the Committee, providing details of any other relationship with the Manager. As part of this review, the Committee also receives information about policies and processes for maintaining independence and monitoring compliance with relevant requirements from the Company’s auditors, including information on the rotation of audit partners and staff, the level of fees that the Company pays in proportion to the overall fee income of the firm, and the level of related fees, details of any relationships between the audit firm and its staff and the Company, as well as an overall confirmation from the auditors of their independence and objectivity. As a result of its review, the Committee has concluded that the external audit has been conducted effectively and also that PricewaterhouseCoopers LLP is independent of the Company and the Manager. ### Conclusions in respect of the Annual Report and Financial Statements The production and the audit of the Company’s Annual Report and Financial Statements is a comprehensive process requiring input from a number of different contributors. In order to reach a conclusion that the Annual Report and Financial Statements are fair, balanced and understandable, the Board has requested that the Committee advise on whether these criteria are satisfied. In so doing, the Committee has given consideration to the following: • the comprehensive control framework over the production of the Annual Report and Financial Statements, including the verification processes in place to deal with the factual content; • the extensive levels of review that are undertaken in the production process by the Manager, the Depositary and the third- party service providers responsible for accounting services and the Committee; • the controls that are in place at the Manager and other third-party service providers to ensure the completeness and accuracy of the Company’s financial records and the security of the Company’s assets; and • the existence of satisfactory Service Organisation Control reports that have been reviewed and reported on by external auditors to verify the effectiveness of the internal controls of the Manager, Custodian and Fund Accountant. Section 3: Governance 77 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Report of the Audit and Management ## Engagement Committee continued In addition to the work outlined above, the Committee has reviewed the Annual Report and Financial Statements and is satisfied that, taken as a whole, they are fair, balanced and understandable. In reaching this conclusion, the Committee has assumed that the reader of the Annual Report and Financial Statements would have a reasonable level of knowledge of the investment trust industry in general and of investment trusts in particular. The Committee has reported on these findings to the Board which affirms the Committee’s conclusions in the Statement of Directors’ Responsibilities in respect of the Annual Report and Financial Statements. IAN SAYERS Chairman of the Audit and Management Engagement Committee 4 November 2025 78 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # Statement of Directors' Responsibilities in respect of the Annual Report and Financial Statements The Directors are responsible for preparing the Annual Report and the Financial Statements in accordance with applicable law and regulations. Company law requires the Directors to prepare financial statements for each financial year. Under that law they have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice). Under company law, the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company as at the end of each financial year and of the profit or loss of the Company for that period. In preparing those financial statements, the Directors are required to: - present fairly the financial position, financial performance and cash flows of the Company; - select suitable accounting policies and then apply them consistently; - present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information; - make judgements and estimates that are reasonable and prudent; - state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and - prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. The Directors are also responsible for preparing the Strategic Report, the Directors' Report, the Directors' Remuneration Report, the Corporate Governance Statement and the Report of the Audit and Management Engagement Committee in accordance with the Companies Act 2006 and applicable regulations, including the requirements of the Listing Rules and the Disclosure Guidance and Transparency Rules. The Directors have delegated responsibility to the Manager for the maintenance and integrity of the Company's corporate and financial information included on the BlackRock website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. Each of the Directors at the date of this report, whose names are listed on pages 33 and 34, confirm to the best of their knowledge that: - the financial statements, prepared in accordance with applicable accounting standards, give a true and fair view of the assets, liabilities, financial position and profit of the Company; and - the Strategic Report contained in the Annual Report and Financial Statements includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces. The UK Corporate Governance Code also requires Directors to ensure that the Annual Report and Financial Statements are fair, balanced and understandable. In order to reach a conclusion on this matter, the Board has requested that the Audit and Management Engagement Committee advise on whether it considers that the Annual Report and Financial Statements fulfils these requirements. The process by which the Committee has reached these conclusions is set out in the Audit and Management Engagement Committee's Report on pages 73 to 78. As a result, the Board has concluded that the Annual Report and Financial Statements for the year ended 31 August 2025, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company's position, performance, business model and strategy. For and on behalf of the Board **ERIC SANDERSON** Chairman 4 November 2025 Section 3: Governance 79 ## Financial ## statements Luxury sports car manufacturer Ferrari’s earnings are underpinned by an order book extending to 2027. PHOTO COURTESY AND COPYRIGHT OF FERRARI S.P.A. Section 4: Financial statements 81 Job No: 43268 Proof Event: 11 Black Line Level: 1 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2020 T: 0207 055 6500 F: 020 7055 6600 ## Independent Auditors’ Report to the members of BlackRock Greater Europe Investment Trust plc ### Report on the audit of the financial Our audit approach ### statements Context The Company is a standalone investment trust company and Opinion engages BlackRock Fund Managers Limited (the ‘Manager’) In our opinion, BlackRock Greater Europe Investment Trust to manage its assets. The Manager engages Bank of New plc’s financial statements: York Mellon (International) Limited (the “Fund Accountant”) to provide administrative functions to the Company. • give a true and fair view of the state of the company’s affairs as at 31 August 2025 and of its loss and cash flows Overview for the year then ended; Audit scope • We tailored the scope of our audit taking into account the • have been properly prepared in accordance with United types of investments within the Company, the involvement Kingdom Generally Accepted Accounting Practice (United of the third parties, the accounting processes and controls, Kingdom Accounting Standards, including FRS 102 “The and the industry in which the Company operates. Financial Reporting Standard applicable in the UK and Republic of Ireland”, and applicable law); and • We obtained an understanding of the control environment in place at both the Manager and the Fund Accountant and • have been prepared in accordance with the requirements adopted a fully substantive testing approach using reports | of the Companies Act 2006. | obtained from the Fund Accountant. | | --- | --- | | We have audited the financial statements, included within | Key audit matters | | the Annual Report and Financial Statements (the “Annual | • Valuation and existence of investments. | Report”), which comprise: the Balance Sheet as at 31 August 2025; the Income Statement, Statement of Changes in • Accuracy, occurrence and completeness of investment Equity and Statement of Cash Flows for the year then ended; income. and the notes to the financial statements, which include a Materiality description of the significant accounting policies. • Overall materiality: £5,690,790 (2024: £6,403,001) based on 1% of net assets. Our opinion is consistent with our reporting to the Audit and Management Engagement Committee. • Performance materiality: £4,268,093 (2024: £4,802,251). Basis for opinion The scope of our audit We conducted our audit in accordance with International As part of designing our audit, we determined materiality and Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. assessed the risks of material misstatement in the financial Our responsibilities under ISAs (UK) are further described statements. in the Auditors’ responsibilities for the audit of the financial statements section of our report. We believe that the audit Key audit matters evidence we have obtained is sufficient and appropriate to Key audit matters are those matters that, in the auditors’ provide a basis for our opinion. professional judgement, were of most significance in the audit of the financial statements of the current period and Independence include the most significant assessed risks of material We remained independent of the company in accordance misstatement (whether or not due to fraud) identified by the with the ethical requirements that are relevant to our auditors, including those which had the greatest effect on: audit of the financial statements in the UK, which includes the overall audit strategy; the allocation of resources in the the FRC’s Ethical Standard, as applicable to listed public audit; and directing the efforts of the engagement team. interest entities, and we have fulfilled our other ethical These matters, and any comments we make on the results of responsibilities in accordance with these requirements. our procedures thereon, were addressed in the context of our audit of the financial statements as a whole, and in forming To the best of our knowledge and belief, we declare that non- our opinion thereon, and we do not provide a separate audit services prohibited by the FRC’s Ethical Standard were opinion on these matters. not provided. This is not a complete list of all risks identified by our audit. We have provided no non-audit services to the company in the period under audit. 82 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 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 The investment portfolio at the year end comprised of Our audit work on the valuation and existence of the listed equity investments valued at £551.175 million. investments included the following: We focused on the valuation and existence of • We tested the valuation of all investments by agreeing the investments because investments represent the principal valuation to independent third party sources. element of the net asset value (NAV) as disclosed on the • We tested the existence of all of the investments by Balance Sheet in the Financial Statements. agreeing the Company’s holdings to an independent custodian confirmation as at 31 August 2025. We have no matters to report as a result of this testing. Accuracy, occurrence and completeness of investment income Income from investments consists primarily of dividend We responded to this risk by performing the following audit income. procedures: Within dividend income there is a risk of incomplete or • We obtained an understanding of the processes and inaccurate recognition of revenue through the failure controls around income recognition and classification of to recognise proper income entitlements or to apply an special dividends by reviewing the internal control reports of inappropriate accounting treatment. the Fund Accountant. In addition, the Directors are required to exercise • We assessed the appropriateness of the classification of judgement in determining whether income receivable special dividends as revenue or capital by the Directors with in the form of special dividends should be classified as reference to publicly available information. ‘revenue’ or ‘capital’ in the Income Statement. For all dividends recorded by the Company, we performed our audit procedures through the use of our proprietary testing tool Halo: • We tested the accuracy of their receipts by agreeing the dividend rates from investments to independent market data. • We tested occurrence by examining for each investment holding that all dividends recorded in the year had been declared in the market. • To test for completeness, we investigated that the appropriate dividends had been received in the year by reference to independent data of dividends declared for all investment holdings held within the year. As stipulated by the requirements set out in the AIC SORP, we tested the allocation and presentation of dividend income between the revenue and capital return columns of the Income Statement by determining reasons behind dividend distributions. We have no matters to report as a result of this testing. How we tailored the audit scope We tailored the scope of our audit to ensure that we All audit procedures were conducted by a UK audit team. performed enough work to be able to give an opinion on We tested and examined information using sampling and the financial statements as a whole, taking into account the other auditing techniques, to the extent we considered structure of the company, the accounting processes and necessary to provide a reasonable basis for us to form our controls, and the industry in which it operates. own judgements. Section 4: Financial statements 83 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # Independent Auditors' Report continued ## The impact of climate risk on our audit In planning our audit, we made enquiries of the directors and the investment manager to understand the extent of the potential impact of climate change on the Company's financial statements. The directors and investment manager concluded that the impact on the measurement and disclosures within the financial statements is not material because the Company's investment portfolio is made up of level 1 quoted securities which are valued at fair value based on market prices. We found this to be consistent with our understanding of the Company's investment activities. We also considered the consistency of the climate change disclosures included in the Strategic Report and Investment Manager's Report with the financial statements and our knowledge from our audit. ## 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** | £5,690,790 (2024: £6,403,001). | | --- | --- | | **How we determined it** | 1% of net assets | | **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% (2024: 75%) of overall materiality, amounting to £4,268,093 (2024: £4,802,251) 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 and Management Engagement Committee that we would report to them misstatements identified during our audit above £284,540 (2024: £320,150) 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' updated risk assessment and considering whether it addressed relevant threats, including rise of inflation and the wider macroeconomic uncertainty; - evaluating the Directors' assessment of potential operational impacts, considering their consistency with other available information and our understanding of the business and assessing 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, 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 implication of significant reductions in NAV as a result of a severe downside but plausible 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. 84 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 ### **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 Directors' Report, we also considered whether the disclosures required by the UK Companies Act 2006 have been included. Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as described below. ### **Strategic report and Directors' Report** In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic report and Directors' Report for the year ended 31 August 2025 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 the course of the audit, we did not identify any material misstatements in the Strategic report and Directors' Report. ### **Directors' Remuneration** In our opinion, the part of the Directors' Remuneration Report to be audited has been properly prepared in accordance with the Companies Act 2006. ### **Corporate governance statement** The Listing Rules require us to review the directors' statements in relation to going concern, longer-term viability and that part of the corporate governance statement relating to the company's compliance with the provisions of the UK Corporate Governance Code specified for our review. Our additional responsibilities with respect to the corporate governance statement as other information are described in the Reporting on other information section of this report. Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the corporate governance statement is materially consistent with the financial statements and our knowledge obtained during the audit, and we have nothing material to add or draw attention to in relation to: - The directors' confirmation that they have carried out a robust assessment of the emerging and principal risks; - The disclosures in the Annual Report that describe those principal risks, what procedures are in place to identify emerging risks and an explanation of how these are being managed or mitigated; - The directors' statement in the financial statements about whether they considered it appropriate to adopt the going concern basis of accounting in preparing them, and their identification of any material uncertainties to the company's ability to continue to do so over a period of at least twelve months from the date of approval of the financial statements; - The directors' explanation as to their assessment of the company's prospects, the period this assessment covers and why the period is appropriate; and - The directors' statement as to whether they have a reasonable expectation that the company will be able to continue in operation and meet its liabilities as they fall due over the period of its assessment, including any related disclosures drawing attention to any necessary qualifications or assumptions. Our review of the directors' statement regarding the longer-term viability of the company was substantially less in scope than an audit and only consisted of making inquiries and considering the directors' process supporting their statement; checking that the statement is in alignment with the relevant provisions of the UK Corporate Governance Code; and considering whether the statement is consistent with the financial statements and our knowledge and understanding of the company and its environment obtained in the course of the audit. In addition, based on the work undertaken as part of our audit, we have concluded that each of the following elements of the corporate governance statement is materially consistent with the financial statements and our knowledge obtained during the audit: - The directors' statement that they consider the Annual Report, taken as a whole, is fair, balanced and understandable, and provides the information necessary for the members to assess the company's position, performance, business model and strategy; - The section of the Annual Report that describes the review of effectiveness of risk management and internal control systems; and Section 4: Financial statements 85 # Independent Auditors' Report continued - The section of the Annual Report describing the work of the Audit and Management Engagement Committee. We have nothing to report in respect of our responsibility to report when the directors' statement relating to the company's compliance with the Code does not properly disclose a departure from a relevant provision of the Code specified under the Listing Rules for review by the auditors. ## Responsibilities for the financial statements and the audit ### Responsibilities of the directors for the financial statements As explained more fully in the Statement of Directors' Responsibilities in respect of the Annual Report and Financial Statements, the directors are responsible for the preparation of the financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The directors are also responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so. ### Auditors' responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below. Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to breaches of Section 1158 of the Corporation Tax Act 2010, and we considered the extent to which non-compliance might have a material effect on the financial statements. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to increase the net asset value. Audit procedures performed by the engagement team included: - Discussions with the Manager and the Audit and Management Engagement Committee, including consideration of known or suspected instances of non-compliance with laws and regulation and fraud; - Understanding the controls implemented by the Company and the Fund Accountant designed to prevent and detect irregularities; - Assessment of the Company's compliance with the requirements of Section 1158 of the Corporation Tax Act 2010, including recalculation of numerical aspects of the eligibility conditions; - Identifying and testing journal entries, in particular year end journal entries posted by the Fund Accountant during the preparation of the financial statements; - Designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing for example, targeting transactions that otherwise would be immaterial; and - Reviewing relevant meeting minutes, including those of the Audit and Management Engagement Committee. There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. Our audit testing might include testing complete populations of certain transactions and balances, possibly using data auditing techniques. However, it typically involves selecting a limited number of items for testing, rather than testing complete populations. We will often seek to target particular items for testing based on their size or risk characteristics. In other cases, we will use audit sampling to enable us to draw a conclusion about the population from which the sample is selected. A further description of our responsibilities for the audit of the financial statements is located on the FRC's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors' report. 86 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 # **Use of this report** This report, including the opinions, has been prepared for and only for the company's members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing. # **Other required reporting** # **Companies Act 2006 exception reporting** Under the Companies Act 2006 we are required to report to you if, in our opinion: - we have not obtained all the information and explanations we require for our audit; or - adequate accounting records have not been kept by the company, or returns adequate for our audit have not been received from branches not visited by us; or - certain disclosures of directors' remuneration specified by law are not made; or - the financial statements and the part of the Directors' Remuneration Report to be audited are not in agreement with the accounting records and returns. We have no exceptions to report arising from this responsibility. # **Appointment** Following the recommendation of the Audit and Management Engagement Committee, we were appointed by the directors on 12 December 2023 to audit the financial statements for the year ended 31 August 2024 and subsequent financial periods. The period of total uninterrupted engagement is 2 years, covering the years ended 31 August 2024 to 31 August 2025. **Sarah Chandler** (Senior Statutory Auditor) for and on behalf of PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors London 4 November 2025 Section 4: Financial statements 87 # Income Statement for the year ended 31 August 2025 | | Notes | Revenue £'000 | 2025 Capital £'000 | Total £'000 | Revenue £'000 | 2024 Capital £'000 | Total £'000 | | --- | --- | --- | --- | --- | --- | --- | --- | | (Losses)/gains on investments held at fair value through profit or loss | 10 | – | (41,608) | (41,608) | – | 88,991 | 88,991 | | (Losses)/gains on foreign exchange | | – | (249) | (249) | – | 1,075 | 1,075 | | Income from investments held at fair value through profit or loss | 3 | 9,223 | – | 9,223 | 11,969 | 31 | 12,000 | | **Total income** | | **9,223** | **(41,857)** | **(32,634)** | **11,969** | **90,097** | **102,066** | | **Expenses** | | | | | | | | | Investment management fee | 4 | (954) | (3,818) | (4,772) | (994) | (3,976) | (4,970) | | Other operating expenses | 5 | (826) | (15) | (841) | (2,420) | (9) | (2,429) | | **Total operating expenses** | | **(1,780)** | **(3,833)** | **(5,613)** | **(3,414)** | **(3,985)** | **(7,399)** | | **Net profit/(loss) on ordinary activities before finance costs and taxation** | | **7,443** | **(45,690)** | **(38,247)** | **8,555** | **86,112** | **94,667** | | Finance costs | 6 | (297) | (1,190) | (1,487) | (467) | (1,870) | (2,337) | | **Net profit/(loss) on ordinary activities before taxation** | | **7,146** | **(46,880)** | **(39,734)** | **8,088** | **84,242** | **92,330** | | Taxation charge | 7 | (462) | – | (462) | (709) | (11) | (720) | | **Net profit/(loss) on ordinary activities after taxation** | **9** | **6,684** | **(46,880)** | **(40,196)** | **7,379** | **84,231** | **91,610** | | **Earnings/(loss) per ordinary share (pence)** | **9** | **6.89** | **(48.30)** | **(41.41)** | **7.35** | **83.88** | **91.23** | The total columns of this statement represent the Company's profit and loss account. The supplementary revenue and capital accounts are both prepared under guidance published by the Association of Investment Companies (AIC). All items in the above statement derive from continuing operations. No operations were acquired or discontinued during the year. All income is attributable to the equity holders of the Company. The net profit/(loss) on ordinary activities for the year disclosed above represents the Company's total comprehensive income/(loss). The notes on pages 92 to 110 form part of these financial statements. 88 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 # Statement of Changes in Equity for the year ended 31 August 2025 | | Notes | Called up share capital £'000 | Share premium account £'000 | Capital redemption reserve £'000 | Special reserve £'000 | Capital reserves £'000 | Revenue reserve £'000 | Total £'000 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | **For the year ended 31 August 2025** | | | | | | | | | | At 31 August 2024 | | 118 | 85,325 | 130 | 58,331 | 484,862 | 11,534 | 640,300 | | Total comprehensive (loss)/income: | | | | | | | | | | Net (loss)/profit for the year | | - | - | - | - | (46,880) | 6,684 | (40,196) | | Transaction with owners, recorded directly to equity: | | | | | | | | | | Ordinary shares repurchased into treasury | 14,15 | - | - | - | (24,099) | - | - | (24,099) | | Share repurchase costs | 14,15 | - | - | - | (91) | (1) | - | (92) | | Dividends paid^{1} | 8 | - | - | - | - | - | (6,834) | (6,834) | | **At 31 August 2025** | | **118** | **85,325** | **130** | **34,141** | **437,981** | **11,384** | **569,079** | | **For the year ended 31 August 2024** | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | At 31 August 2023 | | 118 | 85,325 | 130 | 68,558 | 400,631 | 10,948 | 565,710 | | Total comprehensive income: | | | | | | | | | | Net profit for the year | | - | - | - | - | 84,231 | 7,379 | 91,610 | | Transaction with owners, recorded directly to equity: | | | | | | | | | | Ordinary shares repurchased into treasury | 14,15 | - | - | - | (10,171) | - | - | (10,171) | | Share repurchase costs | 14,15 | - | - | - | (56) | - | - | (56) | | Dividends paid^{2} | 8 | - | - | - | - | - | (6,793) | (6,793) | | **At 31 August 2024** | | **118** | **85,325** | **130** | **58,331** | **484,862** | **11,534** | **640,300** | $^{1}$ Interim dividend paid in respect of the year ended 31 August 2025 of 1.75p per share was declared on 6 May 2025 and paid on 18 June 2025. Final dividend paid in respect of the year ended 31 August 2024 of 5.25p per share was declared on 5 November 2024 and paid on 20 December 2024. $^{2}$ Interim dividend paid in respect of the year ended 31 August 2024 of 1.75p per share was declared on 2 May 2024 and paid on 19 June 2024. Final dividend paid in respect of the year ended 31 August 2023 of 5.00p per share was declared on 8 November 2023 and paid on 20 December 2023. For information on the Company's distributable reserves, please refer to note 15 on page 102. The notes on pages 92 to 110 form part of these financial statements. Section 4: Financial statements 89 # Balance Sheet as at 31 August 2025 | | Notes | 2025 £'000 | 2024 £'000 | | --- | --- | --- | --- | | **Non current assets** | | | | | Investments held at fair value through profit or loss | 10 | 551,175 | 691,831 | | **Current assets** | | | | | Current tax asset | | 4,229 | 3,100 | | Debtors | 11 | 640 | 748 | | Cash and cash equivalents – cash at bank | | 576 | 8 | | Cash and cash equivalents – cash fund^{1} | | 16,221 | – | | **Total current assets** | | **21,666** | **3,856** | | **Current liabilities** | | | | | Cash and cash equivalents – bank overdraft | 13, 16(c) | (1,468) | (50,150) | | Other creditors | 12 | (2,294) | (5,237) | | **Total current liabilities** | | **(3,762)** | **(55,387)** | | **Net current assets/(liabilities)** | | **17,904** | **(51,531)** | | **Net assets** | | **569,079** | **640,300** | | **Equity** | | | | | Called up share capital | 14 | 118 | 118 | | Share premium account | 15 | 85,325 | 85,325 | | Capital redemption reserve | 15 | 130 | 130 | | Special reserve | 15 | 34,141 | 58,331 | | Capital reserves | 15 | 437,981 | 484,862 | | Revenue reserve | 15 | 11,384 | 11,534 | | **Total shareholders' funds** | **9** | **569,079** | **640,300** | | **Net asset value per ordinary share (pence)** | **9** | **598.05** | **644.60** | $^{1}$ Cash fund represents funds held on deposit with the BlackRock Institutional Cash Series plc – Euro Liquid Environmentally Aware Fund. The financial statements on pages 88 to 110 were approved and authorised for issue by the Board of Directors on 4 November 2025 and signed on its behalf by Eric Sanderson, Chairman. BlackRock Greater Europe Investment Trust plc Registered in England, No. 5142459 The notes on pages 92 to 110 form part of these financial statements. 90 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 # Statement of Cash Flows for the year ended 31 August 2025 | | Note | 2025 £'000 | 2024 £'000 | | --- | --- | --- | --- | | **Operating activities** | | | | | Net (loss)/profit on ordinary activities before taxation^{1} | | (39,734) | 92,330 | | Add back finance costs | | 1,487 | 2,337 | | Losses/(gains) on investments held at fair value through profit or loss | | 41,608 | (88,991) | | Losses/(gains) on foreign exchange | | 249 | (1,075) | | Sale of investments held at fair value through profit or loss | | 302,212 | 134,209 | | Purchase of investments held at fair value through profit or loss | | (203,164) | (142,473) | | Net amount for capital special dividends received (net of withholding tax) | | – | (20) | | Decrease/(increase) in debtors | | 108 | (21) | | (Decrease)/increase in creditors | | (3,131) | 630 | | Taxation on investment income | | (3,247) | (2,291) | | Interest paid | | (1,487) | (2,337) | | Refund of withholding tax reclaims | | 1,656 | 821 | | **Net cash generated from/(used in) operating activities** | | **96,557** | **(6,881)** | | **Financing activities** | | | | | Ordinary shares repurchased into treasury | | (24,003) | (9,926) | | Dividends paid | 8 | (6,834) | (6,793) | | **Net cash used in financing activities** | | **(30,837)** | **(16,719)** | | **Increase/(decrease) in cash and cash equivalents** | | **65,720** | **(23,600)** | | Effect of foreign exchange rate changes | | (249) | 1,075 | | Cash and cash equivalents at the start of the year | | (50,142) | (27,617) | | **Cash and cash equivalents at the end of the year** | | **15,329** | **(50,142)** | | **Comprised of:** | | | | | Cash at bank | | 576 | 8 | | Cash fund^{2} | | 16,221 | – | | Bank overdraft | | (1,468) | (50,150) | | | | **15,329** | **(50,142)** | $^{1}$ Dividends and interest received in cash during the year amounted to £6,719,000 and £1,000 (2024: £8,119,000 and £nil). $^{2}$ Cash fund represents funds held on deposit with the BlackRock Institutional Cash Series plc - Euro Liquid Environmentally Aware Fund. The notes on pages 92 to 110 form part of these financial statements. Section 4: Financial statements 91 # Notes to the Financial Statements for the year ended 31 August 2025 ## 1. Principal activity The Company was incorporated on 1 June 2004 and its principal activity is that of an investment trust company within the meaning of Section 1158 of the Corporation Tax Act 2010. ## 2. Significant accounting policies The principal accounting policies adopted by the Company are set out below: ### (a) Basis of preparation The financial statements have been prepared on a going concern basis in accordance with The Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) and the revised Statement of Recommended Practice – Financial Statements of Investment Trust Companies and Venture Capital Trusts (SORP), issued by the Association of Investment Companies (AIC) in October 2019 and updated in July 2022, and the provisions of the Companies Act 2006. Substantially, all of the assets of the Company consist of securities that are readily realisable and, accordingly, the Directors are satisfied that the Company has adequate resources to continue in operational existence for the period to 31 August 2027, being a period of at least 12 months from the date of approval of the financial statements, and therefore consider the going concern assumption to be appropriate. The Directors have reviewed compliance with covenants associated with the bank overdraft facility, income and expense projections and the liquidity of the investment portfolio in making their assessment. The Directors have considered the impact of climate change on the value of the investments included in the Financial Statements and have concluded that there was no further impact of climate change to be considered as the investments are valued based on market pricing as required by FRS 102. None of the Company's other assets and liabilities were considered to be potentially impacted by climate change. The principal accounting policies adopted by the Company are set out below. Unless specified otherwise, the policies have been applied consistently throughout the year and are consistent with those applied in the preceding year. All of the Company's operations are of a continuing nature. The Company's financial statements are presented in Sterling, which is the functional currency of the Company and the primary economic environment in which the Company operates. All values are rounded to the nearest thousand pounds (£'000) except where otherwise indicated. ### (b) Presentation of Income Statement In order to better reflect the activities of an investment trust company and in accordance with guidance issued by the AIC, supplementary information which analyses the Income Statement between items of a revenue and a capital nature has been presented alongside the Income Statement. ### (c) Segmental reporting The Directors are of the opinion that the Company is engaged in a single segment of business being investment business. ### (d) Income Dividends receivable on equity shares are treated as revenue for the year on an ex-dividend basis. Where no ex-dividend date is available, dividends receivable on or before the year end are treated as revenue for the year. Provisions are made for dividends not expected to be received. Special dividends are recognised on an ex-dividend basis and treated as capital or revenue depending on the facts or circumstances of each particular dividend. Dividends are accounted for in accordance with Section 29 of FRS 102 on the basis of income actually receivable, without adjustment for tax credits attaching to the dividend. Dividends from overseas companies continue to be shown gross of withholding tax. Deposit interest receivable is accounted for using the effective interest rate method in accordance with Section 11 of FRS 102. Where the Company has elected to receive its dividends in the form of additional shares rather than in cash, the cash equivalent of the dividend is recognised as revenue. Any excess in the value of the shares received over the amount of the cash dividend is recognised in capital. 92 **BlackRock Greater Europe Investment Trust plc** | Annual Report and Financial Statements 31 August 2025 (e) Expenses All expenses, including finance costs, are accounted for on an accruals basis. Expenses have been charged wholly to the revenue account of the Income Statement, except as follows: • expenses which are incidental to the acquisition or disposal of an investment are treated as capital. Details of transaction costs on the purchases and sales of investments are disclosed in note 10 on page 100; • expenses are treated as capital where a connection with the maintenance or enhancement of the value of the investments can be demonstrated; and • the investment management fee and finance costs have been allocated 20% to the revenue account and 80% to the capital account of the Income Statement in line with the Board’s expected long-term split of returns, in the form of capital gains and income respectively, from the investment portfolio. (f) Taxation The tax expense represents the sum of the tax currently payable and deferred tax. The tax currently payable is based on the taxable profit for the year. Taxable profit differs from net profit as reported in the Income Statement because it excludes items of income or expenses that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Company’s liability for current tax is calculated using tax rates that were applicable at the balance sheet date. The current tax effect of different items of expenditure is allocated between capital and revenue on the marginal basis using the Company’s effective rate of corporation tax for the accounting period. Deferred taxation is recognised in respect of all timing differences at the financial reporting date, where transactions or events that result in an obligation to pay more taxation in the future or right to less taxation in the future have occurred at the balance sheet date. Deferred taxation is measured on a non-discounted basis, at the average tax rates that are expected to apply in the periods in which the timing differences are expected to reverse based on tax rates and laws that have been enacted or substantively enacted by the balance sheet date. This is subject to deferred taxation 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 timing differences can be deducted. (g) Investments held at fair value through profit or loss The Company’s investments are classified as held at fair value through profit or loss in accordance with Sections 11 and 12 of FRS 102 and are managed and evaluated on a fair value basis in accordance with its investment strategy. All investments are classified upon initial recognition as held at fair value through profit or loss. Purchases of investments are recognised on a trade date basis. Sales are recognised at the trade date of the disposal and the proceeds are measured at fair value, which is regarded as the proceeds of the sale less any transaction costs. The fair value of the financial investments is based on their quoted bid price at the balance sheet date on the exchange on which the investment is quoted, without deduction for the estimated future selling costs. Unquoted investments are valued by the Directors at fair value using International Private Equity and Venture Capital Valuation Guidelines. This policy applies to all current and non-current asset investments of the Company. Changes in the value of investments held at fair value through profit or loss and gains and losses on disposal are recognised in the Income Statement as ‘Gains or losses on investments held at fair value through profit or loss’. Also included within this heading are transaction costs in relation to the purchase or sale of investments. The fair value hierarchy consists of the following three levels: Level 1 – Quoted market price for identical instruments in active markets. Level 2 – Valuation techniques using observable inputs. Level 3 – Valuation techniques using significant unobservable inputs. (h) Debtors Debtors include sales for future settlement, other debtors and prepayments and accrued income in the ordinary course of business. If collection is expected in one year or less, they are classified as current assets. If not, they are presented as non- current assets. Section 4: Financial statements 93 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # Notes to the Financial Statements continued ## 2. Accounting policies continued ### (i) Creditors Creditors include purchases for future settlement, interest payable, share buy back costs and accruals in the ordinary course of business. Creditors are classified as creditors – amounts due within one year if payment is due within one year or less (or in the normal operating cycle of business if longer). If not, they are presented as creditors – amounts due after more than one year. ### (j) Dividends payable Under Section 32 of FRS 102, final dividends should not be accrued in the financial statements unless they have been approved by shareholders before the balance sheet date. Dividends payable to equity shareholders are recognised in the Statement of Changes in Equity when they have been approved by shareholders and have become a liability of the Company. Interim dividends are only recognised in the financial statements in the period in which they are paid. ### (k) Cash and cash equivalents Cash comprises cash in hand and on demand deposits. Cash equivalents include bank overdrafts repayable on demand and short term, highly liquid investments, that are readily convertible to known amounts of cash and that are subject to an insignificant risk of changes in value. The Company's investment in the Cash Fund is managed as part of the Company's investment policy and, accordingly, the investment is managed as part of the Company's cash and cash equivalents as defined under FRS 102 and is presented as a cash equivalent in the Financial Statements. ### (l) Foreign currency translation In accordance with Section 30 of FRS 102, the Company is required to nominate a functional currency being the currency in which the Company predominately operates. The functional and reporting currency is Sterling, reflecting the primary economic environment in which the Company operates. Transactions in foreign currencies are translated into Sterling at the rates of exchange ruling on the date of the transaction. Foreign currency monetary assets and liabilities are translated into Sterling at the rates of exchange ruling at the balance sheet date. Profits and losses thereon are recognised in the capital account of the Income Statement and taken to the capital reserves. ### (m) Share repurchases, share reissues and new share issues Shares repurchased and subsequently cancelled – share capital is reduced by the nominal value of the shares repurchased and the capital redemption reserve is correspondingly increased in accordance with Section 733 of the Companies Act 2006. The full cost of the repurchase is charged to the special reserve. Shares repurchased and held in treasury – the full cost of the repurchase is charged to the special reserve. Where treasury shares are subsequently reissued: - amounts received to the extent of the repurchase price are credited to the special reserve and capital reserves based on a weighted average basis of amounts utilised from these reserves on repurchases; and - any surplus received in excess of the repurchase price is taken to the share premium account. Where new shares are issued, the par value is taken to called up share capital and amounts received to the extent of any surplus received in excess of the par value are taken to the share premium account. Share issue costs are charged to the share premium account. Costs on share reissues are charged to the special reserve and capital reserves. ### (n) Bank borrowings Bank overdrafts are recorded as the proceeds received. Finance charges are accounted for on an accruals basis in the Income Statement. ### (o) Critical accounting estimates and judgements The Company makes estimates and assumptions concerning the future. The resulting accounting estimates and assumptions will, by definition, seldom equal the related actual results. Estimates and judgements are regularly evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The Directors do not believe that any accounting judgements or estimates have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities within the next financial year. 94 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 ### 3. Income | | 2025 £'000 | 2024 £'000 | | --- | --- | --- | | **Investment income:** | | | | UK dividends | 656 | 807 | | Overseas dividends | 8,442 | 10,687 | | Overseas special dividends | 124 | 475 | | **Total investment income** | **9,222** | **11,969** | | **Other income:** | | | | Interest received | 1 | – | | **Total other income** | **1** | **–** | | **Total** | **9,223** | **11,969** | Dividends and interest received in cash during the year amounted to £6,719,000 and £1,000 respectively (2024: £8,119,000 and £nil). No special dividends have been recognised in capital during the year (2024: £31,000). ### 4. Investment management fee | | 2025 | | | 2024 | | | | --- | --- | --- | --- | --- | --- | --- | | | Revenue £'000 | Capital £'000 | Total £'000 | Revenue £'000 | Capital £'000 | Total £'000 | | Investment management fee | 954 | 3,818 | 4,772 | 994 | 3,976 | 4,970 | | **Total** | **954** | **3,818** | **4,772** | **994** | **3,976** | **4,970** | Up to 31 August 2025, the investment management fee was levied quarterly based on a tiered basis: 0.85% per annum of the month-end net asset value up to £350 million and 0.75% per annum of the month-end net asset value above £350 million. With effect from 1 September 2025, the Company's annual management fee was reduced to the following tiers: 0.65% of month-end net assets up to and including £400 million, 0.60% of month-end net assets in excess of £400 million up to and including £1 billion and 0.525% of month-end net assets in excess of £1 billion. It is estimated that the Company's ongoing charges ratio (OCR) will reduce, allowing it to achieve an illustrative OCR of 0.775% (based on average net assets for the year ended 31 August 2025), representing a material improvement from the Company's OCR of 0.95% for the year ended 31 August 2025 as set out in note 5. The investment management fee is allocated 20% to the revenue account and 80% to the capital account of the Income Statement. There is no additional fee for company secretarial and administration services. Section 4: Financial statements 95 # Notes to the Financial Statements continued ## 5. Other operating expenses | | 2025 £'000 | 2024 £'000 | | --- | --- | --- | | **Allocated to revenue:** | | | | Broker fees | 48 | 48 | | Custody fees | 68 | 65 | | Depository fees | 68 | 70 | | Audit fees^{1} | 59 | 64 | | Legal fees | 11 | 26 | | Registrar's fees | 98 | 94 | | Directors' emoluments^{2} | 207 | 186 | | Marketing fees | 101 | 157 | | Postage and printing fees | 59 | 46 | | AIC fees | 23 | 22 | | Professional fees | 16 | 37 | | Stock exchange listing fees | 37 | 30 | | Write back of prior year expense accruals^{3} | (10) | (12) | | Other administration costs | 41 | 30 | | Provision for doubtful debts^{4} | – | 1,557 | | **Total revenue expenses** | **826** | **2,420** | | **Allocated to capital:** | | | | Custody transaction costs^{5} | 15 | 9 | | **Total capital expenses** | **15** | **9** | | **Total** | **841** | **2,429** | | | 2025 % | 2024 % | | --- | --- | --- | | **Ongoing charges^{6}** | 0.95 | 0.95 | $^{1}$ No non-audit services are provided by the Company's auditors (2024: none). $^{2}$ Further information on Directors' emoluments can be found in the Directors' Remuneration Report on page 60. The Company has no employees. $^{3}$ Relates to legal fees and other administration costs written back in the year ended 31 August 2025 (2024: professional fees and postage and printing fees). $^{4}$ Provision for doubtful debts of £1,557,000 during the year ended 31 August 2024 relate to dividend income from Sberbank which has not been received due to measures imposed by the Russian authorities in response to the sanctions that have been imposed on Russia as a result of the invasion of Ukraine. $^{5}$ For the year ended 31 August 2025, expenses of £15,000 (2024: £9,000) were charged to the capital account of the Income Statement. These relate to transaction costs charged by the custodian on sale and purchase trades. $^{6}$ The Company's ongoing charges are calculated as a percentage of average daily net assets and using the management fee and all other operating expenses, excluding finance costs, direct transaction costs, custody transaction charges, VAT recovered, taxation, prior year expenses written back and certain non-recurring items. Alternative Performance Measure, see Glossary on pages 125 to 129. 96 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 ## 6. Finance costs | | 2025 | | | 2024 | | | | --- | --- | --- | --- | --- | --- | --- | | | Revenue £'000 | Capital £'000 | Total £'000 | Revenue £'000 | Capital £'000 | Total £'000 | | Interest on bank overdraft | 297 | 1,190 | 1,487 | 467 | 1,870 | 2,337 | | **Total** | **297** | **1,190** | **1,487** | **467** | **1,870** | **2,337** | Finance costs for the Company, insofar as they relate to the financing of the Company's investments, are charged 20% to the revenue account and 80% to the capital account of the Income Statement. ## 7. Taxation ### (a) Analysis of charge for the year | | 2025 | | | 2024 | | | | --- | --- | --- | --- | --- | --- | --- | | | Revenue £'000 | Capital £'000 | Total £'000 | Revenue £'000 | Capital £'000 | Total £'000 | | **Current taxation:** | | | | | | | | Overseas tax suffered | 462 | – | 462 | 709 | 11 | 720 | | **Total taxation charge (note 7 (b))** | **462** | **–** | **462** | **709** | **11** | **720** | ### (b) Factors affecting taxation charge for the year The taxation assessed for the year is higher (2024: lower) than the standard rate of corporation tax used of 25.00% (2024: standard rate of corporation tax of 25.00%). The differences are explained below. | | 2025 | | | 2024 | | | | --- | --- | --- | --- | --- | --- | --- | | | Revenue £'000 | Capital £'000 | Total £'000 | Revenue £'000 | Capital £'000 | Total £'000 | | Profit/(loss) on ordinary activities before taxation | 7,146 | (46,880) | (39,734) | 8,088 | 84,242 | 92,330 | | Profit/(loss) on ordinary activities multiplied by standard rate of 25.00% (2024: 25.00%) | 1,787 | (11,720) | (9,933) | 2,022 | 21,061 | 23,083 | | **Effects of:** | | | | | | | | Overseas tax suffered | 462 | – | 462 | 709 | 11 | 720 | | Exchange losses/(gains) not taxable | – | 62 | 62 | – | (269) | (269) | | Overseas dividends not subject to tax | (2,142) | – | (2,142) | (2,791) | (8) | (2,799) | | UK dividends not subject to tax | (164) | – | (164) | (202) | – | (202) | | Management expenses not utilised/recognised | 439 | 955 | 1,394 | 459 | 994 | 1,453 | | Non-trade loan relationship deficit not utilised/recognised | 80 | 297 | 377 | 123 | 377 | 500 | | Disallowed expenses | – | 4 | 4 | 389 | 2 | 391 | | Interest expense disallowed | – | – | – | – | 91 | 91 | | Capital losses/(gains) not taxable | – | 10,402 | 10,402 | – | (22,248) | (22,248) | | **Total taxation charge (note 7(a))** | **462** | **–** | **462** | **709** | **11** | **720** | At 31 August 2025, the Company had net surplus management expenses of £56.0 million (2024: £50.4 million) and a non-trade loan relationship deficit of £5.6 million (2024: £4.1 million) giving total unutilised losses of £61.6 million (2024: £54.5 million) and carried forward disallowed interest expense of £0.4 million (2024: £0.4 million). A deferred tax asset has not been recognised in respect of these amounts because the Company is not expected to generate taxable income in the future in excess of the deductible expenses of that future period and, accordingly, it is unlikely that the Company will be able to reduce future tax liabilities through the use of existing tax losses and carried forward disallowed interest expense. The Company has an unrecognised deferred tax asset of £15.5 million (2024: £13.7 million) as at 31 August 2025 based on the corporation tax rate in effect from 1 April 2023 of 25%, as enacted by the Finance Act 2021. This includes £0.1m (2024: £0.1 million) of interest disallowed under the Corporate Interest Reduction regime which can potentially be reactivated in a later period. Section 4: Financial statements 97 # Notes to the Financial Statements continued ## 8. Dividends | Dividends paid on equity shares: | Record date | Payment date | 2025 £'000 | 2024 £'000 | | --- | --- | --- | --- | --- | | 2023 Final dividend of 5.00p | 17 November 2023 | 20 December 2023 | – | 5,041 | | 2024 Interim dividend of 1.75p | 24 May 2024 | 19 June 2024 | – | 1,752 | | 2024 Final dividend of 5.25p | 22 November 2024 | 20 December 2024 | 5,154 | – | | 2025 Interim dividend of 1.75p | 23 May 2025 | 18 June 2025 | 1,680 | – | | **Accounted for in the financial statements** | | | **6,834** | **6,793** | The Directors have proposed a final dividend of 5.40p per share in respect of the year ended 31 August 2025. The final dividend will be paid on 19 December 2025, subject to shareholders' approval on 11 December 2025, to shareholders on the Company's register on 21 November 2025. The proposed final dividend has not been included as a liability in these financial statements as final dividends are only recognised in the financial statements when they have been approved by shareholders. The total dividends payable in respect of the year which form the basis of determining retained income for the purpose of Section 1158 of the Corporation Tax Act 2010 and Section 833 of the Companies Act 2006, and the amount proposed for the year ended 31 August 2025, meet the relevant requirements as set out in this legislation. | Dividends paid or proposed on equity shares: | 2025 £'000 | 2024 £'000 | | --- | --- | --- | | Interim paid of 1.75p (2024: 1.75p) | 1,680 | 1,752 | | Final proposed of 5.40p* (2024: 5.25p) | 5,075 | 5,158 | | **Total for the year** | **6,755** | **6,910** | * Based on 93,984,107 ordinary shares (excluding treasury shares) in issue on 31 October 2025. All dividends paid or payable are distributed from the Company's current year revenue profits and, if required, from brought forward revenue reserves. 98 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 ### 9. Earnings and net asset value per ordinary share Revenue, capital (loss)/earnings and net asset value per ordinary share are shown below and have been calculated using the following: 2025 2024 Net revenue profit attributable to ordinary shareholders (£’000) 6,684 7,379 Net capital (loss)/profit attributable to ordinary shareholders (£’000) (46,880) 84,231 Total (loss)/profit attributable to ordinary shareholders (£’000) (40,196) 91,610 Total shareholders’ funds (£’000) 569,079 640,300 Earnings per share The weighted average number of ordinary shares in issue during the year on which the earnings per ordinary share was calculated was: 97,066,146 100,411,682 The actual number of ordinary shares in issue at the end of the year on which the net asset value per ordinary share was calculated was: 95,155,422 99,332,161 Calculated on weighted average number of ordinary shares: Revenue earnings per share (pence) – basic and diluted 6.89 7.35 Capital (loss)/earnings per share (pence) – basic and diluted (48.30) 83.88 Total (loss)/earnings per share (pence) – basic and diluted (41.41) 91.23 | | As at | | As at | | --- | --- | --- | --- | | 31 August | | 31 August | | | | 2025 | | 2024 | Net asset value per share (pence) 598.05 644.60 Ordinary share price (pence) 570.00 601.00 There were no dilutive securities at the year end (2024: none). Section 4: Financial statements 99 Job No: 101506 Proof Event: 21 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # Notes to the Financial Statements continued ## 10. Investments held at fair value through profit or loss | | 2025 £'000 | 2024 £'000 | | --- | --- | --- | | UK listed equity investments | 21,793 | 44,732 | | Overseas listed equity investments | 529,382 | 647,099 | | **Valuation of listed investments at 31 August** | **551,175** | **691,831** | | Opening book cost of equity investments | 462,977 | 445,733 | | Investment holding gains | 228,854 | 148,994 | | **Opening fair value** | **691,831** | **594,727** | | **Analysis of transactions made during the year:** | | | | Purchases at cost | 203,164 | 141,512 | | Sales proceeds received | (302,212) | (133,399) | | (Losses)/gains on investments | (41,608) | 88,991 | | **Closing fair value** | **551,175** | **691,831** | | Closing book cost of equity investments | 421,916 | 462,977 | | Closing investment holding gains | 129,259 | 228,854 | | **Total investments** | **551,175** | **691,831** | The Company received £302,212,000 (2024: £133,399,000) from investments sold in the year. The book cost of these investments when they were purchased was £244,225,000 (2024: £124,268,000). These investments have been revalued over time and until they were sold any unrealised gains/losses were included in the fair value of investments. Transaction costs of £194,000 were incurred on the acquisition of investments (2024: £211,000). Costs relating to the disposal of investments during the year amounted to £103,000 (2024: £71,000). All transaction costs have been included within capital reserves. ## 11. Debtors | | 2025 £'000 | 2024 £'000 | | --- | --- | --- | | Sales for future settlement | – | 482 | | Prepayments and accrued income | 640 | 266 | | **Total** | **640** | **748** | ## 12. Creditors | | 2025 £'000 | 2024 £'000 | | --- | --- | --- | | Purchases for future settlement | – | 331 | | Share buybacks awaiting settlement | 489 | 301 | | Accrued expenditure | 1,805 | 4,605 | | **Total** | **2,294** | **5,237** | 100 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 ### 13. Reconciliation of liabilities arising from financing activities | | 2025 £'000 | 2024 £'000 | | --- | --- | --- | | Bank overdraft at beginning of the year | 50,150 | 27,617 | | Cash flows: | | | | Movement in overdraft | (48,682) | 23,229 | | Non cash flows: | | | | Effects of foreign exchange gain | – | (696) | | **Bank overdraft at end of the year** | **1,468** | **50,150** | At the year end, the Company had an available overdraft facility of the lower of £75 million or 15% of the Company's net assets (2024: lower of £75 million or 15% of the Company's net assets). ### 14. Called up share capital | | Ordinary shares number | Treasury shares number | Total shares number | Nominal value £'000 | | --- | --- | --- | --- | --- | | **Allotted, called up and fully paid share capital comprised:** | | | | | | Ordinary shares of 0.1 pence each: | | | | | | **At 31 August 2023** | **101,000,161** | **16,928,777** | **117,928,938** | **118** | | Ordinary shares repurchased into treasury | (1,668,000) | 1,668,000 | – | – | | **At 31 August 2024** | **99,332,161** | **18,596,777** | **117,928,938** | **118** | | Ordinary shares repurchased into treasury | (4,176,739) | 4,176,739 | – | – | | **At 31 August 2025** | **95,155,422** | **22,773,516** | **117,928,938** | **118** | During the year, 4,176,739 ordinary shares (2024: 1,668,000) were repurchased and held in treasury for a net consideration after expenses of £24,191,000 (2024: £10,227,000). Since 31 August 2025 and up to the latest practicable date of 31 October 2025, a further 1,171,315 ordinary shares have been repurchased for a net consideration after expenses of £6,908,000 and placed in treasury. Section 4: Financial statements 101 # Notes to the Financial Statements continued ## 15. Reserves | | Share premium account £'000 | Capital redemption reserve £'000 | Distributable Reserves | | | | | --- | --- | --- | --- | --- | --- | --- | | | | | Special reserve^{1} £'000 | Capital reserve (arising on investments sold) £'000 | Capital reserve (arising on revaluation of investments held) £'000 | Revenue reserve £'000 | | **At 31 August 2023** | **85,325** | **130** | **68,558** | **251,181** | **149,450** | **10,948** | | Movement during the year: | | | | | | | | Total comprehensive income: | | | | | | | | Net profit for the year | – | – | – | 4,166 | 80,065 | 7,379 | | Transactions with owners, recorded directly to equity: | | | | | | | | Ordinary shares repurchased into treasury | – | – | (10,171) | – | – | – | | Share repurchase costs | – | – | (56) | – | – | – | | Dividends paid during the year | – | – | – | – | – | (6,793) | | **At 31 August 2024** | **85,325** | **130** | **58,331** | **255,347** | **229,515** | **11,534** | | Movement during the year: | | | | | | | | Total comprehensive income/(loss): | | | | | | | | Net profit/(loss) for the year | – | – | – | 53,218 | (100,098) | 6,684 | | Transactions with owners, recorded directly to equity: | | | | | | | | Ordinary shares repurchased into treasury | – | – | (24,099) | – | – | – | | Share repurchase costs | – | – | (91) | (1) | – | – | | Dividends paid during the year | – | – | – | – | – | (6,834) | | **At 31 August 2025** | **85,325** | **130** | **34,141** | **308,564** | **129,417** | **11,384** | $^{1}$ Relates to amount transferred from the share premium account to a special reserve pursuant to Court approval received on 15 October 2004. The share premium account and capital redemption reserve of £85,325,000 and £130,000 (2024: £85,325,000 and £130,000) are not distributable reserves under the Companies Act 2006. In accordance with ICAEW Technical Release 02/17BL on Guidance on Realised and Distributable Profits under the Companies Act 2006, the special reserve and capital reserves may be used as distributable reserves for all purposes and, in particular, the repurchase by the Company of its ordinary shares and for payments such as dividends. In accordance with the Company's Articles of Association, the special reserve of £34,141,000 (2024: £58,331,000), capital reserves of £437,981,000 (2024: £484,862,000) and the revenue reserve of £11,384,000 (2024: £11,534,000) may be distributed by way of dividend. The gain on the capital reserve arising on the revaluation of investments held of £129,417,000 (2024: £229,515,000) is subject to fair value movements and may not be readily realisable at short notice, as such it may not be entirely distributable. The investments are subject to financial risks, as such the capital reserves (arising on investments sold) and the revenue reserve may not be entirely distributable if a loss occurred during the realisation of these investments. As at 31 August 2025, the Company's distributable reserves excluding capital reserves on the revaluation of investments amounted to £354,089,000 (2024: £325,212,000). 102 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 ## 16. Risk management policies and procedures The Company's investment activities expose it to various types of risks which are associated with the financial instruments and markets in which it invests. The following information is not intended to be a comprehensive summary of all risks and shareholders should refer to the Alternative Investment Fund Managers' Directive FUND 3.2.2R Disclosures which can be found at www.blackrock.com/uk/brge for a more detailed discussion of the risks inherent in investing in the Company. ### Risk management framework The following information refers to the risk management framework of the Alternative Investment Fund Manager (AIFM). However, as disclosed in the Corporate Governance Statement on pages 69 and 70 and in the Statement of Directors' Responsibilities on page 79, it is the ultimate responsibility of the Board to ensure that the Company's risks are appropriately monitored, and to the extent that elements of this are delegated to third-party service providers, the Board is responsible for ensuring that the relevant parties are discharging their duties in accordance with the terms of relevant agreements and taking appropriate action to the extent issues are identified. The Directors of the AIFM review quarterly investment performance reports and receive semi-annual presentations in person from the Investment Manager covering the Company's performance and risk profile during the year. The AIFM has delegated the day-to-day administration of the investment programme to the Investment Manager. The Investment Manager is also responsible for ensuring that the Company is managed within the terms of its investment guidelines and limits set out in the Alternative Investment Fund Managers' Directive FUND 3.2.2R Disclosures which can be found at www.blackrock.com/uk/brge. The AIFM is responsible for monitoring investment performance, product risk monitoring and oversight and has the responsibility for the monitoring and oversight of regulatory and operational risk for the Company. The Directors of the AIFM have appointed a Risk Manager who has responsibility for the daily risk management process with assistance from key risk management personnel of the Investment Manager, including members of the Risk and Quantitative Analysis Group (RQA) which is a centralised group which performs an independent risk management function. RQA independently identifies, measures and monitors investment risk, including climate-related risk, and tracks the actual risk management practices being deployed across the Company. By breaking down the components of the process, RQA has the ability to determine if the appropriate risk management processes are in place. This captures the risk management tools employed, how the levels of risk are controlled, ensuring risk/return is considered in portfolio construction and reviewing outcomes. The AIFM reports to the Audit and Management Engagement Committee twice yearly on key risk metrics and risk management processes. In addition, the Depository monitors the performance of the AIFM and reports to the Audit and Management Engagement Committee. Any significant issues are reported to the Board as they arise. ### Risk exposures The risk exposures of the Company are set out as follows: #### (a) Market risk Market risk arises mainly from uncertainty about future values of financial instruments influenced by currency, interest rate and other price movements. It represents the potential loss the Company may suffer through holding market positions in financial instruments in the face of market movements. A key metric RQA uses to measure market risk is Value-at-Risk (VaR) which encompasses price, currency and interest rate risk. VaR is a statistical risk measure that estimates the potential portfolio loss from adverse market moves in an ordinary market environment. VaR analysis reflects the interdependencies between risk variables (including other price risk, foreign currency risk and interest rate risk) unlike a traditional sensitivity analysis. The VaR calculations are based on a confidence level of 99% with a holding period of not greater than one day and a historical observation period of not less than one year (250 days). A VaR number is defined at a specified probability and a specified time horizon. A 99% one day VaR means that the expectation is that 99% of the time over a one day period the Company will lose less than this number in percentage terms. Therefore, higher VaR numbers indicate higher risk. It is noted that the use of VaR methodology has limitations, namely assumptions that risk factor returns are normally distributed and that the use of historical market data as a basis for estimating future events does not encompass all possible scenarios, particularly those that are of an extreme nature and that the use of a specified confidence level (e.g. 99%) does not take into account losses that occur beyond this level. There is some probability that the loss could be greater than the VaR percentage amounts. These limitations and the nature of the VaR measure mean that the Company can neither guarantee that losses will not exceed the VaR amounts indicated, nor that losses in excess of the VaR amounts will not occur more frequently. The one-day VaR as at 31 August 2025 and 31 August 2024 (based on a 99% confidence level) was 2.55% and 3.00%, respectively. Section 4: Financial statements 103 # Notes to the Financial Statements continued ## 16. Risk management policies and procedures continued ### (i) Market risk arising from foreign currency risk #### Exposure to foreign currency risk Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. Foreign currency sensitivity risk has been covered by the VaR analysis under the market risk section. The fair values of the Company's monetary items which have foreign currency exposure at 31 August 2025 and 31 August 2024 are shown below. Where the Company's equity investments which are not monetary items are denominated in a foreign currency, they have been included separately in the analysis so as to show the overall level of exposure. | | 2025 | | | | 2024 | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | Euro £'000 | Swiss Franc £'000 | US Dollar £'000 | Other £'000 | Euro £'000 | Swiss Franc £'000 | Danish Krone £'000 | Other £'000 | | Debtors (due from brokers, dividends and other income receivable) | 2,978 | 1,174 | 9 | 485 | 1,976 | 948 | 397 | 490 | | Creditors (due to brokers and other payables) | (84) | – | – | – | (482) | – | – | (481) | | Cash and cash equivalents - cash at bank | 576 | – | – | – | – | – | – | 8 | | Cash and cash equivalents - cash fund | 16,221 | – | – | – | – | – | – | – | | Cash and cash equivalents - bank overdraft | – | – | – | – | (50,091) | – | – | – | | **Total foreign currency exposure on net monetary items** | **19,691** | **1,174** | **9** | **485** | **(48,597)** | **948** | **397** | **17** | | Investments at fair value through profit or loss | 393,487 | 89,116 | 24,246 | 44,326 | 441,349 | 115,041 | 72,724 | 62,717 | | **Total net foreign currency exposure** | **413,178** | **90,290** | **24,255** | **44,811** | **392,752** | **115,989** | **73,121** | **62,734** | #### Concentration of exposure to foreign currency risks An analysis of the Company's investment portfolio is shown on pages 27 and 28. At 31 August 2025, this shows that the portfolio had significant levels of investments in Europe. Accordingly, there is a concentration of exposure to Europe and equates to exposure to the economic conditions in Europe, though it is recognised that this aligns with the investment objective and policy adopted by the Company. #### Management of foreign currency risk The Investment Manager monitors the Company's exposure to foreign currencies on a daily basis and reports to the Board of the Company on a regular basis. The Investment Manager measures the risk to the Company of the foreign currency exposure by considering the effect on the Company's net asset value and income of a movement in the exchange rate to which the Company's assets, liabilities, income and expenses are exposed. Foreign currency borrowing facilities are available in the form of a multi-currency overdraft facility to limit the Company's exposure to anticipated future changes in exchange rates which might otherwise adversely affect the value of the portfolio of investments. The Company does not use financial instruments to mitigate the currency exposure in the period between the time that income is included in the financial statements and its receipt. Derivative contracts are not used to hedge against exposure to foreign currency risk. Consequently, the Company is exposed to risks that the exchange rate of its reporting currencies relative to other currencies may change in a manner which has an adverse effect on the value of the portion of the Company's assets which are denominated in currencies other than their own currencies. ### (ii) Market risk arising from interest rate risk #### Exposure to interest rate risk Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. 104 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 The Company is exposed to interest rate risk specifically through its cash holdings and variable rate borrowings. Interest rate movements may affect the level of income receivable from any cash at bank and on deposits and the level of interest payable on variable rate borrowings. The effect of interest rate changes on the earnings of the companies held within the portfolio may have a significant impact on the valuation of the Company's investments. Interest rate sensitivity risk has been covered by the VaR analysis under the market risk section. #### Interest rate exposure The exposure at 31 August 2025 and 31 August 2024 of financial assets and liabilities to interest rate risk is shown by reference to: - fixed interest rates – when the financial instrument is due for repayment. | | 2025 | | | 2024 | | | | --- | --- | --- | --- | --- | --- | --- | | | Within one year £'000 | More than one year £'000 | Total £'000 | Within one year £'000 | More than one year £'000 | Total £'000 | | **Exposure to floating interest rates:** | | | | | | | | Cash and cash equivalents – cash at bank | 576 | – | 576 | 8 | – | 8 | | Cash and cash equivalents – cash fund | 16,221 | – | 16,221 | – | – | – | | Cash and cash equivalents – bank overdraft | (1,468) | – | (1,468) | (50,150) | – | (50,150) | | **Total exposure to interest rates** | **15,329** | **–** | **15,329** | **(50,142)** | **–** | **(50,142)** | The Company does not have any fixed rate exposure at 31 August 2025 or 31 August 2024. #### Management of interest rate risk The possible effects on fair value and cash flows that could arise as a result of changes in interest rates are taken into account when making investment decisions and borrowings under the multi-currency overdraft facility. Derivative contracts are not used to hedge against the exposure to interest rate risk. Interest rate sensitivity risk has been covered by the VaR analysis under the market risk section. The Company finances part of its operating activities through borrowings at levels approved and monitored by the Board of the Company. Interest received on cash balances, or paid on the bank overdraft respectively, is approximately 1.20% and 5.66% per annum (2024: 4.90% and 8.21% per annum). #### (iii) Market risk arising from other price risk ##### Exposure to other price risk Other price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices (other than those arising from interest rate risk or currency risk), whether those changes are caused by factors specific to the individual financial instrument or its issuer, or factors affecting similar financial instruments traded in the market. Local, regional or global events such as war, acts of terrorism, the spread of infectious illness or other public health issues, recessions, climate change, or other events could have a significant impact on the Company and market prices of its investments and could result in increased premiums or discounts to the Company's net asset value. The Company is exposed to market price risk arising from its equity investments. The movements in the prices of these investments result in movements in the performance of the Company. Other price risk sensitivity has been covered by the VaR analysis under the market risk section on page 103. The Company's exposure to other changes in market prices at 31 August 2025 on its equity investments was £551,175,000 (2024: £691,831,000). Section 4: Financial statements 105 # Notes to the Financial Statements continued ## 16. Risk management policies and procedures continued ### Management of other price risk By diversifying the portfolio, where this is appropriate and consistent with the Company's objectives, the risk that a price change of a particular investment will have a material impact on the NAV of the Company is reduced which is in line with the investment objectives of the Company. ### (b) Counterparty credit risk Counterparty credit risk is the risk that the issuer of a financial instrument will fail to fulfil an obligation or commitment that it has entered into with the Company. The Company is exposed to counterparty credit risk from the parties with which it trades and will bear the risk of settlement default. Counterparty credit risk to the Company arises from transactions to purchase or sell equity investments. The major counterparties engaged with the Company are all widely recognised and regulated entities. There were no past due or impaired assets as of 31 August 2025 (2024: none). ### Depository The Company's Depository is The Bank of New York Mellon (International) Limited (BNY or the Depository) (S&P long-term credit rating as at 31 August 2025: AA- (2024: AA-)). The Company's listed investments are held on its behalf by The Bank of New York Mellon (International) Limited (BNY) as the Company's Custodian (as sub-delegated by the Depository). All of the equity assets and cash of the Company are held within the custodial network of the global custodian appointed by the Depository. Bankruptcy or insolvency of the Depository/Custodian may cause the Company's rights with respect to its investments held by the Depository/Custodian to be delayed or limited. The maximum exposure to this risk at 31 August 2025 is the total value of investments held with the Depository/Custodian and cash and cash equivalents in the Balance Sheet. In accordance with the requirements of the depository agreement, the Depository will ensure that any agents it appoints to assist in safekeeping the assets of the Company will segregate the assets of the Company. Thus, in the event of insolvency or bankruptcy of the Depository, the Company's non-cash assets are segregated and this reduces counterparty credit risk. The Company will, however, be exposed to the counterparty credit risk of the Depository in relation to the Company's cash held by the Depository. In the event of the insolvency or bankruptcy of the Depository, the Company will be treated as a general creditor of the Depository in relation to cash holdings of the Company. ### Counterparties/brokers All transactions in listed securities are settled/paid for upon delivery using an approved broker. The risk of default is considered minimal, as delivery of securities sold is only made once the broker has made payment. Payment is made on a purchase once the securities have been delivered by the broker. The trade will fail if either party fails to meet its obligation. Counterparty credit risk also arises on transactions with a broker in relation to transactions awaiting settlement. Risk relating to unsettled transactions is considered small due to the short settlement period involved and the high credit quality of the broker used. The Company monitors the credit rating and financial position of the broker used to further mitigate this risk. Cash held by a counterparty is subject to the credit risk of the counterparty as the Company's access to its cash could be delayed should the counterparty become insolvent or bankrupt. The following table details the total number of counterparties to which the Company is exposed, the maximum exposure to any one counterparty, any collateral held by the Company against this exposure, the total exposure to all other counterparties and the lowest long-term credit rating of any one counterparty (or its ultimate parent if unrated). | Year | Total number of counterparties | Maximum exposure to any one counterparty^{1} £'000 | Total exposure to all other counterparties^{1} £'000 | Lowest credit rating of any one counterparty^{2} | | --- | --- | --- | --- | --- | | 2025 | 1 | 576 | - | AA- | | 2024 | 2 | 482 | 8 | A+ | $^{1}$ Calculated on a net exposure basis. $^{2}$ Standard & Poor's ratings. 106 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 ## Debtors Amounts due from debtors are disclosed on the Balance Sheet as Debtors. The counterparties included in debtors are the same counterparties discussed previously under counterparty credit risk and subject to the same scrutiny by the BlackRock RQA Counterparty and Concentration Risk (RQA CCR) team. The Company monitors the ageing of debtors to mitigate the risk of debtor balances becoming overdue. In summary, the exposure to credit risk at 31 August 2025 and 31 August 2024 was as follows: | | 2025 £'000 | 2024 £'000 | | --- | --- | --- | | Cash and cash equivalents - cash at bank | 576 | 8 | | Cash and cash equivalents - cash fund | 16,221 | – | | Sales for future settlement | – | 482 | | Other debtors | 640 | 266 | | **Total** | **17,437** | **756** | ## Management of counterparty credit risk Credit risk is monitored and managed by RQA CCR. The team is headed by BlackRock's Chief Credit Officer who reports to the Global Head of RQA. Credit authority resides with the Chief Credit Officer and selected team members to whom specific credit authority has been delegated. As such, counterparty approvals may be granted by the Chief Credit Officer, or by identified RQA Credit Risk Officers who have been formally delegated authority by the Chief Credit Officer. The counterparty credit risk is managed as follows: - transactions are only entered into with those counterparties approved by RQA CCR, with a formal review carried out for each new counterparty and counterparties selected by RQA CCR on the basis of a number of risk mitigation criteria designed to reduce the risk to the Company of default; - the creditworthiness of financial institutions with whom cash is held is reviewed regularly by RQA CCR; and - RQA CCR review the credit standard of the Company's brokers on a periodic basis and set limits on the amount that may be due from any one broker. The Board monitors the Company's counterparty risk by reviewing: - the semi-annual report from the Depositary, which includes the results of periodic site visits to the Company's Custodian where controls are reviewed and tested; - the Custodian's Service Organisation Control (SOC 1) reports which include a report by the Custodian's auditor. This report sets out any exceptions or issues noted as a result of the auditor's review of the custodian's control processes; - the Manager's internal control report which includes a report by the Manager's auditor. This report sets out any exceptions or issues noted as a result of the auditor's review of the Manager's control processes; and - in addition, the Depositary and the Manager report any significant breaches or issues arising to the Board as soon as these are identified. ## (c) Liquidity risk This is the risk that the Company will encounter difficulties in meeting obligations associated with financial liabilities. At the year end, the Company had an available overdraft facility of the lower of £75 million or 15% of the Company's net assets (2024: lower of £75 million or 15% of the Company's net assets). Section 4: Financial statements 107 # Notes to the Financial Statements continued ## 16. Risk management policies and procedures continued ### Liquidity risk exposure The undiscounted gross cash outflows of the financial liabilities as at 31 August 2025 and 31 August 2024, based on the earliest date on which payment can be required, were as follows: | | 2025 Within 3 months £'000 | 2024 Within 3 months £'000 | | --- | --- | --- | | **Current liabilities:** | | | | Cash and cash equivalents - bank overdraft | 1,468 | 50,150 | | Purchases for future settlement | – | 331 | | Share buybacks awaiting settlement | 489 | 301 | | Other creditors | 1,805 | 4,605 | | **Total** | **3,762** | **55,387** | ### Management of liquidity risk Liquidity risk is minimised by holding sufficient liquid investments which can be readily realised to meet liquidity demands. Asset disposals may also be required to meet liquidity needs. Liquidity risk is not significant as the majority of the Company's assets are investments in listed securities that are readily realisable. The Company's liquidity risk is managed on a daily basis by the Investment Manager in accordance with established policies and procedures in place. The portfolio managers review daily forward-looking cash reports which project cash obligations. These reports allow them to manage their obligations. For the avoidance of doubt, none of the assets of the Company are subject to special liquidity arrangements. ### (d) Valuation of financial instruments Financial assets and financial liabilities are either carried in the Balance Sheet at their fair value (investments) or at an amount which is a reasonable approximation of fair value (due from brokers, dividends and interest receivable, due to brokers, accruals, cash at bank and bank overdrafts). Section 34 of FRS 102 requires the Company to classify fair value measurements using a fair value hierarchy that reflects the significance of inputs used in making the measurements. The valuation techniques used by the Company are explained in the accounting policies note to the Financial Statements on page 93. Categorisation within the hierarchy has been determined on the basis of the lowest level input that is significant to the fair value measurement of the relevant asset. The fair value hierarchy has the following levels: #### Level 1 – Quoted market price for identical instruments in active markets A financial instrument is regarded as quoted in an active market if quoted prices are readily available from an exchange, dealer, broker, industry group, pricing service or regulatory agency and those prices represent actual and regularly occurring market transactions on an arm's length basis. The Company does not adjust the quoted price for these instruments. #### Level 2 – Valuation techniques using observable inputs This category includes instruments valued using quoted prices for similar instruments in markets that are considered less active, or other valuation techniques where significant inputs are directly or indirectly observable from market data. #### Level 3 – Valuation techniques using significant unobservable inputs This category includes all instruments where the valuation technique includes inputs not based on market data and these inputs could have a significant impact on the instrument's valuation. This category also includes instruments that are valued based on quoted prices for similar instruments where significant entity determined adjustments or assumptions are required to reflect differences between the instruments and instruments for which there is no active market. The Investment Manager considers observable data to be that market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. The level in the fair value hierarchy within which the fair value measurement is categorised in its entirety is determined on the basis of the lowest level input that is significant to the fair value measurement. If a fair value measurement uses observable inputs that require significant adjustment based on unobservable inputs, that measurement is a Level 3 measurement. 108 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 Assessing the significance of a particular input to the fair value measurement in its entirety requires judgement, considering factors specific to the asset or liability including an assessment of the relevant risks including but not limited to credit risk, market risk, liquidity risk, business risk and sustainability risk. The determination of what constitutes 'observable' inputs requires significant judgement by the Investment Manager and these risks are adequately captured in the assumptions and inputs used in the measurement of Level 3 assets or liabilities. #### **Fair values of financial assets and financial liabilities** The table below is an analysis of the Company's financial instruments measured at fair value at the balance sheet date. | Financial assets at fair value through profit or loss | Level 1 £'000 | Level 2 £'000 | Level 3 £'000 | Total £'000 | | --- | --- | --- | --- | --- | | Equity investments at 31 August 2025 | 551,174 | – | 1 | 551,175 | | Equity investments at 31 August 2024 | 691,830 | – | 1 | 691,831 | The Company held two Level 3 securities as at 31 August 2025 (2024: two). A reconciliation of fair value measurement in Level 3 is set out below. | Level 3 financial assets at fair value through profit or loss | 2025 £'000 | 2024 £'000 | | --- | --- | --- | | Opening fair value | 1 | 942 | | Loss on investments included in (losses)/gains on investments in the Income Statement | – | (941) | | **Closing balance** | **1** | **1** | As at 31 August 2025, the investments in Sberbank and Lukoil have been valued at a nominal value of £0.01 due to the closure of the Moscow Stock Exchange to overseas investors and the secondary listings of depositary receipts of Russian companies having been suspended from trading. At the time of the invasion of Ukraine on 23 February 2022, the original book cost of these holdings was £28.7m and its carrying value was £20.7m and these amounts were fair valued to a nominal value of £0.01 on 3 March 2022. For exchange listed equity investments, the quoted price is the bid price. Substantially, all investments are valued based on unadjusted quoted market prices. Where such quoted prices are readily available in an active market, such prices are not required to be assessed or adjusted for any business risks, including climate change risk, in accordance with the fair value related requirements of the Company's financial reporting framework. ## **17. Capital management policies and procedures** The Company's capital management objectives are: - to ensure it will be able to continue as a going concern; and - to secure long-term capital growth primarily through investing in securities of large, mid and smaller capitalisation European companies, together with some investments in the developing markets of Europe. This is to be achieved through an appropriate balance of equity, capital and gearing. The policy is that gearing should not exceed 15% of net assets. The Company's objectives, policies and processes for managing capital remain unchanged from the preceding accounting period. The Company's total capital as at 31 August 2025 was £569,079,000 (2024: £640,300,000) comprised of equity, capital and other reserves. The Board with the assistance of the Investment Manager monitors and reviews the broad structure of the Company's capital on an ongoing basis. This review includes: - the planned level of gearing, which takes into account the Investment Manager's view on the market; and - the need to repurchase equity shares, either for cancellation or to be held in treasury, which takes account of the difference between the NAV per share and the share price (i.e. the level of share price discount or premium). Section 4: Financial statements 109 # Notes to the Financial Statements continued ## 17. Capital management policies and procedures continued The Company is subject to externally imposed capital requirements: - as a public company, the Company has a minimum share capital of £50,000; and - in order to be able to pay dividends out of profits available for distribution, the Company has to be able to meet one of the two capital restrictions tests imposed on investment companies by law. During the year, the Company complied with the externally imposed capital requirements to which it was subject. In addition, the Company has complied with any covenants in relation to the overdraft agreement. ## 18. Transactions with the Investment Manager and AIFM BlackRock Fund Managers Limited (BFM) provides management and administration services to the Company under a contract which is terminable on six months' notice. BFM has (with the Company's consent) delegated certain portfolio and risk management services, and other ancillary services, to BlackRock Investment Management (UK) Limited (BIM (UK)). Further details of the investment management contract are disclosed in the Directors' Report on page 53. The investment management fee is levied quarterly based on a tiered basis: 0.85% per annum on the month-end net asset value up to £350 million and 0.75% per annum on the month-end net asset value above £350 million. The investment management fee due for the year ended 31 August 2025 amounted to £4,772,000 (2024: £4,970,000). At the year end, £1,192,000 was outstanding in respect of the management fee (2024: £3,872,000). In addition to the above services, BIM (UK) provided the Company with marketing services. The total fees paid or payable for these services for the year ended 31 August 2025 amounted to £101,000 excluding VAT (2024: £157,000). Marketing fees of £168,000 excluding VAT were outstanding at 31 August 2025 (2024: £198,000). During the year, the Manager pays the amounts due to the Directors. These fees are then reimbursed by the Company for the amounts paid on its behalf. As at 31 August 2025, an amount of £141,000 was payable to the Manager in respect of Directors' fees (2024: £205,000). The Company has an investment in the BlackRock Institutional Cash Series plc - Euro Liquid Environmentally Aware Fund of £16,221,000 (2024: £nil) which for the year ended 31 August 2025 has been presented in the financial statements as a cash equivalent. The ultimate holding company of the Manager and the Investment Manager is BlackRock, Inc., a company incorporated in Delaware, USA. ## 19. Related party disclosure Disclosures of the Directors' interests in the ordinary shares of the Company and fees and expenses payable to the Directors are set out in the Directors' Remuneration Report on pages 60 and 65. At 31 August 2025, an amount of £19,000 (2024: £15,000) was outstanding in respect of Directors' fees. ### Significant holdings The following investors are: a. funds managed by the BlackRock Group or are affiliates of BlackRock Inc. (Related BlackRock Funds); or b. investors (other than those listed in (a) above) who held more than 20% of the voting shares in issue in the Company and are, as a result, considered to be related parties to the Company (Significant Investors). | | Total % of shares held by Related BlackRock Funds | Total % of shares held by Significant Investors who are not affiliates of BlackRock Group or BlackRock, Inc. | Number of Significant Investors who are not affiliates of BlackRock Group or BlackRock, Inc. | | --- | --- | --- | --- | | As at 31 August 2025 | 1.3 | n/a | n/a | | As at 31 August 2024 | 1.3 | n/a | n/a | ## 20. Contingent liabilities There were no contingent liabilities at 31 August 2025 (2024: none). 110 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 ## Additional ## information French multinational aerospace and defence specialist Thales Group looks set to benefit from European rearmament and French budget increases, with a particular focus on electronics and air defence. Section 5: Additional information 113 Job No: 52954 Proof Event: 16 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2024 T: 0207 055 6500 F: 020 7055 6600 # Shareholder information ## Financial calendar The timing of the announcement and publication of the Company's results may normally be expected in the months shown below: | **April/May** | Half yearly figures announced and Half Yearly Financial Report published. | | --- | --- | | **May** | Interim dividend paid. | | **November** | Annual results and final dividend for year announced. Annual Report and Financial Statements published. | | **December** | Annual General Meeting. | | **December** | Final dividend paid. | ## Dividend – 2025 The proposed final dividend in respect of the year ended 31 August 2025 is 5.40p per share. The Board also declared an interim dividend of 1.75p per share which was paid on 18 June 2025 to shareholders on the register on 23 May 2025. | Ex-dividend date (shares transferred without the dividend) | 20 November 2025 | | --- | --- | | Record date (last date for registering transfers to receive the dividend) | 21 November 2025 | | Last date for registering DRIP instructions | 28 November 2025 | | Dividend payment date | 19 December 2025 | ## Payment of dividends Cash dividends will be sent by cheque to the first-named shareholder at their registered address. Dividends may also be paid direct into a shareholder's bank account via BACSTEL-IP (Bankers' Automated Clearing Service – Telecom Internet Protocol). This may be arranged by contacting the Company's registrar, Computershare Investor Services PLC, through their secure website www.investorcentre.co.uk, or by telephone on 0370 707 1163, or by completing the Mandate Instructions section on the reverse of your dividend counterfoil and sending this to the Company's registrar, Computershare. Confirmation of dividends paid will be sent to shareholders at their registered address, unless other instructions have been given, to arrive on the payment date. ## Dividend reinvestment scheme (DRIP) Shareholders may request that their dividends be used to purchase further shares in the Company. Dividend reinvestment forms may be obtained from Computershare Investor Services PLC, through their secure website www.investorcentre.co.uk, or by telephone on 0370 707 1163. Shareholders who have already opted to have their dividends reinvested do not need to reapply. The last date for registering for this service for the forthcoming dividend is 28 November 2025. ## Share price The Company's mid-market ordinary share price is quoted daily in The Financial Times and The Times under 'Investment Companies' and in The Daily Telegraph under 'Investment Trusts'. The share price is also available on the BlackRock website at www.blackrock.com/uk/brge. ## ISIN/SEDOL numbers The ISIN/SEDOL numbers and mnemonic codes for the Company's shares are: | | Ordinary shares | | --- | --- | | ISIN | GB00B01RDH75 | | SEDOL | B01RDH7 | | Reuters Code | BRGE.L | | Bloomberg Code | BRGE.LN | 114 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 ### Dividend tax allowance The annual tax-free allowance on dividend income across an individual’s entire share portfolio is currently £500. Above this amount, individuals will pay tax on their dividend income at a rate dependent on their income tax bracket and personal circumstances. The Company will continue to provide registered shareholders with confirmation of the dividends paid and this should be included with any other dividend income received when calculating and reporting total dividend income received. It is a shareholder’s responsibility to include all dividend income when calculating any tax liability. If you have any tax queries, please contact a financial advisor. ### Share dealing Investors wishing to purchase more shares in the Company or sell all or part of their existing holding may do so through a stockbroker. Most banks also offer this service. Alternatively, please go to www.computershare.com/dealing/uk for a range of dealing services made available by Computershare. ### CREST The Company’s shares may be held in CREST, an electronic system for uncertificated securities trading. Private investors can continue to retain their share certificates and remain outside the CREST system. Private investors are able to buy and sell their holdings in the same way as they did prior to the introduction of CREST, although there may be differences in dealing charges. ### Risk factors • Past performance is not necessarily a guide to future performance. • The value of your investment in the Company and the income from it can fluctuate as the value of the underlying investments fluctuate. • The price at which the Company’s shares trade on the London Stock Exchange is not the same as their net asset value (NAV) (although they are related) and therefore you may realise returns which are lower or higher than NAV performance. ### Electronic communications We encourage you to play your part in reducing our impact on the environment and elect to be notified by email when your shareholder communications become available online. This means you will receive timely, cost-effective and greener online annual reports, half yearly financial reports and other relevant documentation. Shareholders who opt for this service will receive an email from Computershare with a link to the relevant section of the BlackRock website where the documents can be viewed and downloaded. Please submit your email address by visiting www.investorcentre.co.uk/ecomms. You will require your shareholder reference number which you will find on your share certificate or dividend confirmation statement. You will continue to receive a printed copy of these reports if you have elected to do so. Alternatively, if you have not submitted your email address nor have elected to receive printed reports, we will write and let you know where you can view these reports online. ### Electronic proxy voting Shareholders are able to submit their proxy votes electronically via Computershare’s internet site at www.eproxyappointment.com using their shareholder reference number, control number and a unique identification PIN which will be provided with voting instructions and the Notice of Annual General Meeting. CREST members who wish to appoint one or more proxies or give an instruction through the CREST electronic proxy appointment service may do so by using the procedures described in the CREST manual. More details are set out in the notes on the Form of Proxy and the Notice of Annual General Meeting. Section 5: Additional information 115 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # Shareholder information continued ## Nominee code Where shares are held in a nominee company name, the Company undertakes: - to provide the nominee company with multiple copies of shareholder communications, so long as an indication of quantities has been provided in advance; and - to allow investors holding shares through a nominee company to attend general meetings, provided the correct authority from the nominee company is available. Nominee companies are encouraged to provide the necessary authority to underlying shareholders to attend the Company's general meetings. ## Publication of net asset value/portfolio analysis The net asset value (NAV) per share of the Company is calculated daily, with details of the Company's investments and performance being published monthly. The daily NAV per share and monthly information are released through the London Stock Exchange's Regulatory News Service and are available on the BlackRock website at www.blackrock.com/uk/brge and through the Reuters News Service under the code 'BLRKINDEX', on page 8800 on Topic 3 (ICV terminals) and under 'BLRK' on Bloomberg (monthly information only). ## Individual Savings Account (ISA) ISAs are a tax-efficient method of investment and the Company's shares are eligible investments for inclusion within stocks and shares Individual Savings Accounts. In the 2025/2026 tax year, investors have an annual ISA allowance of £20,000 (2024/2025: £20,000) which can be invested in either cash or shares. ## Online access Other details about the Company are available on the website at www.blackrock.com/uk/brge. The financial statements and other literature are published on the website. Visitors to the website need to be aware that legislation in the United Kingdom governing the preparation and dissemination of the financial statements may differ from legislation in other jurisdictions. Shareholders can also manage their shareholding online by using Investor Centre, Computershare's secure website, at www.investorcentre.co.uk. To access Computershare's website, you will need your shareholder reference number (SRN) which can be found on paper or electronic communications you have previously received from Computershare. Listed below are the most frequently used features of the website. - Holding enquiry – view balances, values, history, payments and reinvestments. - Payments enquiry – view your dividends and other payment types. - Address change – change your registered address. - Bank details update – choose to receive your dividend payment directly into your bank account instead of by cheque. - e-Comms sign-up – choose to receive email notification when your shareholder communications become available instead of paper communications. - Outstanding payments – reissue payments using the online replacement service. - Downloadable forms – including dividend mandates, stock transfer, dividend reinvestment and change of address forms. ## How to invest in the Company There are various ways you can invest in the Company, including buying your shares through an investment platform, through a professional adviser, through Individual savings accounts (ISAs) and Self-invested personal pensions (SIPPs) or via the Company's dividend reinvestment plan. Please visit the Association of Investment Companies' (AIC) website at https://www.theaic.co.uk/your-guide-to-investment-companies/how-to-invest for further information. 116 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 ## Shareholder enquiries The Company's registrar is Computershare Investor Services PLC. Certain details relating to your holding can be checked through the Computershare Investor Centre website. As a security check, specific information needs to be input accurately to gain access to an individual's account. This includes your shareholder reference number, available from your share certificate, dividend confirmation statement or other electronic communications you have previously received from Computershare. The address of the Computershare website is www.investorcentre.co.uk. Alternatively, please contact the registrar on 0370 707 1163. Changes of name or address must be notified in writing either through Computershare's website, or to the registrar at: Computershare Investor Services PLC The Pavilions Bridgwater Road Bristol BS99 6ZZ ## General enquiries Enquiries about the Company should be directed to: The Company Secretary BlackRock Greater Europe Investment Trust plc 12 Throgmorton Avenue London EC2N 2DL Telephone: 020 7743 3000 Email: cosec@blackrock.com Section 5: Additional information 117 # Analysis of ordinary shareholders as at 31 August 2025 (unaudited) ## By type of holder | | Number of shares^{1} | % of total 2025 | % of total 2024 | Number of holders | % of total 2025 | % of total 2024 | | --- | --- | --- | --- | --- | --- | --- | | Direct private investors | 19,696,719 | 20.7 | 21.1 | 6,006 | 95.0 | 94.8 | | Banks and nominee companies | 74,784,006 | 78.5 | 77.6 | 264 | 4.2 | 4.2 | | Others | 760,235 | 0.8 | 1.3 | 54 | 0.8 | 1.0 | | | **95,240,960** | **100.0** | **100.0** | **6,324** | **100.0** | **100.0** | ## By size of holding | | Number of shares^{1} | % of total 2025 | % of total 2024 | Number of holders | % of total 2025 | % of total 2024 | | --- | --- | --- | --- | --- | --- | --- | | 1-5,000 | 9,319,956 | 9.8 | 10.0 | 5,073 | 80.2 | 79.6 | | 5,001-100,000 | 14,369,838 | 15.1 | 16.1 | 1,177 | 18.6 | 19.1 | | 100,001-1,000,000 | 19,251,789 | 20.2 | 20.7 | 58 | 0.9 | 1.0 | | 1,000,001-5,000,000 | 31,985,326 | 33.6 | 30.7 | 14 | 0.2 | 0.2 | | Over 5,000,000 | 20,314,051 | 21.3 | 22.5 | 2 | 0.1 | 0.1 | | | **95,240,960** | **100.0** | **100.0** | **6,324** | **100.0** | **100.0** | $^{1}$ Excludes treasury shares of 22,687,978 and unsettled share buybacks of 85,538 shares into treasury as at 31 August 2025. 118 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 ## Historical record (unaudited) Net asset | | Ordinary | | | Net assets | value per | | | Revenue | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | shares in | | attributable | | ordinary | | attributable | | Revenue | | | Year ended | issue ex. | Treasury | | to ordinary | share – | Ordinary | to ordinary | | earnings | Dividend | | 31 August | Treasury | shares | shareholders | | undiluted | share price | shareholders | | per share | per share | £’000 p p £’000 p p 2006 130,238,932 3,466,164 206,273 158.38 151.00 3,396 2.53 2.00 2007 119,843,969 4,885,076 221,331 184.68 179.00 3,823 3.06 2.40 2008 112,388,958 2,728,833 191,040 169.98 156.75 4,308 3.73 3.00 2009 105,124,598 1,696,092 172,713 164.29 153.75 3,519 3.26 3.15 2010 99,042,423 2,642,046 174,375 176.06 159.25 3,194 3.13 3.30 1 2011 95,859,314 1,739,788 178,535 186.25 181.00 6,581 6.77 3.50 2012 119,793,123 4,760,637 223,041 186.19 175.00 5,984 5.52 4.20 2 2013 108,719,211 5,718,353 254,941 234.49 228.75 7,295 6.32 4.50 2014 108,828,058 5,429,676 258,987 237.98 228.50 4,964 4.59 4.70 2015 104,309,663 5,488,898 261,459 250.66 244.00 5,609 5.28 5.00 2016 102,603,113 7,725,825 294,908 287.43 272.00 5,782 5.60 5.30 2017 95,295,953 15,032,985 330,727 347.05 328.00 5,172 5.33 5.45 2018 86,459,691 23,869,247 330,419 382.17 363.00 5,347 5.95 5.75 2019 84,713,101 25,615,837 338,442 399.52 385.00 4,160 4.87 5.85 2020 84,323,101 26,005,837 387,861 459.97 447.00 5,776 6.85 6.15 2021 96,055,411 17,573,527 651,731 678.49 692.00 3,595 4.13 6.30 2022 101,698,853 16,230,085 483,799 475.72 456.00 7,728 7.65 6.60 2023 101,000,161 16,928,777 565,710 560.11 527.00 6,920 6.85 6.75 2024 99,332,161 18,596,777 640,300 644.60 601.00 7,379 7.35 7.00 2025 95,155,422 22,773,516 569,079 598.05 570.00 6,684 6.89 7.15 1 Excluding a special dividend of 2.50p per share. 2 Excluding a special dividend of 1.00p per share. Section 5: Additional information 119 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Management and other service providers ### Registered Office (Registered in England, No. 5142459) 12 Throgmorton Avenue London EC2N 2DL ### Investment Manager and Company Secretary 1 BlackRock Investment Management (UK) Limited 12 Throgmorton Avenue London EC2N 2DL Telephone: 020 7743 3000 Email: cosec@blackrock.com ### Alternative Investment Fund Manager 1 BlackRock Fund Managers Limited 12 Throgmorton Avenue London EC2N 2DL ### Fund Accountant, Depositary, Custodian and Banker 1 The Bank of New York Mellon (International) Limited 160 Queen Victoria Street London EC4V 4LA ### Registrar 1 Computershare Investor Services PLC The Pavilions Bridgwater Road Bristol BS99 6ZZ Telephone: 0370 707 1163 ### Independent Auditors PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors More London 7 More London Riverside London SE1 2RT ### Stockbrokers 1 Cavendish Capital Markets Limited One Bartholomew Close London EC1A 7BL ### Solicitors Herbert Smith Freehills LLP Exchange House Primrose Street London EC2A 2EG 1 Authorised and regulated by the Financial Conduct Authority. 120 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # AIFMD disclosures (unaudited) ## Remuneration related disclosures in accordance with Article 22(2) of the AIFMD, Article 107 of the AIFMD Regulations and Section XIII of the ESMA Guidelines on sound remuneration policies under the AIFMD The below disclosures are made in respect of the remuneration policies of the BlackRock group ("BlackRock"), as they apply to BlackRock Fund Managers Limited (the "Manager"). The disclosures are made in accordance with the provisions in the UK implementing the Alternative Investment Fund Managers Directive (the "AIFMD"), the European Commission Delegated Regulation supplementing the AIFMD (the "Delegated Regulation") and the "Guidelines on sound remuneration policies under the AIFMD" issued by the European Securities and Markets Authority. ### Quantitative remuneration disclosure The Manager is required under the AIFMD to make quantitative disclosures of remuneration. These disclosures are made in line with BlackRock's interpretation of currently available regulatory guidance on quantitative remuneration disclosures. As market or regulatory practice develops BlackRock may consider it appropriate to make changes to the way in which quantitative remuneration disclosures are calculated. Where such changes are made, this may result in disclosures in relation to a fund not being comparable to the disclosures made in the prior year, or in relation to other BlackRock fund disclosures in that same year. Remuneration information at an individual AIF level is not readily available. Disclosures are provided in relation to: (a) the staff of the Manager; (b) staff who are senior management; (c) staff who have the ability to materially affect the risk profile of the Company; and (d) staff of companies to which portfolio management and risk management has been formally delegated. All individuals included in the aggregated figures disclosed are rewarded in line with BlackRock's remuneration policy for their responsibilities across the relevant BlackRock business area. As all individuals have a number of areas of responsibilities, only the portion of remuneration for those individuals' services attributable to the Manager is included in the aggregate figures disclosed. Members of staff and senior management of the Manager typically provide both AIFMD and non-AIFMD related services in respect of multiple funds, clients and functions of the Manager and across the broader BlackRock group. Conversely, members of staff and senior management of the broader BlackRock group may provide both AIFMD and non-AIFMD related services in respect of multiple funds, clients and functions of the broader BlackRock group and of the Manager. Therefore, the figures disclosed are a sum of individuals' portion of remuneration attributable to the Manager according to an objective apportionment methodology which acknowledges the multiple-service nature of the Manager and the broader BlackRock group. Accordingly, the figures are not representative of any individual's actual remuneration or their remuneration structure. The amount of the total remuneration awarded to the Manager's staff in respect of the Manager's financial year ended 31 December 2024 is US$102.44 million. This figure is comprised of fixed remuneration of US$37.20 million and variable remuneration of US$65.24 million. There were a total of 4,206 beneficiaries of the remuneration described above. The amount of the aggregate remuneration awarded by the Manager in respect of the Manager's financial year ended 31 December 2024 to its senior management was US$14.31 million, and to other members of its staff whose actions potentially have a material impact on the risk profile of the Manager or its funds was US$16.36 million. These figures relate to the Manager and not to the Company. Section 5: Additional information 121 ## AIFMD disclosures (unaudited) continued ### Leverage The Company may employ leverage and borrow cash in accordance with its stated investment policy or investment strategy. Consistent with its investment objective and policy, the Company may also utilise derivative instruments as part of its investment policy. The use of derivatives may expose the Company to a higher degree of risk. In particular, derivative contracts can be highly volatile and the amount of initial margin is generally small relative to the size of the contract so that transactions may be leveraged in terms of market exposure. A relatively small market movement may have a potentially larger impact on derivatives than on standard underlying bonds or equities. Leveraged derivative positions can therefore increase the Company’s volatility. The use of borrowings and leverage has attendant risks and can, in certain circumstances, substantially increase the adverse impact to which the Company’s investment portfolio may be subject. No derivatives were used for leverage purposes during the year. For the purposes of this disclosure, leverage is any method by which the Company’s exposure is increased, whether through borrowing of cash or securities, or leverage embedded in foreign exchange forward contracts or by any other means. The AIFMD requires that each leverage ratio be expressed as the ratio between a Company’s exposure and its NAV, and prescribes two required methodologies, the gross methodology and the commitment methodology (as set out in AIFMD Level 2 Implementation Guidance), for calculating such exposure. Using the methodologies prescribed under the AIFMD, the leverage of the Company is disclosed in the table below: | Commitment | | | Gross | Commitment | | | Gross | | --- | --- | --- | --- | --- | --- | --- | --- | | leverage as | | leverage as | | leverage as | | leverage as | | | at 31 August | | at 31 August | | at 31 August | | at 31 August | | | | 2025 | | 2025 | | 2024 | | 2024 | Leverage ratio 1.00 1.00 1.16 1.16 ### Other risk disclosures The financial risk disclosures relating to risk framework and liquidity risk are set out in note 16 of the notes to the Financial Statements. ### Pre investment disclosures 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. An Investor Disclosure Document, which sets out information on the Company’s investment strategy and policies, leverage, risk, liquidity, administration, management, fees, conflicts of interest and other shareholder information is available on the website at www.blackrock.com/uk/brge. There have been no material changes (other than those reflected in these financial statements) to this information requiring disclosure. Any information requiring immediate disclosure pursuant to the AIFMD will be disclosed to the London Stock Exchange through a primary information provider. LUCY DINA For and on behalf of BlackRock Investment Management (UK) Limited Company Secretary 4 November 2025 122 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # Information to be disclosed in accordance with Listing Rule 6.6.1 The disclosures below are made in compliance with the requirements of Listing Rule 6.6.1. 6.6.1 (1) The Company has not capitalised any interest in the period under review. 6.6.1 (2) The Company has not published any unaudited financial information in a class 1 circular or prospectus or any profit forecast or profit estimate. 6.6.1 (3) The Company does not have any long-term incentive schemes in operation. 6.6.1 (4) and (5) No Director of the Company has waived or agreed to waive any current or future emoluments from the Company or any subsidiary undertaking. 6.6.1 (6) The Company has not allotted any equity securities for cash in the period under review. The Company is a stand-alone entity therefore Listing Rules 6.6.1 (7) and 6.6.1 (8) are not applicable. 6.6.1 (9) There were no contracts of significance subsisting during the period under review to which the Company is a party and in which a Director of the Company is or was materially interested; or between the Company and a controlling shareholder. 6.6.1 (10) This provision is not applicable to the Company. 6.6.1 (11) and (12) There were no arrangements under which a shareholder has waived or agreed to waive any dividends or future dividends. 6.6.1 (13) This provision is not applicable to the Company. ## **LUCY DINA** For and on behalf of BlackRock Investment Management (UK) Limited Company Secretary 4 November 2025 **Section 5: Additional information 123** # Depositary report ![img-9.jpeg](img-9.jpeg) The Bank of New York Mellon (International) Limited 160 Queen Victoria Street London EC4V 4LA T +44 (0)20 7570 1784 22 September 2025 To the Board of Directors BlackRock Greater Europe Investment Trust Plc 12 Throgmorton Avenue, London EC2N 2DL Dear Sir / Madam, Re: BlackRock Greater Europe Investment Trust Plc ('the Entity') Statement of the Depositary's Responsibilities in Respect of the Scheme and Report of the Depositary to the Shareholders of the BlackRock Greater Europe Investment Trust Plc ("the Company") for the Period Ended 31 August 2025. The Depositary must ensure that the Company is managed in accordance with the Financial Conduct Authority's Investment Funds Sourcebook, ("the Sourcebook"), the Alternative Investment Fund Managers Directive ("AIFMD") (together "the Regulations") and the Company's Articles of Association. The Depositary must in the context of its role act honestly, fairly, professionally, independently and in the interests of the Company and its investors. The Depositary is responsible for the safekeeping of the assets of the Company in accordance with the Regulations. The Depositary must ensure that: - the Company's cash flows are properly monitored and that cash of the Company is booked into the cash accounts in accordance with the Regulations; - the sale, issue, repurchase, redemption and cancellation of shares are carried out in accordance with the Regulations; - the assets under management and the net asset value per share of the Company are calculated in accordance with the Regulations; - any consideration relating to transactions in the Company's assets is remitted to the Company within the usual time limits; - that the Company's income is applied in accordance with the Regulations; and - the instructions of the Alternative Investment Fund Manager ("the AIFM") are carried out (unless they conflict with the Regulations). The Depositary also has a duty to take reasonable care to ensure that Company is managed in accordance with the Articles of Association in relation to the investment and borrowing powers applicable to the Company. Having carried out such procedures as we consider necessary to discharge our responsibilities as Depositary of the Company, it is our opinion, based on the information available to us and the explanations provided, that in all material respects the Company, acting through the AIFM has been managed in accordance with the rules in the Sourcebook, the Articles of Association of the Company and as required by the AIFMD. The Bank of New York Mellon (International) Limited is registered in England & Wales with Company 3236121 with its Registered Office at 160 Queen Victoria Street London EC4V 4LA. Authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority. 124 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 ## Glossary ### Alternative Performance Measure (APM) An APM is a measure of performance or financial position that is not defined in applicable accounting standards and cannot be directly derived from the financial statements. The Company’s APMs are set out below and are cross-referenced where relevant to the financial inputs used to derive them as contained in other sections of the Annual Report and Financial Statements. ### Closed-end company An investment trust works along the same lines as a unit trust, in that it pools money from investors which is then managed on a collective basis. The main difference is that an investment trust is a company listed on the Stock Exchange and, in most cases, trading takes place in shares which have already been issued, rather than through the creation or redemption of units. As the number of shares which can be issued or cancelled at any one time is limited, and requires the approval of existing shareholders, investment trusts are known as closed-end funds or companies. This means that investment trusts are not subject to the same liquidity constraints as open-ended funds and can therefore invest in less liquid investments. ### Discount and premium* Investment trust shares can frequently trade at a discount to NAV. This occurs when the share price (based on the mid-market share price) is less than the NAV and investors may therefore buy shares at less than the value attributable to them by reference to the underlying assets. The discount is the difference between the share price and the NAV, expressed as a percentage of the NAV. | | | As at | | As at | | --- | --- | --- | --- | --- | | | 31 August | | 31 August | | | Discount calculation Page | | 2025 | | 2024 | Ordinary share price (pence) 99 570.00 601.00 (a) Net asset value per ordinary share (pence) 99 598.05 644.60 (b) (Discount)/premium (c = ((a-b)/b)) (%) (4.7) (6.8) (c) A premium occurs when the share price (based on the mid-market share price) is more than the NAV and investors would therefore be paying more than the value attributable to the shares by reference to the underlying assets. For example, if the share price was 520.00p and the NAV was 515.00p, the premium would be 1.0%. Discounts and premiums are mainly the consequence of supply and demand for the shares on the stock market. ### Gearing and borrowings* Investment companies can borrow to purchase additional investments. This is called ‘gearing’. It allows investment companies to take advantage of long-term view on a sector or to take advantage of a favourable situation or a particularly attractive stock without having to sell existing investments. Gearing works by magnifying the Company’s performance. If a company ‘gears up’ and then markets rise and the returns on the investments outstrip the costs of borrowing, the overall returns to investors will be even greater. But if markets fall and the performance of the assets in the portfolio is poor, then losses suffered by the investor will also be magnified. The Company may achieve gearing through borrowings or the effect of gearing through an appropriate balance of equity capital and borrowings. Gearing is calculated in line with AIC guidelines and represents net gearing. This is defined as total assets of the Company less current liabilities (excluding bank overdrafts), less any cash or cash equivalents held minus total shareholders’ funds, divided by total shareholders’ funds. Cash and cash equivalents are defined by the AIC as net current assets or net current liabilities (as relevant). To the extent that the Company has net current liabilities, the net current liabilities total is added back to the total assets of the Company to calculate the numerator in this equation. The calculation and the various inputs are set out in the following table. * Alternative Performance Measure. Section 5: Additional information 125 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Glossary continued | | | | As at | | As at | | --- | --- | --- | --- | --- | --- | | | | 31 August | | 31 August | | | | | | 2025 | | 2024 | | Net cash/(gearing) calculation | Page | | £’000 | | £’000 | Net assets 90 569,079 640,300 (a) 1 Borrowings 90 1,468 50,150 (b) Total assets (a + b) 570,547 690,450 (c) 2 Current assets 90 21,666 3,856 (d) Current liabilities (excluding borrowings) 90 (2,294) (5,237) (e) Net current assets/(liabilities) (d + e) 19,372 (1,381) (f) Net cash/(gearing) (g = (c - f - a)/a) (%) 3.1 (8.0) (g) 1 Includes bank overdraft. 2 Includes cash at bank. The audited inputs for this calculation can be found in the Balance Sheet in the Financial Statements. ### Leverage Leverage is defined in the AIFM Directive as ‘any method by which the AIFM increases the exposure of an AIF it manages whether through borrowing of cash or securities, or leverage embedded in derivative positions or by any other means’. Leverage is measured in terms of ‘exposure’ and is expressed as a ratio of net asset value: Total assets Leverage ratio = Net assets The Directive sets out two methodologies for calculating exposure. These are the Gross Method and the Commitment Method. The treatment of cash and cash equivalent balances in terms of calculating what constitutes an ‘exposure’ under AIFMD differs for these two methods. The definitions for calculating the Gross Method exposures require that “the value of any cash and cash equivalents which are highly liquid investments held in the base currency of the AIF, that are readily convertible to a known amount of cash, are subject to an insignificant risk of change in value and provide a return no greater than the rate of a three-month high quality government bond” should be excluded from exposure calculations. ### Net asset value (NAV) per share (capital only NAV)* The capital only NAV is a point of reference when comparing a range of investment trusts. This NAV focuses on the value of the Company’s assets disregarding the current period revenue income, on the basis that most trusts will distribute substantially all of their income in any financial period. It is calculated by dividing ‘equity shareholders’ funds’ (excluding current period revenue) by the total number of ordinary shares in issue. | | | As at | | As at | | --- | --- | --- | --- | --- | | | 31 August | | 31 August | | | Capital only NAV calculation Page | | 2025 | | 2024 | Capital only NAV (£’000) (g) 564,075 634,673 (a) Ordinary shares in issue 99 95,155,422 99,332,161 (b) Capital only NAV (pence) (c = a / b) 592.79 638.94 (c) | | | As at | | As at | | --- | --- | --- | --- | --- | | | 31 August | | 31 August | | | Page | | 2025 | | 2024 | Net assets (£’000) 90 569,079 640,300 (d) Current period revenue return (£’000) 99 (6,684) (7,379) (e) Interim dividends paid from current year revenue (£’000) 98 1,680 1,752 (f) Capital only (£’000) (g = (d - e + f)) 564,075 634,673 (g) * Alternative Performance Measure. 126 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ### Net asset value per share (cum income NAV) This is the value of the Company’s assets attributable to one ordinary share. It is calculated by dividing “equity shareholders’ funds” by the total number of ordinary shares in issue (excluding treasury shares). | | | As at | | As at | | --- | --- | --- | --- | --- | | | 31 August | | 31 August | | | Cum income NAV calculation Page | | 2025 | | 2024 | Equity shareholders’ funds (£’000) (g) 99 569,079 640,300 (a) Ordinary shares in issue 99 95,155,422 99,332,161 (b) Cum income NAV (pence) (c = a / b) 598.05 644.60 (c) Equity shareholders’ funds are calculated by deducting from the Company’s total assets, its current and long-term liabilities and any provision for liabilities and charges. ### NAV and share price return (return with dividends reinvested)* Performance statistics enable the investor to make performance comparisons between investment trusts with different dividend policies. The performance measures the combined effect of any dividends paid, together with the rise or fall in the share price or NAV. This is calculated by the movement in the share price or NAV plus the dividends paid by the Company assuming these are reinvested in the Company at the prevailing NAV/share price (please see note 9 of the financial statements for the inputs to the calculations). For the year | | | For the year | | For the year | | | --- | --- | --- | --- | --- | --- | | | | | ended | | ended | | | | 31 August | | 31 August | | | NAV total return | Page | | 2025 | | 2024 | Closing NAV per share (pence) 99 598.05 644.60 Add back interim and final dividends (pence) 98 7.00 6.75 Effect of dividend reinvestment (pence) 0.14 0.73 Adjusted closing NAV (pence) 605.19 652.08 (a) Opening NAV per share (pence) 99 644.60 560.11 (b) NAV performance (c = ((a - b)/b)) (%) (6.1) 16.4 (c) | | | For the year | | For the year | | | --- | --- | --- | --- | --- | --- | | | | | ended | | ended | | | | 31 August | | 31 August | | | Share total return | Page | | 2025 | | 2024 | Closing share price (pence) 99 570.00 601.00 Add back interim and final dividends (pence) 98 7.00 6.75 Effect of dividend reinvestment (pence) 0.34 0.75 Adjusted closing share price (pence) 577.34 608.50 (a) Opening share price (pence) 99 601.00 527.00 (b) Share price performance (c = ((a - b)/b)) (%) (3.9) 15.5 (c) * Alternative Performance Measure. Section 5: Additional information 127 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 ## Glossary continued Performance since inception | | | | For the | | For the | | --- | --- | --- | --- | --- | --- | | | | period since | | period since | | | | | inception to | | inception to | | | | | 31 August | | 31 August | | | NAV total return | Page | | 2025 | | 2024 | Closing NAV per share (pence) 99 598.05 644.60 Add back interim and final dividends (pence) 97.75 90.75 Effect of dividend reinvestment (pence) 147.11 162.44 Adjusted closing NAV (pence) 842.91 897.79 (a) Opening NAV per share (pence) 100.02 100.02 (b) NAV total return (c = ((a - b)/b)) (%) 742.7 797.6 (c) | | | | For the | | For the | | --- | --- | --- | --- | --- | --- | | | | period since | | period since | | | | | inception to | | inception to | | | | | 31 August | | 31 August | | | Share price total return | Page | | 2025 | | 2024 | Closing share price (pence) 99 570.00 601.00 Add back interim and final dividends (pence) 97.75 90.75 Effect of dividend reinvestment (pence) 146.23 155.59 Adjusted closing share price (pence) 813.98 847.34 (a) Opening share price (pence) 100.00 100.00 (b) Share price total return (c = ((a - b)/b)) (%) 714.0 747.3 (c) ### Ongoing charges ratio* Annualised ongoing charges Ongoing charges (%) = Average daily undiluted net asset value in the period Ongoing charges are those expenses of a type which are likely to recur in the foreseeable future, whether charged to capital or revenue, and which relate to the operation of the investment company as a collective fund. Ongoing charges are based on costs incurred in the year as being the best estimate of future costs and include the annual management charge. As recommended by the AIC in its guidance, ongoing charges are calculated using the Company’s annualised recurring revenue and capital expenses (excluding finance costs, direct transaction costs, custody transaction charges, VAT recovered, taxation, prior year expenses written back and certain non-recurring items) expressed as a percentage of the average daily net assets of the Company during the year. * Alternative Performance Measure. 128 BlackRock Greater Europe Investment Trust plc l Annual Report and Financial Statements 31 August 2025 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 The inputs that have been used to calculate the ongoing charges percentage are set out in the following table: | | | For the year | | For the year | | | --- | --- | --- | --- | --- | --- | | | | | ended | | ended | | | | 31 August | | 31 August | | | | | | 2025 | | 2024 | | Ongoing charges calculation | Page | | £’000 | | £’000 | 1 Management fee 95 4,772 4,970 2 Other operating expenses 96 836 875 Total management fee and other operating expenses 5,608 5,845 (a) Average daily net assets in the year 593,313 613,685 (b) Ongoing charges (c = a/b) (%) 0.95 0.95 (c) 1 With effect from 1 September 2025, the Company’s annual management fee was reduced 0.65% of net assets up to and including £400 million, 0.60% of net assets in excess of £400 million up to and including £1 billion and 0.525% of net assets in excess of £1 billion. It is estimated that the Company’s ongoing charges ratio (OCR) will reduce, allowing it to achieve an illustrative OCR of 0.775% (based on average net assets for the year ended 31 August 2025), representing a material improvement to the Company’s OCR of 0.95% for the year ended 31 August 2025. 2 Excluding prior year expenses written back of £10,000 and provision for doubtful debts of £nil (2024: prior year expenses written back of £12,000 and provision for doubtful debts of £1,557,000). ### Quoted securities and unquoted securities Quoted securities are securities that trade on an exchange for which there is a publicly quoted price. Unquoted securities are financial securities that do not trade on an exchange and for which there is not a publicly quoted price. ### Reference index The Company’s reference index is the FTSE World Europe ex UK Index. ### Revenue profit and revenue reserves Revenue profit is the net revenue income earned after deduction of fees and expenses allocated to the revenue account and taxation suffered by the Company. The revenue reserve is the undistributed income that the Company keeps as reserves. Investment trusts do not have to distribute all the income they generate, after expenses. They may retain up to 15% of revenue generated which will be held in a revenue reserve. This reserve can be used at a later date to supplement dividend payments to shareholders. ### Treasury shares Treasury shares are shares that a company keeps in its own treasury which are not currently issued to the public. These shares do not pay dividends, have no voting rights and are not included in a company’s total issued share capital amount for calculating percentage ownership. Treasury stock may have come from a repurchase or buy back from shareholders, or it may never have been issued to the public in the first place. Treasury shares may be reissued from treasury to the public to meet demand for a company’s shares in certain circumstances. ### Total dividends and yield* Total dividends represent total quarterly and final dividends declared by the Company for a particular year. The yield is the amount of cash (in percentage terms) that is returned to the owners of the security, in the form of interest or dividends received from it. Normally, it does not include the price variations, distinguishing it from the total return. | | | As at | | As at | | --- | --- | --- | --- | --- | | | 31 August | | 31 August | | | Page | | 2025 | | 2024 | 1 Interim and final dividends paid/payable (pence) 98 7.15 7.00 (a) Ordinary share price (pence) 570.00 601.00 (b) Yield (c = a/b) (%) 1.3 1.2 (c) 1 Comprising dividends declared/paid for the twelve months to 31 August. * Alternative Performance Measure. Section 5: Additional information 129 ## Annual ## general ## meeting Switzerland-based luxury goods company Compagnie Financière Richemont has seen strong momentum from its Cartier, Van Cleef and Buccellati jewellery brands. PHOTO COURTESY OF COMPAGNIE FINANCIÈRE RICHEMONT Section 6: Notice of annual general meeting 131 Job No: 45458 Proof Event: 3 Black Line Level: 1 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2021 T: 0207 055 6500 F: 020 7055 6600 # Notice of annual general meeting Notice is hereby given that the twentieth Annual General Meeting of BlackRock Greater Europe Investment Trust plc will be held at 12 Throgmorton Avenue, London EC2N 2DL on Thursday, 11 December 2025 at 12.00 noon to consider and, if thought fit, pass Resolutions 1 to 11 inclusive as ordinary resolutions and Resolutions 12 to 15 as special resolutions. More information in respect of the contribution of each Director to support their election/re-election is given in the Directors' Report on pages 57 and 58. ## Ordinary business 1. To receive the report of the Directors and the financial statements for the year ended 31 August 2025, together with the report of the auditors thereon. 2. To approve the Directors' Remuneration Report for the year ended 31 August 2025, excluding any content relating to the remuneration policy of the Company. 3. To declare a final dividend for the year ended 31 August 2025 of 5.40p for each ordinary share in the capital of the Company. 4. To elect Mr A M Impey as a Director. 5. To re-elect Mr P Baxter as a Director. 6. To re-elect Dr P Subacchi as a Director. 7. To re-elect Mr I R Sayers as a Director. 8. To re-elect Ms S H Shah as a Director. 9. To re-appoint PricewaterhouseCoopers LLP as auditors of the Company to hold office until the conclusion of the next Annual General Meeting of the Company. 10. To authorise the Audit and Management Engagement Committee to determine the auditors' remuneration. ## Ordinary resolution 11. That, in substitution for all existing authorities, the Directors of the Company be and are hereby generally and unconditionally authorised pursuant to Section 551 of the Companies Act 2006 (the Act), to exercise all the powers of the Company to allot relevant securities in the Company (as described in that section) up to an aggregate nominal amount of £9,398.41 (being 10% of the aggregate nominal amount of the issued ordinary share capital, excluding treasury shares, of the Company at the date of this notice) provided that this authority shall (unless previously revoked) expire at the conclusion of the Company's Annual General Meeting to be held in 2026, but the Company shall be entitled to make offers or agreements before the expiry of this authority which would or might require relevant securities to be allotted after such expiry and the Directors may allot such securities pursuant to any such offer or agreement as if the power conferred hereby had not expired. ## Special resolutions 12. That, in substitution for all existing authorities and subject to the passing of the resolution numbered 11, the Directors of the Company be and are hereby empowered pursuant to Sections 570 and 573 of the Companies Act 2006 (the Act) to: (a) allot up to 9,398,410 ordinary shares of 0.1p each in the Company (Ordinary Shares) with a maximum nominal amount of £9,398.41 (representing 10% of the aggregate nominal amount of the issued ordinary share capital, excluding treasury shares, of the Company at the date of this notice) at a premium to the most recently published net asset value per Ordinary Share prior to such allotment; and (b) resell up to 9,398,410 Ordinary Shares with a maximum nominal amount of £9,398.41 (representing 10% of the aggregate nominal amount of the issued ordinary share capital, excluding treasury shares, of the Company at the date of this notice) held by the Company in treasury (and, for the purposes of LR 11.4.18 R of the Listing Rules of the UK Listing Authority, such Ordinary Shares being permitted to be sold or transferred out of treasury for cash at a price which represents a premium to the most recently published net asset value per Ordinary Share prior to such sale); 132 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 in each case wholly for cash as if Section 561(1) of the Act did not apply to any such allotment or sale provided that this power shall (unless previously revoked) expire at the conclusion of the Company's Annual General Meeting to be held in 2026, but the Company shall be entitled to make offers or agreements before the expiry of this authority which would or might require Ordinary Shares to be allotted after such expiry and the Directors may allot such Ordinary Shares pursuant to any such offer or agreement as if the power conferred hereby had not expired. 13. That, in substitution for the Company's existing authority to make market purchases of ordinary shares of 0.1p each in the Company (Ordinary Shares), the Company be and is hereby generally and, subject as hereinafter appears, unconditionally authorised in accordance with Section 701 of the Companies Act 2006 (the Act) to make market purchases of Ordinary Shares (within the meaning of Section 693 of the Act) provided that: (a) the maximum number of Ordinary Shares hereby authorised to be purchased shall be 14,088,217 or, if less, that number of Ordinary Shares which is equal to 14.99% of the Company's issued ordinary share capital (excluding treasury shares) as at 11 December 2025; (b) the minimum price which may be paid for any such Ordinary Share shall be 0.1p; (c) the maximum price which may be paid for any such Ordinary Share shall be the higher of (i) 105% of the average of the middle market quotations (as derived from the Official List) of the Ordinary Shares for the five dealing days prior to the date on which the market purchase is made and (ii) the higher of the price quoted for the last independent trade and the highest current independent bid for, any number of Shares on the trading venue where the purchase is carried out; and (d) unless renewed, the authority hereby conferred shall expire at the conclusion of the next Annual General Meeting of the Company in 2026 save that the Company may, prior to such expiry, enter into a contract to purchase Ordinary Shares under the authority hereby conferred and may make a purchase of Ordinary Shares pursuant to any such contract notwithstanding such expiry. All Ordinary Shares purchased pursuant to the above authority shall be either: (i) held, sold, transferred or otherwise dealt with as treasury shares in accordance with the provisions of the Act; or (ii) cancelled immediately upon completion of the purchase. 14. That, in addition to the authority given to the Company to purchase its own shares pursuant to the resolution numbered 13 above and in accordance with the terms and conditions of the Company's regular tender offers, the Company be and is hereby authorised in accordance with Section 701 of the Companies Act 2006 (the Act) to make market purchases (within the meaning of Section 693 of the Act) of its ordinary shares of 0.1p each (Ordinary Shares), provided that: (a) the maximum number of Ordinary Shares hereby authorised to be purchased shall be 18,796,821 or, if less, that number of Ordinary Shares which is equal to 20% of the Ordinary Shares in issue as at 31 May 2026 (excluding any Ordinary Shares held in treasury); (b) the price which may be paid for an Ordinary Share shall be an amount equal to 98% of the net asset value per Ordinary Share (calculated on a fully diluted basis) as at 31 May 2026 (or the succeeding business day); and (c) the authority hereby conferred shall expire on 31 July 2026 (unless such authority is renewed prior to such time) save that the Company may, prior to such expiry, enter into a contract to purchase Ordinary Shares which will or may be completed or executed wholly or partly after such expiry. 15. That, in addition to the authority given to the Company to purchase its own shares pursuant to the resolutions numbered 13 and 14 above and in accordance with the terms and conditions of the Company's regular tender offers, the Company be and is hereby authorised in accordance with Section 701 of the Companies Act 2006 (the Act) to make market purchases (within the meaning of Section 693 of the Act) of its ordinary shares of 0.1p each (Ordinary Shares), provided that: Section 6: Notice of annual general meeting 133 # Notice of annual general meeting continued (a) the maximum number of Ordinary Shares hereby authorised to be purchased shall be 18,796,821 or, if less, that number of Ordinary Shares which is equal to 20% of the Ordinary Shares in issue as at 30 November 2026 (excluding any Ordinary Shares held in treasury); (b) the price which may be paid for an Ordinary Share shall be an amount equal to 98% of the net asset value per Ordinary Share (calculated on a fully diluted basis) as at 30 November 2026; and (c) the authority hereby conferred shall expire on 31 January 2027 (unless such authority is renewed prior to such time) save that the Company may, prior to such expiry, enter into a contract to purchase Ordinary Shares which will or may be completed or executed wholly or partly after such expiry. By order of the Board LUCY DINA For and on behalf of BlackRock Investment Management (UK) Limited Company Secretary 4 November 2025 Registered Office: 12 Throgmorton Avenue London EC2N 2DL 134 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 Notes: 1. A member entitled to attend and vote at the meeting convened by the above Notice is entitled to appoint one or more proxies to exercise all or any of the rights of the member to attend, speak and vote in his place. A proxy need not be a member of the Company. If a member appoints more than one proxy to attend the meeting, each proxy must be appointed to exercise the rights attached to a different share or shares held by the member. 2. To appoint a proxy you may use the Form of Proxy enclosed with this Notice of Annual General Meeting. To be valid, the Form of Proxy, together with the power of attorney or other authority (if any) under which it is signed or a notarially certified or office copy of the same, must be completed and returned to the office of the Company’s registrar in accordance with the instructions thereon as soon as possible and in any event by not later than 12.00 noon on 9 December 2025. Amended instructions must also be received by the Company’s registrar by the deadline for receipt of Forms of Proxy. Alternatively, you can vote or appoint a proxy electronically by visiting www.eproxyappointment.com. You will be asked to enter the Control Number, the Shareholder Reference Number and PIN which are printed on the Form of Proxy. The latest time for the submission of proxy votes electronically is 12.00 noon on 9 December 2025. 3. Proxymity Voting – if you are an institutional investor you may also be able to appoint a proxy electronically via the Proxymity platform, a process which has been agreed by the Company and approved by the Registrar. For further information regarding Proxymity, please go to www.proxymity.io. Your proxy must be lodged by 12.00 noon on 9 December 2025 in order to be considered valid. Before you can appoint a proxy via this process you will need to have agreed to Proxymity’s associated terms and conditions. It is important that you read these carefully as you will be bound by them and they will govern the electronic appointment of your proxy. 4. Completion and return of the Form of Proxy will not prevent you from attending the meeting and voting in person. 5. Any person receiving a copy of this Notice as a person nominated by a member to enjoy information rights under Section 146 of the Companies Act 2006 (a Nominated Person) should note that the provisions in notes 1 and 2 above concerning the appointment of a proxy or proxies to attend the meeting in place of a member, do not apply to a Nominated Person as only ordinary shareholders have the right to appoint a proxy. However, a Nominated Person may have a right under an agreement between the Nominated Person and the member by whom he or she was nominated to be appointed, or to have someone else appointed, as proxy for the meeting. If a Nominated Person has no such proxy appointment right or does not wish to exercise it, he/she may have a right under such agreement to give instructions to the member as to the exercise of voting rights at the meeting. 6. Nominated persons should also remember that their main point of contact in terms of their investment in the Company remains the member who nominated the Nominated Person to enjoy the information rights (or perhaps the custodian or broker who administers the investment on their behalf). Nominated Persons should continue to contact that member, custodian or broker (and not the Company) regarding any changes or queries relating to the Nominated Person’s personal details and interest in the Company (including any administrative matter). The only exception to this is where the Company expressly requests a response from the Nominated Person. 7. Pursuant to regulation 41 of the Uncertificated Securities Regulations 2001, only ordinary shareholders registered in the register of members of the Company by not later than 6.00 p.m. two days prior to the time fixed for the meeting shall be entitled to attend and vote at the meeting in respect of the number of shares registered in their name at such time. If the meeting is adjourned, the time by which a person must be entered on the register of members of the Company in order to have the right to attend and vote at the adjourned meeting is 6.00 p.m. two days prior to the time of the adjournment. Changes to the register of members after the relevant times shall be disregarded in determining the rights of any person to attend and vote at the meeting. 8. In the case of joint holders, the vote of the senior holder who tenders a vote whether in person or by proxy shall be accepted to the exclusion of the votes of the other joint holders and, for this purpose, seniority will be determined by the order in which the names stand in the register of members of the Company in respect of the relevant joint holding. 9. Shareholders who hold their shares electronically may submit their votes through CREST, by submitting the appropriate and authenticated CREST message so as to be received by the Company’s Registrar not later than 48 hours before the start of the meeting. Instructions on how to vote through CREST can be found by accessing the following website: www.euroclear.com/CREST. Shareholders are advised that CREST and the internet are the only methods by which completed proxies can be submitted electronically. 10. If you are a CREST system user (including a CREST personal member) you can appoint one or more proxies or give an instruction to a proxy by having an appropriate CREST message transmitted. To appoint one or more proxies or to give an instruction to a proxy (whether previously appointed or otherwise) via the CREST system, CREST messages must be received by Computershare (ID number 3RA50) not later than 48 hours before the time appointed for holding the meeting. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp generated by the CREST system) from which Computershare is able to retrieve the message. CREST personal members or other CREST sponsored members should contact their CREST sponsor for assistance with appointing proxies via CREST. For further information on CREST procedures, limitations and system timings please refer to the CREST manual. The Company may treat as invalid a proxy appointment sent by CREST in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001. Section 6: Notice of annual general meeting 135 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # Notice of annual general meeting continued 11. If the Chairman, as a result of any proxy appointments, is given discretion as to how the votes subject of those proxies are cast and the voting rights in respect of those discretionary proxies, when added to the interest in the Company's securities already held by the Chairman, result in the Chairman holding such number of voting rights that he has a notifiable obligation under the Disclosure Guidance and Transparency Rules, the Chairman will make the necessary notifications to the Company and the Financial Conduct Authority. As a result, any member holding 3% or more of the voting rights in the Company, who grants the Chairman a discretionary proxy in respect of some or all of those voting rights and so would otherwise have a notification obligation under the Disclosure Guidance and Transparency Rules, need not make a separate notification to the Company and the Financial Conduct Authority. 12. Any question relevant to the business of the meeting may be asked at the meeting by anyone permitted to speak at the meeting. A shareholder may alternatively submit a question in advance by a letter addressed to the Company Secretary at the Company's registered office. Under Section 319A of the Companies Act 2006, the Company must answer any question a shareholder asks relating to the business being dealt with at the meeting, unless (i) answering the question would interfere unduly with the preparation for the meeting or involve the disclosure of confidential information; (ii) the answer had already been given on a website in the form of an answer to a question; or (iii) it is undesirable in the interests of the Company or the good order of the meeting that the question be answered. 13. Any corporation which is a member can appoint one or more corporate representatives who may exercise on its behalf all of its powers as a member provided that, if it is appointing more than one corporate representative, it does not do so in relation to the same shares. It is therefore no longer necessary to nominate a designated corporate representative. 14. Under Section 527 of the Companies Act 2006, members meeting the threshold requirements set out in that section have the right to require the Company to publish on a website a statement setting out any matter relating to: (i) the audit of the Company's accounts (including the auditor's report and the conduct of the audit) that are laid before the meeting; or (ii) any circumstance connected with an auditor of the Company ceasing to hold office since the previous meeting at which annual accounts and reports were laid in accordance with Section 437 of the Companies Act 2006. The Company may not require the members requesting 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 auditor not later than the time when it makes the statement available on the website. The business which may be dealt with at the meeting includes any statement that the Company has been required under Section 527 of the Companies Act 2006 to publish on a website. 15. Further information regarding the meeting which the Company is required by Section 311A of the Companies Act 2006 to publish on a website in advance of the meeting (including this Notice), can be accessed at www.blackrock.com/uk/brge. 16. As at 31 October 2025 (being the last practicable date prior to the publication of this Notice of Annual General Meeting), the Company's issued share capital comprised 93,984,107 ordinary shares of 0.1p each, excluding shares held in treasury. Each ordinary share carries the right to one vote and therefore the total number of voting rights in the Company as at 31 October 2025 is 93,984,107. 17. No service contracts exist between the Company and any of the Directors, who hold office in accordance with letters of appointment and the Articles of Association. 136 BlackRock Greater Europe Investment Trust plc | Annual Report and Financial Statements 31 August 2025 ## Share fraud warning ## Be ScamSmart ## Investment scams are designed ## to look like genuine investments ### Spot the warning signs Have you been: • contacted out of the blue • promised tempting returns and told the investment is safe • called repeatedly, or • told the offer is only available for a limited time? If so, you might have been contacted by fraudsters. ## Avoid investment fraud Report a scam Reject cold calls ### 1 If you’ve received unsolicited contact about an investment If you suspect that you have been approached by opportunity, chances are it’s a high risk investment or a fraudsters please tell the FCA using the reporting form at scam. You should treat the call with extreme caution. www.fca.org.uk/consumers. You can also call the The safest thing to do is to hang up. FCA Consumer Helpline on 0800 111 6768 If you have lost money to investment fraud, you should ### 2 Check the FCA Warning List report it to Action Fraud on 0300 123 2040 or online at The FCA Warning List is a list of firms and individuals we www.actionfraud.police.uk know are operating without our authorisation. Find out more at www.fca.org.uk/scamsmart Get impartial advice ### 3 ### Remember: if it sounds too good to you hand over any money. Seek advice from someone ### be true, it probably is! SGN001 Section 6: Notice of annual general meeting 137 Job No: 101506 Proof Event: 20 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600 # 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 nonmainstream investment products because they are shares in an investment trust. ## Computershare – Share Dealing Service An internet and telephone dealing service is available through the Company's registrar, Computershare. This provides a simple way for UK shareholders of BlackRock Greater Europe Investment Trust plc to buy or sell the Company's shares. For online share purchases, you will need to register for the Walker Crips Dealing Service www.walker.co.uk/15/areDealing. For full details and terms and conditions simply log onto www.walker.com/15/areDealing/UK or call 0370 703 0084 between 8.30am and 5.30pm Monday to Friday. This service is only available to shareholders of BlackRock Greater Europe Investment Trust plc who hold shares in their own name, with a UK registered address and who are aged 18 and over. Computershare Investor Services PLC, The Pavillions, Bridgwater Road, Bristol BS13 8AE is registered in England and Wales with number 03498808. Computershare Investor Services PLC is authorised and regulated by the Financial Conduct Authority. ## 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. The following is a list of some of them, which is not comprehensive and does not constitute any form of recommendation: AJ Bell Youinvest www.aj-bell.co.uk/ Barclays Stockbrokers www.umontinvest.com/spo.co.uk/ Bestinvest www.bestinvest.co.uk/ Charles Stanley Direct www.cstanley-direct.co.uk/ Halifax Share Dealing www.halifaxsharedealing.co.uk Hargreaves Lansdown www.lansdown.co.uk HSBC www.hsbc.co.uk/insider/instances-and-advice/insider-dhore/ iDealing www.idealing.com/ Interactive Investor www.i.co.uk/ IWEB www.iweb.com/interesting.co.uk/ Saxo Capital Markets www.saxo.com Tillit www.tillitimes.com/ WealthClub www.wealthclub.co.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 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 the 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 shares are denominated in sterling, it may invest in stocks and shares which are denominated in currencies other than sterling and to the extent they do so, 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 tax advantages will depend on personal circumstances. The favourable tax treatments of ISAs may not be maintained. Printed by Park Communications on FSC® certified paper. Park works to the EMAS standard and its Environmental Management System is certified to ISO 14001. This publication has been manufactured using 100% offshore wind electricity sourced from UK wind. 100% of the inks used are vegetable oil based, 95% of press chemicals are recycled for further use and, on average 99% of any waste associated with this production will be recycled and the remaining 1% used to generate energy. This document is printed on paper made of material from well-managed FSC®-certified forests and other controlled sources. ![img-10.jpeg](img-10.jpeg) BlackRock Greater Europe Investment Trust plc Annual Report and Financial Statements 31 August 2025 www.blackrock.com/uk/brge Job No: 101506 Proof Event: 11 Black Line Level: 1 Park Communications Ltd Alpine Way London E6 6LA Customer: BlackRock Project Title: Greater Europe Annual Rpt 2025 T: 0207 055 6500 F: 020 7055 6600