JPMorgan European Discovery Trust plc Uncovering Europe’s hidden gems Annual Report and Financial Statements for the Year Ended 31st March 2026
2 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Financial Calendar Financial year end 31st March Final results announced June Annual General Meeting July Half year end 30th September Half year results announced December Website More information about the Company can be found online at www.jpmeuropeandiscovery.co.uk . Stay informed: receive our latest newsletter Sign up to receive regular email updates on the Company’s progress. Our quarterly newsletter delivers topical and relevant news and views directly to your inbox. Scan this QR code on your smartphone camera or opt in via tinyurl.com/JEDT-Sign-U p Contact the Company General enquiries about the Company should be directed to the Company Secretary at [email protected] Association of Investment Companies (‘AIC’) The Company is a member of the AIC. Investment Objective and Benchmark Investment Policies Capital Structure Management Fees Gearing Policy Management Company and Company Secretary Capital growth from smaller Continental European companies. MSCI Europe (ex UK) Small Cap Net Total Return Index in sterling terms. With effect from 1st April 2025, the management fee has been charged on a tiered basis as follows: • 0.70% on the first £300 million of net assets; and • 0.65% of net assets above £300 million. Gearing can be a differentiator for an investment trust. The Board’s current gearing policy is to be between 20% net cash and 20% geared. The Company employs JPMorgan Funds Limited (‘JPMF’ or the ‘Manager’) as its Alternative Investment Fund Manager (‘AIFM’) and Company Secretary. JPMF is approved by the Financial Conduct Authority and delegates the management of the Company’s portfolio to J.P. Morgan Asset Management (UK) Limited (‘JPMAM’ or the ‘Investment Manager’). The Portfolio Managers are Jules Bloch, Jack Featherby and Jon Ingram, who are employees of JPMAM. The Manager has engaged JPMorgan CIB Securities Services as the administrator. In order to achieve investment objectives and manage risk, the Company: invests in a diversified portfolio of high-quality smaller companies in Continental Europe; emphasises capital growth rather than income. Shareholders should expect the dividend to vary from year to year; manages liquidity and borrowings to increase potential returns to shareholders; and invests no more than 15% of gross assets in other UK listed investment companies (including investment trusts). At 31st March 2026, the Company’s issued share capital comprised 136,314,903 Ordinary shares of 5p each, of which 43,900,872 were held in Treasury. Your Company at a Glance JPMorgan European Discovery Trust plc (‘JEDT’ or the ‘Company’)
Uncovering Europe’s Hidden Gems and identifying Europe’s next ‘10 baggers’ The Opportunity Invest in Tomorrow’s Leaders Europe’s small-cap companies are at the forefront of global innovation, from artificial intelligence to clean fuels. Many of these businesses are just beginning their journey, offering investors the chance to get in early. Under-Researched Market Advantage With 70% of small-cap stocks covered by fewer than five sell-side analysts, investors can discover opportunities before the broader market catches on. Proven Track Record Over the past 20 years, Europe’s small-cap companies have delivered some of the best stock market returns, making them a compelling asset class for portfolio growth. Dynamic Growth Potential Small caps can grow much faster than larger, established peers, providing an exciting avenue for long-term investment growth. Small-Caps, Big Gains In the past two decades, many smaller European companies have experienced significant growth, greatly increasing their value by many multiples – some over 10 times (‘10 baggers’) – of their original share price. Ready to uncover Europe’s hidden gems? Invest today and unearth the European companies set to redefine the world. The Capabilities Cutting-Edge Research & Technology J.P. Morgan Asset Management leverages advanced tools to track and compare small-cap companies across 25+ European countries. In-Depth Company Knowledge The dedicated small-cap team conducts over 250 meetings and site visits annually, supported by 70 sector specialists. Comprehensive Industry Coverage Expertise spans technology, healthcare, energy, financials, and more, ensuring a thorough understanding of growth potential across all sectors. The Strategy Best Ideas, Best Companies Our investments bring together around 75 of the most promising small-cap companies in Europe, selected for quality and growth potential. Early Investor Advantage By investing in high-quality companies when they are undervalued and relatively unknown, JEDT positions investors to benefit as the market recognises their true worth. Long-Term Growth Focus The strategy is designed to capture the rapid growth rates typical of small caps, enabling investors to share in the success of tomorrow’s most dynamic European companies. J.P. Morgan Asset Management 3 Tap into the exciting growth potential of the dynamic European small-cap market, through JPMorgan European Discovery Trust plc (JEDT). Managed by Jules Bloch, Jack Featherby and Jon Ingram, the Company has a long track record of uncovering Europe’s hidden gems. Buying into high-quality, asymmetric return potential, smaller companies can be one of the most powerful ways to capture long term investment growth – especially if you have the resources and expertise to spot opportunity before the rest of the market, including stocks with the potential to increase tenfold in value.
4 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Key Features “We remain highly optimistic about the prospects for European small caps. We believe the asset class is overdue a resurgence as Europe enters a new phase of investment and growth. Smaller cap companies are uniquely positioned to benefit from the major investment themes playing out in European markets, as a result of their strong domestic focus and agility in adapting to changing market conditions.” Jon Ingram Portfolio Manager Jack Featherby Portfolio Manager Jules Bloch Portfolio Manager Long term outperformance of the European Small Cap index 1 Cumulative returns 1 Source: J.P. Morgan, Bloomberg. All series are rebased to 100 as at 31st December 1999 to 31st March 2026. All indices in GBP and include reinvested dividends. Indices do not include fees or operating expenses and are not available for actual investment. JEDT outperforms European Small Cap Index on an annualised basis 2 Annualised performance Return versus MSCI Europe ex Small Cap Index (Net) in sterling terms ** 2 Source: Morningstar/J.P. Morgan. All data as of 31st March 2026, unless otherwise specified. NAV returns are net of fees, in GBP, with income reinvested. All indices in sterling and include reinvested dividends. Indices do not include fees or operating expenses and are not available for actual investment. The above portfolio characteristics are shown for illustrative purposes only and are subject to change without notice. **Benchmark changed from EMIX Smaller European (ex UK) Index to MSCI Europe ex UK Small Cap Index (Net) in April 2020. 0 300 600 900 1,200 1,500 TOPIX FTSE All-Share MSCI Europe (ex UK) S&P 500 MSCI AC Asia (ex Japan) MSCI Emerging Markets Russell 2000 FTSE 250 (ex IT) MSCI Europe (ex UK) Small Cap Net Total Return Index in sterling terms 2025 2022 2019 2016 2014 2011 2008 2005 2002 1999 Excess (%) 5.7 9.1 9.1 JEDT Benchmark 2.6 0.7 0.0 0 5 10 15 20 25 10 Years (p.a.) 5 Years (p.a.) 3 Years (p.a.) 1 Year 23.2 17.5 5.5 4.8 10.6 8.0 %
Ten Year Record J.P. Morgan Asset Management 5 1 Source: Morningstar/J.P. Morgan. 2 Source: Morningstar/J.P. Morgan, using cum income net asset value per ordinary share. 3 Source: Morningstar. The Company’s benchmark. 1 Source: Morningstar/J.P. Morgan. 2 Source: Morningstar/J.P. Morgan, using cum income net asset value per ordinary share. 3 Source: Morningstar. The Company’s benchmark. Ten year performance Figures were rebased to 100 on 31st March 2016 50 100 150 200 250 300 2026 2025 2024 2023 2022 2021 2020 2019 2018 2017 2016   Share price total return 1   Net asset value total return 2   Benchmark total return 3 Ten year performance relative to benchmark Figures were rebased to 100 on 31st March 2016 80 85 90 95 100 105 110 115 2026 2025 2024 2023 2022 2021 2020 2019 2018 2017 2016   Share price total return 1   Net asset value total return 2   Benchmark total return 3
6 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Ten Year Record Ten year financial record At 31st March 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 Total assets less current liabilities (£’m) 495.4 620.8 794.2 637.8 517.3 923.0 833.7 785.1 841.7 586.3 584.1 Net asset value per ordinary share (p) 309.3 388.1 438.9 400.0 324.4 530.7 526.1 498.5 520.7 524.0 632.1 Share price (p) 276.0 334.0 406.0 349.0 251.0 462.0 450.0 423.0 465.5 486.0 575.0 Share price discount (%) A 10.8 13.9 7.5 12.8 22.6 12.9 14.5 15.1 10.6 7.3 9.0 Gearing/(net cash) (%) A (2.8) 5.3 7.9 (5.2) 3.8 8.8 0.0 6.9 7.9 5.2 4.0 Ongoing charges (%) A 1.18 1.15 1.03 1.07 1.05 0.91 0.93 0.94 0.92 0.90 0.88 Year ended 31st March Gross revenue return (£’000) 8,448 10,771 13,251 15,837 15,077 9,625 16,498 22,502 23,982 22,653 21,755 Net revenue available for shareholders (£’000) 5,732 7,807 9,575 11,680 10,886 7,051 11,154 17,512 18,670 15,892 17,446 Revenue return per ordinary share (p) 3.58 4.88 5.98 7.31 6.83 4.42 7.00 11.11 12.04 12.36 18.18 Total dividend(s) per ordinary share (p) 3.2 4.7 6.7 6.7 6.7 6.7 6.7 9.0 10.5 13.0 16.0 Total return rebased to 100 at 31st March 2016 Return on share price 1,A 100.0 122.4 150.6 131.6 96.4 180.8 178.6 170.9 193.1 206.5 249.9 Return on net asset value per ordinary share 2,A 100.0 126.7 144.9 134.1 110.5 183.6 184.1 177.1 189.1 194.5 239.6 Benchmark total return 3 100.0 129.0 141.9 136.8 119.3 188.4 195.7 189.4 200.6 203.1 238.7 1 Source: Morningstar/J.P. Morgan. 2 Source: Morningstar/J.P. Morgan, using cum income net asset value per ordinary share. 3 Source: Euromoney. The Company’s benchmark is the MSCI Europe (ex UK) Small Cap Net Total Return Index in sterling terms. (2019 and before: Euromoney Smaller European Companies (ex UK) Total Return Index in sterling terms). A Alternative Performance Measure (‘APM’). A glossary of terms and APMs definitions is provided on pages 107 and 108.
Contents J.P. Morgan Asset Management 7 Annual Report & Financial Statements for the year ended 31st March 2026 Strategic Report Highlights 9 Chair’s Statement 11 Investment Manager’s Report 15 Ten Largest Investments 22 Portfolio Information 24 Manager’s Investment Process 29 Environmental, Social and Governance (‘ESG’) Report 33 Business Review 36 Principal and Emerging Risks 40 Promoting the Success of the Company 43 Directors’ Report Board of Directors 48 Directors’ Report 50 Corporate Governance Statement 52 Audit & Risk Committee Report 58 Directors’ Remuneration Report 61 Statement of Directors’ Responsibilities 65 Independent Auditor’s Report 67 Financial Statements Statement of Comprehensive Income 74 Statement of Changes in Equity 75 Statement of Financial Position 76 Statement of Cash Flows 77 Notes to the Financial Statements 78 Regulatory Disclosures Alternative Investment Fund Managers Directive Disclosures (‘AIFMD’) Disclosure (Unaudited) 99 Securities Financing Transactions Regulation Disclosures (‘SFTR’) Disclosure (Unaudited) 100 Shareholder Information Notice of Annual General Meeting 103 Alternative Performance Measures (‘APMs’) and Glossary of Terms (Unaudited) 107 Investing in JPMorgan European Discovery Trust plc 109 Share Fraud Warning 110 Information About the Manager 111 Information About the Company 113
SPIE: Provider of multi-technical services in energy and communication. Strategic Report
Highlights J.P. Morgan Asset Management 9 Strategic Report Total returns (including dividends reinvested) 3 years 5 years 10 years 2026 2025 Cumulative Cumulative Cumulative Return on share price 1,A Return on net asset value 2,A Benchmark return 3 Share price return relative to benchmark return A Net asset value return relative to benchmark return 3,A Dividend in respect of the year +21.0% +7.0% +46.2% +38.2% +149.9% +23.2% +2.9% +35.3% +30.5% +139.6% +17.5% +1.3% +26.1% +26.7% +138.7% 16.0p 13.0p +3.5% +5.7% +20.1% +11.5% +11.2% +5.7% +1.6% +9.2% +3.8% +0.9% 1 Source: Morningstar. 2 Source: Morningstar/J.P. Morgan using cum income net asset values per ordinary share. 3 Source: Morningstar. The Company’s benchmark is the MSCI Europe (ex UK) Small Cap Net Total Return Index in sterling terms. A Alternative Performance Measure (‘APM’). A glossary of terms and APMs is provided on pages 107 and 108.
Highlights 10 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report Summary of results 2026 2025 % change Total returns for the year ended 31st March Return on Share price 1,A +21.0% +7.0% Return on Net asset value 2,A +23.2% +2.9% Benchmark return 3 +17.5% +1.3% Net asset value, share price, discount and market data at 31st March Shareholders’ funds (£’000) 584,149 586,250 –0.4 Net asset value per ordinary share 632.1p 524.0p +20.6 4 Share price 1 575.0p 486.0p +18.3 5 Share price discount to net asset value per ordinary share A 9.0% 7.3% Ordinary shares in issue (excluding shares held in Treasury) 92,414,031 111,872,243 Revenue for the year ended 31st March Gross revenue return (£’000) 21,755 22,653 –4.0 Net revenue attributable to shareholders (£’000) 17,446 15,892 +9.8 Revenue return per ordinary share 18.18p 12.36p +47.1 Dividend per ordinary share 16.0p 13.0p +23.1 Gearing as at 31st March A 4.0% 5.2% Ongoing charges A 0.88% 0.90% 1 Source: Morningstar. 2 Source: Morningstar/J.P. Morgan, using cum income net asset value per ordinary share. 3 Source: Morningstar. The Company’s benchmark is the MSCI Europe (ex UK) Small Cap Net Total Return Index in sterling terms. 4 % change, excluding dividends paid. Including dividend the return is +23.2%. 5 % change, excluding dividends paid. Including dividend the return is +21.0%. A Alternative Performance Measure (‘APM’). A glossary of terms and APMs is provided on pages 107 and 108.
Chair’s Statement J.P. Morgan Asset Management 11 Strategic Report Dear Shareholder, I am pleased to present the Annual Report for the year ended 31st March 2026 and to report that our Company: outperformed its benchmark over the year, delivering a total return on net assets of +23.2% compared with +17.5% from the MSCI Europe (ex UK) Small Cap Net Total Return Index in sterling terms; on an annualised net asset value (NAV) basis, has outperformed the benchmark over the three- and five-year periods ended 31st March 2026, and matched the benchmark over the ten-year period; and generated a record revenue return for the year of 18.18p per share compared with 12.36p per share in the prior year – an increase of 47.1%. Investment Performance The investment environment over the past year was positive for European equities, despite periods of significant volatility fuelled in large part by the US’s erratic approach to tariffs and more recently, the US-Iran conflict in the Middle East. The main driver of European market gains was Germany’s very significant fiscal stimulus package, which included plans to boost defence spending in response to concerns about the US’s commitment to NATO. Other European allies followed the lead by committing to multi-year increases in military spending. European smaller cap stocks outperformed, as their domestic focus meant they benefited most from higher government spending and infrastructure investment. Our Company outperformed its benchmark over the year, delivering a total return on net assets of +23.2% and total return on share price of +21.0%, compared with +17.5% from the MSCI Europe (ex UK) Small Cap Net Total Return Index in sterling terms. As well as performing competitively against its peers over the same period. While the Board welcomes the strong performance over the past year, we continue to focus on long-term outcomes for shareholders. I am pleased to report that this year’s outperformance enhanced the Company’s already robust long-term performance track record. The Company has now made absolute gains and outperformed the benchmark over the three-, five-and ten-year periods ended 31st March 2026. While also delivering performance broadly in line with the benchmark over ten years on a NAV basis. “The Board is confident that the portfolio is well-positioned to continue providing shareholders with attractive returns and outperformance as European smaller companies continue their long overdue rebound.” Marc van Gelder, Chair
Chair’s Statement 12 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report It is most pleasing to see that the enhancements made by the Manager, in conjunction with the Board, over the last 18-24 months has resulted in significantly improving performance over that period. Gearing Gearing can be a differentiator for an investment trust. The Board believes that it can enhance long-term shareholder returns when applied prudently and within appropriate risk parameters. The Board sets the overall strategic gearing policy and guidelines which it reviews regularly. Until March 2026, the Company’s gearing strategy was financed via a fixed two-year €125 million revolving credit facility with Scotiabank. Following the maturity of this facility, the Board decided not to renew it as it initiated the use of Contracts for Difference (CFDs) as an alternative source of gearing. CFDs are financial derivatives which provide exposure to share price movements without requiring ownership of the underlying shares. This offers greater flexibility and cost efficiency than traditional loan facilities, as well as offers the Portfolio Managers operational advantages. The Board continues to closely monitor both the use of CFDs and management of the exposures. During the year, gearing ranged between 1.1% and 8.0%. At the end of the financial year gearing stood at 4.0%. Revenue and Dividends The Company generated a record revenue return for the year of 18.18p per share compared with 12.36p per share in the prior year – an increase of 47.1%. The Company’s investment objective remains focused on maximising capital growth. This means that the Portfolio Managers are unconstrained to deliver income in any individual financial year. However, the Company’s dividend policy is to distribute to its shareholders substantially all available revenue each year to fulfil the distribution requirement of section 1158 of the Corporation Tax Act 2010 to maintain its investment trust status. An interim dividend of 3.0 pence per share was paid on 5th February 2026. In light of the revenue generated during the financial year and the Company’s revenue reserves and subject to shareholder approval at the upcoming Annual General Meeting (AGM), the Directors have declared a final dividend of 13.0 pence per share. This will result in the total dividend for the year to 16.0 pence, compared to a total dividend of 13.0 pence for the previous year. The final dividend will be paid on 3rd August 2026 to shareholders on the register at the close of business on 3rd July 2026. The ex-dividend date will be 2nd July 2026. Following this dividend payment, the Company’s revenue reserves will total £14.9 million, compared to £12.3 million at 31st March 2025. Discount Management and Share Repurchases The Board monitors the level of the discount carefully. When appropriate, it uses the ability to repurchase shares to minimise the short-term volatility and the absolute level of the discount. During the financial year the Company repurchased 19,458,212 shares. A further 1,474,156 shares have been re-purchased since the period end. As at 17th June 2026, the discount was 8.3%. The Company’s share price discount relative to net asset value widened during the Company’s financial year from 7.3% as at end March 2025 to 9.0% at end March 2026. The average discount over the period was 7.5%. This widening is broadly consistent with the wider trends across the investment trust sector which has been negatively impacted by the heightened geopolitical uncertainty. As the Company’s share buyback facility is an important tool in the management of discount volatility, my fellow Directors and I recommend that shareholders approve the renewal of the authority to repurchase up to 14.99% of the Company’s shares at the Company’s forthcoming AGM. The Board is also, once again, seeking shareholder approval to issue shares at a premium to NAV and to disapply pre-emption rights on any such issues. As with buying shares at a discount, issuing new shares at a premium to NAV enhances returns to existing shareholders and improves market liquidity. The Manager The Board, through its Management Engagement Committee, reviews JPMF’s performance as the Company’s Manager on an ongoing basis. In light of the Manager’s investment performance track record and the depth and quality of resources it provides to the Company and its shareholders, the Board is satisfied that JPMF’s continued appointment remains in shareholders’ best interests. The Board Having served on the Board for just over nine years, including seven years as Chairman, as mentioned in my statement last year, I will retire at the conclusion of the AGM in July 2026. I am pleased to confirm that James Will will succeed me as Chair of the Board, and as Chair of both the Nomination Committee and the Management and Engagement Committee. James has served as a Director of the Company since July 2024. He is a lawyer and a seasoned non-executive director in the investment trust sector. He has been a consistently thoughtful and a constructive contributor to the Board. I am confident he will provide sound leadership to the Company in the years ahead. During the year, the Board also completed the search for a new Non-executive Director. I am delighted to report that the process concluded with the appointment of Michiel Jaski with effect from 9th February 2026. Mr. Jaski brings a wealth of experience from his career in executive and non-executive
Chair’s Statement J.P. Morgan Asset Management 13 Strategic Report roles across leading European businesses. His professional experience is summarised on page 48. Environmental, Social and Governance (‘ESG’) The Board shares the Investment Manager’s view of the significance of financially material environmental, social and governance (‘ESG’) factors when making long term investment decisions. The Portfolio Managers regularly discuss financially material ESG issues with the management teams of potential and current investee companies. Further information on the Investment Manager’s ESG process and engagement is set out in the ESG Report on pages 33 to 35. Shareholder Engagement The Board values regular engagement with shareholders and appreciates the insights gained through these discussions. They are most helpful in assisting it with the management of the Company. Over the course of the year, we engaged with a number of our largest shareholders to understand their thoughts and views and thank shareholders for their support. We remain committed to continued engagement over the coming year – in particular, Board members welcome meetings as and when opportunities arise for such dialogue. It is the Board’s view that widening the Company’s shareholder base and increasing demand for its shares by other means serve the interests of existing shareholders, by increasing liquidity and supporting the share price. To this end, as previously reported, a sub-committee of the Board works closely with the Manager’s sales and marketing teams to communicate the appeal of the European small and mid-cap sector to raise the Company’s profile and to attract more retail investors. Annual General Meeting The Company’s Annual General Meeting will be held on Tuesday, 21st July 2026 at 12.30 p.m. at 60 Victoria Embankment, London EC4Y 0JP. The Portfolio Managers will make a presentation to shareholders, reviewing the past year and commenting on the outlook for the current year. The meeting will be followed by lunch to provide shareholders the opportunity to meet the Directors and the Manager’s representatives. My fellow Directors and I look forward to seeing as many shareholders as possible at the AGM. For shareholders wishing to follow the AGM proceedings but choosing not to attend in person, we will be able to welcome you through our conferencing software. Details on how to register, together with access details, will shortly be available on the Company’s website: www.jpmorganeuropeandiscovery.co.uk , or by contacting the Company Secretary at [email protected] . As is normal practice, all voting on the resolutions will be conducted by a poll. Your Board encourages all shareholders to support the resolutions proposed. Please note that shareholders viewing the meeting via conferencing software will not be able to vote on the poll and we therefore encourage all shareholders, and particularly those who cannot attend in person, to exercise their votes in advance of the meeting by completing and submitting their proxy. Proxy votes can be lodged in advance of the AGM either by post or electronically; detailed instructions are included in the Notes to the Notice of AGM on pages 104 to 106. If you have any detailed or technical questions, it would be helpful if you could raise them in advance with the Company Secretary at the above-mentioned email address. If there are any changes to the arrangements for the AGM, the Company will update shareholders through the Company’s website and, if appropriate, through an announcement on the London Stock Exchange. Stay Informed The Company delivers email updates with regular news and views, as well as the latest performance. If you have not already signed up to receive these communications and you wish to do so, you can opt in via tinyurl.com/JEDT-Sign-Up or by scanning the QR code on this page. Outlook The Board remains optimistic about the continued positive outlook for European smaller cap companies, and as a result for the Company. The sector is experiencing an overdue resurgence from increased fiscal investment across Europe, particularly in Germany, together with expectations of higher infrastructure and defence spending. We welcome the Portfolio Managers’ ongoing efforts to maximise the Company’s exposure to these themes, as well as to energy sector companies in the vanguard of the transition to electrification and renewable energy – a trend gaining momentum in response to recent events in the Middle East. The combination of these developments has the potential to drive further significant re-rating of European smaller caps over 2026 and well beyond. Especially, as valuations in this part of the market remains very attractive in absolute terms and relative to European large caps, the US and other global markets. As I noted in the Half-Year report, international investors are showing increased interest in European equities, including via M&A activity, and this investment trend Scan this QR code on your smartphone camera to sign-up to receive regular updates on JEDT.
Chair’s Statement 14 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report is set to continue with European smaller companies as the sweet spot. Ongoing performance has also confirmed the merits of the recent process enhancements made by the Portfolio Managers, along with their focus on high-quality companies with strong market positions, resilient business models and attractive long-term growth prospects. This has reinforced the Board’s confidence that the portfolio is very well-positioned to continue providing shareholders with attractive returns and outperformance as European smaller companies continue their long overdue rebound. Finally, it has been a great pleasure to have been a Director of the company for almost ten years. I have enjoyed working with my Board colleagues past and present and J.P. Morgan, our Manager – I would like to thank them all for their support. As I move on, I feel assured that I leave the Company in a good place – following a period of consistently good performance and with a very positive outlook. Just as importantly, leaving the Company with a Portfolio Management team and a Board that is capable of steering the course in the best interests of our shareholders during whatever follows. Marc van Gelder Chair of the Board 18th June 2026
Investment Manager’s Report J.P. Morgan Asset Management 15 Strategic Report Review The financial year ended 31st March 2026 stood in stark contrast to the relative calm of the prior year. 2024-25 was characterised by steady declines in inflation, easing policy rates, and a comparatively calm backdrop for European equity markets. In contrast, the past 12 months have been shaped by pronounced volatility, driven by global trade policy shifts and geopolitical tensions. Nonetheless, European stocks still registered significant gains over the period. The financial year began with President Trump’s ‘Liberation Day’ tariff announcements, which marked a dramatic escalation in the United States punitive approach to trade policy and triggered a cycle of retaliatory measures from major trading partners. The unpredictability of the United States’ approach – frequent tariff announcements, suspensions and renegotiations – created persistent uncertainty for global businesses and investors. This volatility was compounded by ongoing negotiations with China, the EU, and Japan, together with the prospect of additional tariffs in strategically important sectors such as semiconductors and commodities. For the Company however, one of the most important developments during the year was the substantial fiscal stimulus package announced by Germany. The new government’s commitment to increased public investment – particularly in infrastructure, defence, and industrial support – provided a powerful tailwind for European markets. This stimulus not only bolstered domestic economic activity, but also supported sectors such as construction, engineering and specialty chemicals. The measures also contributed to a broader recovery in European small caps, which are more domestically oriented and thus better positioned to benefit from such targeted government spending. Companies exposed to defence spending also prospered as the US administration’s criticism of NATO, combined with Russia’s territorial ambitions on Europe’s eastern border, have prompted European governments to significantly increase military spending. The growing influence of artificial intelligence (‘AI’) remained a central theme due in part to its significant capex requirements, which created sectoral dispersion between ‘AI winners’ and ‘AI losers’. The software sector experienced notable volatility, with companies exposed to AI-driven efficiency gains and domestic stimulus performing strongly. While those vulnerable to disruption by AI came under pressure. The AI revolution is increasingly viewed as a once-in-a-generation phenomenon with the potential to boost productivity, competitiveness and economic growth in Europe. Geopolitical risks intensified over the year, most notably in the Middle East, where the US–Iran conflict led to the closure of the Strait of Hormuz resulting in significant disruptions to global energy supply. These events contributed to inflationary pressures and heightened market risk from energy prices and input costs rising sharply. Portfolio Performance Despite uncertainty surrounding US trade policy and geopolitical developments in the Middle East, the investment environment remained supportive for the high-quality European smaller-cap companies that are the focus of our strategy. Over the 12-month period ended 31st March 2026, the Company returned +23.2% on a total return NAV basis and +21.0% in share price terms, outperforming its benchmark, the MSCI Europe (ex UK) Small Cap Net Total Return Index in sterling terms, which rose by +17.5% over the same period. The Company has also delivered positive absolute returns in both NAV and share price terms over the three-, five- and ten-year periods ended 31st March 2026, outperforming the benchmark over three and five years. Over the ten-year period, the Company generated annualised total returns of +9.1% on an NAV basis, in line with the benchmark. Annualised share price returns averaged +9.6% over the same period. Jules Bloch Portfolio Manager Jack Featherby Portfolio Manager Jon Ingram Portfolio Manager
Investment Manager’s Report 16 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report Performance attribution Year ended 31st March 2026 % % Contributions to total returns Benchmark return 17.5 Asset allocation 0.8 Stock selection 4.0 Gearing/cash effect 1.1 Currency effect (0.8) Investment Managers’ added contribution 5.1 Portfolio return 22.6 Management fees and other expenses (0.9) Share buybacks 1.5 Other effects 0.6 Return on net asset value A 23.2 Return on share price A 21.0 Source: Morningstar/J.P. Morgan. All figures are on a total return basis. Performance attribution analyses how the Company achieved its recorded performance relative to its benchmark. A Alternative Performance Measure (‘APM’). A glossary of terms and APMs is provided on pages 107 and 108. Sector contribution Table 1: Sector performance – Top 3 and Bottom 3 sectors contributing to performance. Portfolio Benchmark Attribution (%) (%) (%) Average Average Group Weight Return Weight Selection Allocation Total Industrials 30.70 34.73 28.56 3.82 0.17 3.99 Financials 15.92 42.02 13.81 1.87 0.08 1.95 Energy 8.39 72.99 4.69 –0.27 1.91 1.64 Telecommunications 0.30 2.15 2.48 –0.24 –0.52 –0.76 Utilities 1.21 –1.44 2.70 –0.43 –0.35 –0.78 Information Technology 8.35 –21.16 7.87 –1.91 –0.41 –2.32 Note: All numbers are preliminary. Source: J.P. Morgan Asset Management. Over the past year, the Company’s overweight positioning in the Industrials, Financials, and Energy sectors were the key drivers of outperformance at the sector level, reflecting both macroeconomic tailwinds and stock-specific catalysts. Industrials The Industrials sector was the standout contributor, supported by several distinct themes. Increased fiscal stimulus and public infrastructure spending lifted demand for industrial services across Europe. Bilfinger, a German engineering and construction company, was one of several portfolio holdings profiting from these policy initiatives. In addition, Bilfinger’s management-led efficiency gains resulted in solid margin expansion and cash flow conversion improvements, leading to a significant stock rerating. Elsewhere, rising European defence spending boosted names such as Kitron, a Norwegian company which specialises in electronic manufacturing services. Its order backlog reached record highs, due to a surge in large contracts.
Investment Manager’s Report J.P. Morgan Asset Management 17 Strategic Report Financials Financials also performed well, underpinned by resilient economic activity, improving consumer confidence and supportive monetary policy. Portfolio holdings which benefitted in this environment included: Storebrand, a leading Nordic life insurer and asset manager, delivered strong results over the period, driven by robust growth in its non-life and health insurance businesses and solid performance in its asset management business. Notably, Storebrand is evolving towards a more capital-light business model, which is freeing up capital for shareholder distribution, thus enhancing investor returns; Vienna Insurance, one of the largest insurance groups in Central and Eastern Europe. The release of a strategic plan for 2028 led to significant upgrades to the company’s earnings estimates. In addition, its acquisition of Nürnberger, a sizable German insurance company, expanded its footprint and diversified its revenue streams. While solid growth in its Austrian non-life and health businesses, as well as in the motor and property segments in the Czech Republic further bolstered results; and Banco Comercial Portugues, a leading European retail bank. Continued strong operational momentum is underpinning mid-term targets and net interest income stability. The bank’s exposure to stable domestic markets and its ability to navigate tariff and trade uncertainty insulated it from broader macro volatility. Energy The Energy sector was another major contributor to returns, supported by both structural and geopolitical factors which fuelled ongoing investment growth in both traditional and emerging energy markets. Saipem, a leader in engineering services for the energy sector, was one notable winner from these developments. This Italian company saw improved order intake momentum, thanks in part to the anticipated resumption of the long-paused Mozambique LNG project. The company’s strong execution and ability to secure new contracts in both the oil and gas and renewable energy markets supported earnings growth. While geopolitical tensions and supply disruptions in the Middle East further elevated demand for energy infrastructure and services. Technology Technology was the Company’s largest detractor at the sector level over the review period. Primarily due to our holdings in software and IT services names such as Innoscripta and Reply, which faced headwinds from sector-wide volatility and underperformance among ‘AI losers’. Scout24, a leading European digital property platform, also detracted due to concerns about the potential impact of AI on real estate platforms. Stock contribution Table 2: Stock performance – Top 3 and Bottom 3 stocks contributing to performance Portfolio Benchmark (%) (%) Average Average Weight Total Security Name Weight Return Weight Difference Effect Koninklijke Heijmans 1.76 111.75 0.17 1.59 0.96 Tecnicas Reunidas 1.55 94.38 0.13 1.42 0.90 Kitron 1.47 123.87 0.13 1.34 0.88 Millicom International 0.00 0.00 0.47 –0.47 –0.41 Innoscripta SE 0.63 –44.05 0.00 0.63 –0.45 Aixtron 0.12 –22.85 0.21 –0.09 –0.47 Note: All numbers are preliminary. Source: J.P. Morgan Asset Management. Contributors to performance Koninklijke Heijmans, a Dutch construction and project development company, was the largest contributor to performance at the stock level. In addition to benefiting from increased infrastructure spending and fiscal stimulus, Heijmans was further supported by robust demand for housing in its home market, where its strategic positioning enabled it to capture growth opportunities and outperform peers. As a result, the company delivered strong full-year results, with EBITDA margin meeting its 2027 target two years early. A robust, high-quality order book reinforced the positive outlook into FY2026. Tecnicas Reunidas, a Spanish engineering and construction company with a focus on oil, gas, and power generation, was another standout performer. It is positioning itself as a direct beneficiary of rising government spending and energy sector growth. An increase in services contracts supported earnings and led to upgraded guidance. Furthermore, the company’s strategic plan update surprised on the upside, highlighting a large project pipeline and an expected acceleration in project delivery, especially in the area of power generation.
Investment Manager’s Report 18 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report Kitron, a Scandinavian electronics manufacturing services company, was also among the year’s top contributors. Its exposure to strong demand from defence and data centre customers, combined with its ability to adapt to evolving technology trends, enabled it to deliver sustained growth and margin improvement throughout the year. The company released robust Q4 results, including an upgraded outlook for FY2026 and completed a sizable acquisition that further strengthened its market position. Detractors from Performance Aixtron a leading provider of thin-film deposition equipment to the semiconductor industry based in Germany. Our underweight in the company detracted from returns. The company benefited from strong demand for advanced manufacturing solutions and early signs of recovery in automotive and industrial end-markets. However our underweight meant we missed capturing larger gains from Aixtron’s positive momentum. This amplified the negative performance impact from our sectoral exposure to software and IT services mentioned above. Millicom a telecommunications and media company focused on emerging markets headquartered in Luxembourg. Our underweight position in Millicom also detracted. As the company delivered strong results over the period, supported by resilient demand for connectivity and digital services, as well as operational improvements and expansion in key markets. Innoscripta a German software company offering platforms to manage R&D expenditures and projects. Our overweight position detracted from performance, despite the company delivering good results over the period. Innoscripta was caught up in the broader de-rating of the software sector, as concerns about the disruptive impact of AI weighed on valuations across the industry. This sector-wide shift overshadowed the company’s operational achievements. Portfolio positioning Chart 1: Portfolio sector positioning Note: All numbers are preliminary. Source: J.P. Morgan Asset Management. Throughout the financial year, we maintained a disciplined and forward-looking approach to portfolio construction. Strategically allocating capital to sectors where we saw the strongest opportunities for growth and resilience. Our sector positioning is designed to align the portfolio with structural growth drivers and macroeconomic tailwinds, while maintaining prudent risk controls. By being overweight in sectors such as Industrials and Energy, we aim to capture the benefits of government investment, technological innovation and evolving consumer trends. At the same time, our underweight positions in more defensive or challenged sectors, allows us to avoid areas where we see limited upside or heightened risks. –5 0 5 10 15 20 25 30 35 Consumer Discretionary Industrials Energy Consumer Staples Financials Health Care Information Technology Materials Utilities Real Estate Communication Services Portfolio Weight Active Weight
Investment Manager’s Report J.P. Morgan Asset Management 19 Strategic Report Consumer Discretionary Our most significant overweight position is in the consumer discretionary sector. This positioning reflects our focus on businesses that are well-placed to gain from improving consumer confidence and spending trends. Within this sector, the portfolio features core investments in two Italian names, both of which exemplify our focus on quality, market leadership, and structural growth: Lottomatica, Italy’s leading gaming company, has delivered robust performance as a result of its increasing online market penetration and ability to capture market share from less efficient regional competitors. We also like its strong brand, scalable digital platform and resilient demand profile; and De’Longhi, a global leader in small domestic appliances with a particular focus on coffee and cooking. We are impressed by its proven ability to innovate, its strong distribution network and its exposure to rising consumer demand for premium coffee machines. Industrials This is by far our largest outright sectoral allocation and our second largest active position. This reflects our confidence in companies poised to benefit from increased infrastructure investment, fiscal stimulus - particularly in Germany – and robust demand for engineering and manufacturing services. Within this sector, our portfolio includes investments in companies that exemplify our strategy of targeting market leaders with exposure to structural growth themes and resilient demand. Nordex, a leading German manufacturer of onshore wind turbines. We hold it for its strong order intake, record-level backlog, and its pivotal role in Europe’s transition to renewable energy, supported by policy momentum and heightened demand for clean power solutions; Accelleron, a Swiss-based market leader in high-powered turbochargers. The company has impressed us with its ability to capitalise on stricter climate regulations and the growing need for efficient marine and industrial solutions. The company’s refurbishment business stands to gain from new international standards and its exposure to data centres and backup power; and Danieli, one of the largest suppliers of equipment to the steel industry based in Italy. It is owned for its robust order momentum, diversified global client base and its capacity to deliver innovative solutions in a sector undergoing modernisation and expansion. Energy Our overweight position in this sector is to capture opportunities arising from geopolitical shifts, supply disruptions and ongoing investment in global energy infrastructure. The holdings reflect our conviction in the energy sector’s evolving opportunities and our focus on companies with strong execution and a technological edge. Tecnicas Reunidas, mentioned as a recent top performer above. It is held for its robust project pipeline, upgraded guidance, and ability to capitalise on increased investment in the power sector; SBM Offshore, a global supplier of floating production platforms for the oil and gas industry. It is included for its strong contract momentum, resilient earnings profile and strategic positioning which should allow it to capture long-term trends in offshore energy production and the transition to lower-carbon solutions; and Technip Energies, a leader in engineering and technology for the energy sector. The company is owned for its exposure to high-growth segments such as LNG and decarbonisation. As well as its innovative approach to project delivery and its ability to capture opportunities arising from the global shift towards cleaner, sustainable energy. Other sectors and positioning During the financial year, the portfolio’s Information Technology exposure remained broadly in line with the benchmark as we await some clarity on the AI winner/AI loser debate within the sector. We also selectively added to those names we believe will benefit from the huge levels of AI investment already announced, and we have started to identify those companies currently perceived as AI losers, who are trading at bargain levels but should benefit over the longer term. We maintained underweight positions in Utilities, Real Estate, and Communication Services, reflecting our cautious outlook on these sectors and our preference for allocating capital to areas with stronger growth prospects and structural tailwinds. We do not hold any Utility companies due to their defensive nature, limited upside in a rising rate environment and lack of exposure to the structural growth themes driving our strategy. In Real Estate, subdued market activity, concerns around valuations and rising interest rates contributed to our limited exposure. We also remained underweight to Communication Services, as the sector faces persistent competitive pressures, slow revenue growth and structural challenges in adapting to new technologies and changing consumer behaviours. Additionally, the emergence of advanced AI solutions poses a significant threat to conventional platform businesses within telecoms, as AI-driven automation and new communication models have the potential to disrupt established revenue streams and erode market share.
Investment Manager’s Report 20 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report Overall, our current positioning remains pro-cyclical, with meaningful overweight allocations to sectors poised to gain from fiscal stimulus, infrastructure investment and improving consumer confidence – Consumer Discretionary, Industrials and Energy. While maintaining underweight exposure to defensive and structurally challenged areas such as Real Estate, Utilities, and Telecoms. Outlook Looking ahead, we remain highly optimistic about the prospects for European small caps. We believe the asset class is overdue a resurgence as Europe enters a new phase of investment and growth. Smaller cap companies are uniquely positioned to benefit from the major investment themes playing out in European markets, as a result of their strong domestic focus and agility in adapting to changing market conditions. Historically, these traits have ensured small caps have outperformed during periods of economic recovery and structural transformation. We believe the current environment – characterised by rising government investment, technological innovation and the ongoing transition to renewable energy – provides fertile ground for sustainable growth. Importantly, valuations for European small caps remain highly attractive relative to their larger peers, offering compelling entry points for investors seeking both growth and value. Many small cap companies are trading at significant discounts despite robust balance sheets, healthy cash flows, and strong fundamentals. This valuation gap, combined with increasing interest from private equity and strategic investors, is likely to increase deal activity and result in additional market upside. At the same time, geopolitical tensions and energy supply disruptions are likely to persist with the associated risks for energy prices and input costs. Consequently, central banks will face the challenge of balancing inflation concerns against the need to support growth. Against this backdrop, we are confident that our portfolio’s focus on high-quality, innovative small cap companies means it is well positioned to capture the exciting developments underway in Europe. This should ensure that it continues to deliver compelling returns and outperformance for our shareholders in the years ahead. Jules Bloch Jack Featherby Jon Ingram Portfolio Managers 18th June 2026
The appeal of European small cap equities is growing JPMorgan European Discovery Trust plc
Ten Largest Investments 22 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report (including exposure through CFDs) Storebrand Financials Storebrand ASA is a leading player in the Nordic market for long-term savings and insurance. The Company offers life insurance and pension plans, manages equity and fixed-income funds and attracts deposits. It also offers residential mortgages, other credit, and internet and telephone banking services. 1 Number Asset exposure % 1 of shares £’000 1,292,364 17,526 3.0 1,749,082 17,095 2.8 Lottomatica Consumer Discretionary Lottomatica Group S.P.A. is a leading gaming operator in Italy. The company operates across three business verticals – online, sports and gaming franchises via an omnichannel platform. Lottomatica Group serves customers worldwide. 2 AL Sydbank 2 Financials Sydbank A/S is one of Denmark’s largest full service banks headquartered in Aabenraa. Sydbank was founded in 1970 with the merger of four local banks based in Southern Jutland: Den Nordslesvigske Folkebank; Graasten Bank; Folkebanken for Als og Sundeved and Tønder Landmandsbank. 3 Accelleron Industries 2 Industrials Accelleron Industries AG is a global leader in turbocharging, fuel injection, and digital solutions for heavy-duty applications. The company operates in two segments, Medium & Low Speed and High Speed. 4 Glanbia 3 Consumer Staples Glanbia plc is an Irish multinational nutrition company that owns several consumer brands and operates an ingredients business. Glanbia is headquartered in Kilkenny, Ireland with over 5,500 employees in over 30 countries around the world. 5 Gaztransport Et Technigaz 2 Energy Gaztransport & Technigaz SA is a French multinational naval engineering company with headquarters in Saint-Rémy-lès- Chevreuse, France. Trading as the GTT Group, the company is an engineering organisation specialising in membrane containment systems dedicated to the transport and storage of liquefied gas worldwide. 6 Number Asset exposure % 1 of shares £’000 744,452 16,105 2.8 1,134,352 17,638 2.9 Number Asset exposure % 1 of shares £’000 255,516 15,432 2.7 208,132 10,095 1.6 Number Asset exposure % 1 of shares £’000 220,541 14,829 2.5 295,642 10,557 1.7 Number Asset exposure % 1 of shares £’000 903,379 13,371 2.3 Number Asset exposure % 1 of shares £’000 74,779 13,263 2.3 12,400 12,226 2.0
Ten Largest Investments J.P. Morgan Asset Management 23 Strategic Report ISS 3 Industrials ISS A/S is a facility management services company founded in Copenhagen, Denmark in 1901. ISS's core services include: security, cleaning, technical, food and workplace. 7 Nordex 3 Industrials Nordex SE is a European company that designs, sells and manufactures wind turbines. It was founded in 1985 and is headquartered in the German city of Hamburg with production in Germany, Brazil, India, Mexico, Poland and Spain. 8 Total At 31st March 2026 Top ten asset exposure £’000 £141,281 % of portfolio 1 24.3% At 31st March 2025 Top ten asset exposure £’000 152,884 % of portfolio 1 24.8% Saipem 2 Energy Saipem is a global leader in the engineering and construction of major projects for the energy and infrastructure sectors, both offshore and onshore. Saipem is ‘One Company’ organised into business lines: Asset Based Services, Drilling, Energy Carriers, Offshore Wind, Sustainable Infrastructures, Robotics & Industrialised Solutions. 9 Vienna Insurance 3 Financials Vienna Insurance Group (VIG) is the leading insurance specialist in Central and Eastern Europe (CEE), headquartered in Vienna, Austria. Operating over 50 companies across 30 countries, it provides life, non-life, and health insurance to ~33 million customers. VIG is listed on the Vienna Stock Exchange, has an A+ rating, and partners with Erste Group. 10 1 Based on total exposure of £607.3m (2025: £616.5m). 2 Not included in the ten largest investments at 31st March 2025. 3 Not included in the list of investments at 31st March 2025. Number Asset exposure % 1 of shares £’000 475,757 13,084 2.3 Number Asset exposure % 1 of shares £’000 329,704 13,027 2.2 Number Asset exposure % 1 of shares £’000 3,610,063 12,336 2.1 5,008,632 8,974 1.5 Number Asset exposure % 1 of shares £’000 231,310 12,308 2.1
Portfolio information 24 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report Geographical analysis 31st March 2026 31st March 2025 Asset Exposure Benchmark Asset Exposure Benchmark % 1 % % 1 % France 13.6 12.2 12.7 10.4 Germany 12.1 12.5 19.0 12.8 Italy 11.1 9.1 18.0 9.9 Sweden 10.2 15.9 15.8 17.2 Norway 9.0 7.8 6.6 6.7 Denmark 8.2 6.2 2.9 5.5 Spain 7.7 4.8 4.3 5.5 Austria 6.6 2.5 6.6 3.5 Switzerland 6.5 14.4 2.7 13.9 Ireland 6.0 0.8 1.7 0.7 Belgium 5.5 5.0 1.5 5.0 Netherlands 4.3 4.6 7.6 4.2 Portugal 1.7 0.7 2.4 1.1 Finland 1.5 3.5 3.4 3.6 Total 104.0 100.0 105.2 100.0 1 Based on the Asset Exposure (total exposure from direct portfolio investments and through derivative financial instruments) expressed as a percentage of Net Assets. The presentation of 31st March 2025 comparative has been revised to align with the basis used for 31st March 2026, for comparison purpose. There was no portfolio exposure through derivative financial instruments as at 31st March 2025, therefore the asset exposure was the same as the portfolio value. Sector analysis 31st March 2026 31st March 2025 Asset Exposure Benchmark Asset Exposure Benchmark % 1 % % 1 % Industrials 29.7 27.5 29.2 25.7 Financials 14.2 12.9 15.7 15.2 Consumer Discretionary 14.0 8.8 11.9 8.7 Health Care 11.3 8.4 7.6 8.5 Energy 10.4 6.4 6.2 4.4 Information Technology 7.2 7.7 7.2 8.1 Consumer Staples 6.8 4.1 2.2 4.3 Materials 6.0 8.5 7.8 8.7 Real Estate 4.4 8.3 6.8 8.2 Communication Services 4.6 8.7 5.0 Utilities 2.8 1.9 3.2 Total 104.0 100.0 105.2 100.0 1 Based on the Asset Exposure (total exposure from direct portfolio investments and through derivative financial instruments) expressed as a percentage of Net Assets. The presentation of 31st March 2025 comparative has been revised to align with the basis used for 31st March 2026, for comparison purpose. There was no portfolio exposure through derivative financial instruments as at 31st March 2025, therefore the asset exposure was the same as the portfolio value.
Portfolio information J.P. Morgan Asset Management 25 Strategic Report Investment activity During the year ended 31st March 2026 31st March 2025 31st March 2026 Fair value Change Fair value Asset of portfolio 1 Purchases Sales in value of portfolio 1 Exposure £’000 £’000 £’000 £’000 £’000 £'000 France 74,280 74,985 (82,217) 6,035 73,083 79,625 Germany 111,097 93,873 (136,097) (711) 68,162 70,908 Italy 105,808 40,328 (105,873) 19,932 60,195 64,558 Sweden 92,743 72,606 (108,968) (4,758) 51,623 59,136 Norway 38,401 37,123 (38,098) 15,313 52,739 52,739 Denmark 17,274 37,707 (14,000) 4,218 45,199 47,847 Spain 25,013 41,687 (38,867) 17,102 44,935 44,935 Austria 38,733 27,688 (42,347) 12,236 36,310 38,405 Switzerland 15,550 52,821 (36,183) 5,835 38,023 38,023 Ireland 9,912 26,547 (4,098) 2,426 34,787 34,788 Belgium 8,973 23,908 (10,680) 2,028 24,229 32,244 Netherlands 44,656 14,229 (51,736) 14,801 21,950 25,312 Portugal 14,193 4,348 (15,636) 5,449 8,354 9,932 Finland 19,902 10,905 (24,423) 1,876 8,260 8,895 Total investments 616,535 558,755 (709,223) 101,782 567,849 607,347 1 Portfolio Fair Value refers to the fair value of investments held both directly and via derivative financial instruments (long CFDs). For CFDs, this is calculated as the difference between the initial contract price of the CFD and the market value of the underlying investment, which is presented as derivative financial assets or derivative financial liabilities.
Portfolio information 26 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report France Gaztransport Et Technigaz 13,263 2.3 13,263 2.3 Elis 11,508 2.0 11,508 2.0 Technip Energies (shares and long CFD) 10,371 1.8 9,131 1.6 SPIE 9,939 1.7 9,939 1.8 Nexans (shares and long CFD) 7,976 1.4 7,040 1.2 Covivio 7,818 1.3 7,818 1.4 Arkema 6,720 1.1 6,720 1.2 Sopra Steria (long CFD) 4,263 0.7 (182) LISI 3,509 0.6 3,509 0.6 Mersen 2,516 0.4 2,516 0.4 Vicat 1,742 0.3 1,742 0.3 79,625 13.6 73,004 12.8 Germany Nordex 13,027 2.2 13,027 2.3 Bilfinger (shares and long CFD) 11,455 2.0 9,303 1.6 AlzChem 7,777 1.3 7,777 1.4 TAG Immobilien (shares and long CFD) 7,585 1.3 6,968 1.2 Befesa (shares and long CFD) 6,324 1.1 6,232 1.1 FUCHS 5,544 0.9 5,544 1.0 SAF-Holland (shares and long CFD) 5,108 0.9 5,075 0.9 Eckert & Ziegler 4,316 0.7 4,316 0.8 Innoscripta 3,223 0.6 3,223 0.6 SUSS MicroTec 2,315 0.4 2,315 0.4 Jungheinrich 2,286 0.4 2,286 0.4 Basler 1,948 0.3 1,948 0.3 70,908 12.1 68,014 12.0 Italy Lottomatica 16,105 2.8 16,105 2.8 Saipem 12,336 2.1 12,336 2.2 Danieli & C Officine Meccaniche (shares and long CFD) 10,829 1.9 10,129 1.8 Azimut 10,696 1.8 10,696 1.9 De’ Longhi 10,406 1.8 10,406 1.8 Reply (long CFD) 3,676 0.6 (198) Ariston 510 0.1 510 0.1 64,558 11.1 59,984 10.6 Sweden Attendo 10,597 1.8 10,597 1.9 Axfood 9,893 1.7 9,893 1.7 BioGaia 8,282 1.4 8,282 1.5 AQ 7,972 1.4 7,972 1.4 Synsam 7,549 1.3 7,549 1.3 Bravida (long CFD) 6,908 1.2 (79) Cloetta 5,014 0.9 5,014 0.9 Hexatronic (shares and long CFD) 2,265 0.4 1,642 0.3 Electrolux 656 0.1 656 0.1 59,136 10.2 51,526 9.1 Asset Exposure 1 Fair Value 2 Company £’000 % £’000 % List of investments At 31st March 2026
Portfolio information J.P. Morgan Asset Management 27 Strategic Report Asset Exposure 1 Fair Value 2 Company £’000 % £’000 % Norway Storebrand 17,526 3.0 17,526 3.1 SATS 9,790 1.7 9,790 1.7 Kitron 9,768 1.7 9,768 1.7 Norconsult Norge 6,470 1.1 6,470 1.1 AutoStore 4,885 0.8 4,885 0.9 Pexip 4,300 0.7 4,300 0.8 52,739 9.0 52,739 9.3 Denmark AL Sydbank (shares and long CFD) 15,432 2.6 13,725 2.4 ISS (shares and long CFD) 13,084 2.3 12,178 2.1 Royal Unibrew 11,342 1.9 11,342 2.0 Per Aarsleff 7,989 1.4 7,989 1.4 47,847 8.2 45,234 7.9 Spain Merlin Properties Socimi 10,668 1.8 10,668 1.9 CIE Automotive 10,420 1.8 10,420 1.8 Construcciones y Auxiliar de Ferrocarriles 10,082 1.7 10,082 1.8 Tecnicas Reunidas 9,025 1.6 9,025 1.6 Indra Sistemas 4,740 0.8 4,740 0.8 44,935 7.7 44,935 7.9 Austria Vienna Insurance 12,308 2.1 12,308 2.2 BAWAG (shares and long CFD) 11,539 2.0 10,612 1.9 DO & CO (shares and long CFD) 8,126 1.4 7,516 1.3 voestalpine (shares and long CFD) 6,432 1.1 5,820 1.0 38,405 6.6 36,256 6.4 Switzerland Accelleron Industries 14,829 2.5 14,829 2.6 Temenos 7,924 1.4 7,924 1.4 Implenia 5,897 1.0 5,897 1.0 EFG International 5,613 1.0 5,613 1.0 COSMO Pharmaceuticals 3,760 0.6 3,760 0.7 38,023 6.5 38,023 6.7 Ireland Glanbia 13,371 2.3 13,371 2.4 Cairn Homes 11,929 2.1 11,929 2.1 Uniphar 9,488 1.6 9,488 1.7 34,788 6.0 34,788 6.2 Belgium Fagron 11,498 2.0 11,498 2.0 Ackermans & van Haaren (long CFD) 8,015 1.3 (173) Umicore 7,359 1.3 7,359 1.3 Financiere de Tubize 5,372 0.9 5,372 0.9 32,244 5.5 24,056 4.2 List of investments At 31st March 2026
Portfolio information 28 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report Netherlands SBM Offshore 11,804 2.0 11,804 2.1 Koninklijke Heijmans 10,146 1.7 10,146 1.8 Koninklijke Vopak (long CFD) 3,362 0.6 (69) 25,312 4.3 21,881 3.9 Portugal Banco Comercial Portugues (shares and long CFD) 9,932 1.7 8,381 1.5 9,932 1.7 8,381 1.5 Finland Puuilo 8,895 1.5 8,266 1.5 8,895 1.5 8,266 1.5 Gross Asset Exposure/Portfolio Fair Value 1,2 607,347 104.0 567,087 100.0 Reconciliation to Net Assets £’000 £’000 Gross Asset Exposure 607,347 Exposure through CFDs (39,498) Total investments held at fair value through profit or loss 567,849 Derivative financial instrument assets 265 Derivative financial instrument liabilities (1,027) Net current assets (excluding derivative financial instrument assets and liabilities) 17,062 Net current assets per the Statement of Financial Position 16,300 Net Assets 584,149 1 Asset Exposure comprises the market exposure of the investment portfolio held through both direct investments and derivative financial instruments. This is expressed as a percentage of Net Assets. Gross Asset Exposure is the total asset exposure, including the exposure through derivative financial instruments (Contracts for Difference or CFDs). 2 Portfolio Fair Value represents the fair value of investments held both directly and through derivative financial instruments. In the case of CFDs, this is determined as the difference between the initial contract price and the market value of the underlying investment, which is disclosed as either derivative financial assets or derivative financial liabilities. Asset Exposure 1 Fair Value 2 Company £’000 % £’000 % List of investments At 31st March 2026
Manager’s Investment Process J.P. Morgan Asset Management 29 Strategic Report During the past year, the Company’s Portfolio Managers continued to draw on the depth and breadth of JPMAM’s investment resources, applying them within the Company’s well-established investment process, which has remained consistent for many years. Together, these resources support the Portfolio Managers in identifying attractive, mispriced investment opportunities across the European smaller companies universe, with the aim of delivering strong long term returns for shareholders. The following sections outline the Company’s Investment Process. The Core Investment Objective Through its Portfolio Managers, the Company aims to achieve capital growth by investing in a portfolio of smaller continental European companies. The investment universe is defined at the time of purchase by the countries and market capitalisation range of the constituents of the benchmark, the MSCI Europe (ex UK) Small Cap Net Total Return Index in sterling terms. The Portfolio Managers employ a bottom-up selection process which seeks to identify Europe’s smaller ‘hidden gems’ before they are discovered by the wider investing community (and hence the ‘Discovery’ in the Company’s name). Typically, these companies are attractively priced, market-leading growth companies with strong quality attributes that the Portfolio Managers expect to drive outperformance over the medium-term. The search for hidden gems is a collaborative, team-based effort that starts with a quantitative approach to idea generation and is complemented by fundamental research and the Portfolio Managers’ expertise. Overall risk and financially material environmental, social and governance (ESG) considerations are integrated into each stage of the investment decision-making process, including research, company engagement – before and after stocks enter the portfolio – and portfolio construction. This approach results in the construction of a portfolio of high conviction stocks. Idea Generation The primary source of investment ideas is the Investment Manager’s proprietary quantitative investment screening process (‘Data Driven Insights’ above) that ranks stocks within the Company’s investment universe according to their valuation, quality, and momentum characteristics. Valuation is assessed using metrics such as valuation multiples, a total expected return framework and discounted cash flow analysis. Quality is judged on characteristics such as return on capital, whether earnings can be maintained, and capital discipline, while Momentum is considered in terms of potentially positive catalysts such as whether a company is exceeding the market’s earnings estimates. Portfolio Manager Insights Highest Conviction Fundamental Equity Research Data Driven Insights
Manager’s Investment Process 30 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report Investment philosophy We believe that attractively valued, high quality stocks with positive momentum outperform the market. In the research process described above, we systematically access financially material ESG factors amongst other factors in our investment decisions with the goals of managing risk and improving long-term returns. ESG integration does not change a strategy’s investment objective, exclude specific types of companies or constrain a strategy’s investable universe. ESG factors may not be considered for each and every investment decision. Fundamental Research After identifying companies with characteristics that meet the Portfolio Managers’ quantitative requirements, the investment process progresses to in-house fundamental research. At this stage, the Portfolio Managers draw on JPMorgan’s extensive analytical and technological resources. The continental European small cap team is part of the wider International Equity Group at JPMorgan. So the Portfolio Managers have access to the expertise of close to 100 investment professionals in this group, as well as JPMorgan’s broader global resources. Most importantly, the Portfolio Managers also evaluate each investment opportunity using their own skills, knowledge and experience. International Equity Group: Drawing on resources around the world Data as of December 2025. Note this illustrates the resources available and does not necessarily reflect reporting lines. *Source: J.P. Morgan Asset Management, gross of fees vs. relevant benchmark. Includes all funds/accounts where there is a relevant benchmark and performance returns have been mapped to Finance book of business. Gross of fee returns used where available. ** Includes both internal and external research costs across equities. We consider the quality of the company through its profitability, consistency of earnings and capital allocation discipline We look at a company’s valuation to assess if its future prospects have been incorrectly estimated by the market Assessing the operational momentum of the business and how this is being reflected in expectations A stock’s financially material ESG characteristics are considered throughout our decision-making process Is the outlook improving? Is it attractively valued? Is it a good business?
Manager’s Investment Process J.P. Morgan Asset Management 31 Strategic Report Portfolio Construction The in-depth, bottom-up fundamental research allows the Portfolio Managers to construct a concentrated, best ideas portfolio of Europe’s hidden gems. The Company’s investment guidelines do not prohibit the Portfolio Managers from investing in any sector or country other than the geographic focus. This enables pursuit of the best opportunities in the prevailing market environment. Investment portfolios are subject to a range of potential risks – which may be stock or style specific, related to the economic environment or to conditions within the given sector or country. The Portfolio Managers utilise JPMorgan’s proprietary risk tools to ensure that the portfolio’s risk exposures are identified, evaluated and managed. Sell Discipline The Portfolio Managers employ a strict sell discipline. A portfolio holding will be sold if: The market capitalisation has significantly outgrown the benchmark index; There is a deterioration in the underlying fundamental investment thesis; The valuation has become unattractive; or Better investment opportunities are identified. Decision analytics framework The Portfolio Managers analyse the performance impact of both successful and unsuccessful investment decisions. Initially, they looked at both internal analysis and third-party software products designed for this purpose. However, there are significant limitations to existing offerings. Principally, both internal and external providers are only able to analyse trades undertaken, and due to the lack of associated data are unable to evaluate the opportunity costs of actions not taken. Historical analysis can help determine whether, on average, Portfolio Managers should hold investments for more or less time than they do; whether larger positions should be taken to maximise returns or if more equal weighting between investments would be appropriate. However, the difficulty with this approach is that most decisions made on a daily basis do not result in investments. Yet, decisions not to invest are just as potentially significant for returns as decisions to invest. For example, if an investor considered three AI-related technology stocks at the start of the financial year but chose to purchase only one, that decision was likely a good one, but the decision not to invest in the other two was probably detrimental to performance. To complete this form of analysis, it is necessary to consider all three decisions in aggregate. To this end, the Portfolio Managers have started to develop a more complete and bespoke framework through which to analyse each part of their decision-making behaviour. This framework records all their decisions in more detail to build a better picture of their biases, strengths and weaknesses. Specifically, the framework records decisions related to the Portfolio Managers’ interactions with company management teams and in-house and external analysts pitching ideas. It also captures their responses to JPMorgan’s proprietary quantitative analysis as well as to daily company news flow and share price movements. Their decisions on single stocks as well as the whole portfolio are also factored into the analysis. The intention of this new, more comprehensive approach is to derive unique insights to improve investment decision-making and help the Portfolio Managers answer the key question driving this work: What is the most effective use of their time? Time is a finite and valuable resource, so they want to ensure it is allocated most effectively by focusing on those investment areas most likely to benefit the Company. Portfolio Gearing and Liquidity The Board has set a gearing range of between 20% cash and 20% within which the Portfolio Managers are free to operate. This gives the investment team further flexibility to adjust portfolio risk according to their assessment of the market. This enables them to leverage up individual positions in which they have a high conviction to amplify expected returns. In addition, the ability to use gearing and the closed-end nature of the fund allows the Portfolio Managers to take advantage of opportunities as soon as they arise. They are able to use the gearing to provide liquidity until market conditions provide them with the opportunity to raise cash from other portfolio positions. Less Liquid positions The Company’s closed-ended nature means that it does not have to deal with daily cash flows into and out of the fund. This has the advantage of allowing the Portfolio Managers to invest in smaller, publicly traded and less liquid companies. Such ‘illiquid’ or less liquid companies, provide the Portfolio Managers with attractive opportunities to invest in ‘undiscovered gems’ which are typically overlooked by open-ended funds due to the liquidity constraints under which such funds operate.
Currency Hedging The Company does not hedge the currency exposure of its portfolio assets. This policy is based on the view that the performance impact of foreign exchange rate fluctuations evens out over the longer term. Environment, Social and Governance (ESG) considerations The Portfolio Managers consider financially material ESG factors as part of the investment process, specifically where they see related risks as a potential threat to the long-term earnings capacity of portfolio companies. Further details of the Investment Manager’s approach to ESG integration and stewardship is set out in the ESG Report on pages 33 to 35. Manager’s Investment Process 32 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report
Environmental, Social and Governance (‘ESG’) Report J.P. Morgan Asset Management 33 Strategic Report Why do we integrate ESG into our investment process? In actively managed strategies that J.P. Morgan Asset Management (UK) Limited (‘JPMAM’) designates as ESG integrated under its governance framework, JPMAM systematically evaluates financially material ESG factors – alongside other relevant considerations – within its investment analysis and decision–making processes. Where possible and appropriate, this assessment aims to support effective risk management and enhance long term returns. Essentially, JPMAM seeks to determine in its view whether a company is likely to face potential headwinds or benefit from tailwinds arising from ESG considerations that may ultimately have a meaningful impact on its share price. ESG Integration within the Company’s portfolio ESG integration does not change the Company’s investment objective, exclude specific types of companies or constrain the Company’s investable universe. However, the assessment of financially material ESG factors may influence the investment decision. Ultimately, it may impact your Portfolio Managers’ decision on whether to purchase a company and the size of the position taken depending on the level of conviction. Engagement JPMAM recognises and embrace its wider stewardship responsibilities to clients as a major asset owner. JPMAM uses engagement to better understand and encourage portfolio companies to develop and adopt practices to manage their risk and create long-term shareholder value. Active ownership in the context of ESG integration allows JPMAM to manage ESG risks and systematically to incorporate insights gained from engagement into its investment decisions. For further details on JPMAM’s engagement processes, please see the Annual Investment Stewardship Report (https://am.jpmorgan.com/content/dam/jpm- am-aem/global/en/sustainable-investing/investment-stewardship-report.pdf ). In JPMAM’s International Equity Group, corporate engagement is a collaboration between investors (Portfolio Managers) and the Investment Stewardship specialists within JPMAM’s Global Sustainable Investing Team. Engagement driven by JPMAM’s Investment Stewardship team focuses on the six firm-wide priorities set out in the diagram that follows. Portfolio Managers and Research Analysts in the International Equity Group (IEG) also directly drive engagement with the companies, addressing a broad range of financially material ESG issues as part of their bottom-up stock analysis. Environmental Social Governance Climate change Natural capital and ecosystems Governance Strategy alignment with the long term Human capital management Stakeholder engagement
Examples of engagement with investee companies in the Company’s portfolio during the year: Proxy Voting JPMAM exercises the voting rights of shares held in client portfolios where entrusted with this responsibility. It votes in a prudent and diligent manner, based solely on reasonable judgement of what will best serve the financial interests of its clients. JPMAM aims to vote at all shareholder meetings of companies in which it invests, unless restricted by market practices or conflicts of interest. JPMAM considers corporate governance integral to its investment process. JPMAM’s assessment includes the company’s share and voting structure, board composition, oversight functions and remuneration policy. For full details, please refer to the J.P. Morgan Asset Management Corporate Governance Policy & Voting Guidelines, available on request or downloadable from JPMAM’s website. Academedia A leading operator of education services across Europe Engaged with the company to discuss governance and social considerations associated with the public funding of for-profit schools, as well as Academedia’s approach to educational quality and reinvestment. The conversation focused on how the company evidences learning outcomes and stakeholder satisfaction, and how it balances profitability and margin targets with ongoing investment in teaching, capacity and long term growth. Also, examined the evolving regulatory environment in Sweden, including proposals aimed at increasing transparency and potential frameworks linking educational quality to profit distributions. The company outlined how it is preparing for possible policy changes over the medium term. In addition, the discussion covered Academedia’s international expansion strategy–particularly in highly subsidised preschool markets–and the operational factors that support scalability, such as occupancy dynamics and working capital characteristics. Overall, the investment team left the engagement reassured by the company’s positioning and operational discipline. However, they recognise that political and regulatory risks surrounding for profit education are likely to persist, even for a best in class operator such as Academedia. Befesa A global leader in the management of hazardous residues from metal industries Met with Befesa, a global leader in the specialist field of recycling and recovering hazardous waste from steel and aluminium production, to discuss the company’s environmental strategy, operational resilience and incentive alignment. The discussion was wide ranging, beginning with the company’s emissions reduction plan, recent progress on lowering emissions intensity, and the levers available to further decarbonise operations—including process efficiency improvements and electricity sourcing. They also reviewed the level of investment allocated to R&D and maintenance to support these outcomes. The conversation then turned to the regulatory landscape, including how emissions pricing and evolving allowance regimes may influence operating costs and capital allocation decisions. The company also outlined how it manages health and safety performance as it scales volumes. Finally, the meeting covered the performance and outlook of the US operations, including utilisation levels and the potential implications of shifting trade patterns and localisation dynamics. Despite potential concerns about Befesa’s involvement in industries associated with hazardous waste, the IEG investors concluded that the company’s recovery and recycling activities form a critical part of the circular economy. These activities contribute positively to the environmental theme and are expected to support the company’s growth over time. Environmental, Social and Governance (‘ESG’) Report 34 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report
A summary of key voting activity over the last year is detailed below: Did Not Against/ Against/ For Against Abstain Vote* Abstain Total Abstain Audit Related 108 4 0 0 4 112 4% Capitalisation 159 11 0 0 11 170 6% Company Articles 24 2 0 0 2 26 8% Compensation 239 34 0 0 34 273 12% Director Election 308 18 0 0 18 326 6% Director Related 338 1 0 0 1 339 0% Non-Routine Business 7 3 0 0 3 10 30% Routine Business 290 6 0 0 6 296 2% E&S Blended 9 0 0 0 0 9 0% Social 2 0 0 0 0 2 0% Strategic Transactions 7 0 1 0 1 8 13% Takeover Related 3 0 0 0 0 3 0% Miscellaneous 8 2 0 0 2 10 20% Total 1,502 81 1 0 82 1,584 *Meetings may not be voted on due to share blocking and/or conflicts of interest J.P. Morgan Asset Management 18th June 2026 Environmental, Social and Governance (‘ESG’) Report J.P. Morgan Asset Management 35 Strategic Report
Business Review 36 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report The Company’s Purpose, Values, Strategy and Culture JPMorgan European Discovery Trust plc is an investment trust company that has a listing on the London Stock Exchange. It is a constituent of the FTSE 250 Index. The Company is incorporated in England and Wales. The purpose of the Company is to provide a cost effective, investment vehicle for investors who seek capital growth from a portfolio of high-quality smaller companies in Continental Europe over the long term. To achieve this, the Board of Directors is responsible for employing and overseeing a company that has appropriate investment expertise, resources and controls in place to meet the Company’s investment objective. The Board comprises non-executive Directors from a diverse background, including gender and ethnicity, who have a breadth of relevant experience and contribute in an open and transparent boardroom culture. All Directors act with integrity, lead by example and seek to promote the Company’s culture through ongoing dialogue and engagement with its stakeholders. The Company is subject to legislation and regulations including UK Company Law, United Kingdom Accounting Standards, the FCA Listing, Prospectus, Disclosure Guidance and Transparency Rules, Market Abuse Regulation, taxation law and the Company’s own Articles of Association. The Company is an investment company within the meaning of Section 833 of the Companies Act 2006 and has been approved by HM Revenue & Customs as an investment trust (for the purposes of Sections 1158 and 1159 of the Corporation Tax Act 2010). As a result the Company is not liable for taxation on capital gains. The Directors have no reason to believe that approval will not continue to be retained. The Company is not a close company for taxation purposes. Investment Objective The Company’s objective is to provide shareholders with capital growth from smaller Continental European companies. It aims to outperform a benchmark, which is the MSCI Europe (ex UK) Small Cap Net Total Return Index in sterling terms. In order to achieve this objective, the Company employs JPMorgan Funds Limited (‘JPMF’) which, in turn, delegates portfolio management to JPMorgan Asset Management (UK) Limited (‘JPMAM’) to actively manage the Company’s assets. The Board both supports and challenges the Manager and its third party suppliers in this process. The Board has determined an investment policy, related guidelines and limits that are described in the following paragraphs. Investment Policies and Risk Management In order to achieve its investment objective and to seek to manage investment risks, the Company invests in a diversified portfolio of high-quality smaller companies in Continental Europe. The investment universe is defined at the time of purchase by the countries and market capitalisation range of the constituents of the benchmark index which, at the end of March 2026, consisted of 638 companies with a free float adjusted market capitalisation range of GBP 238 million to GBP 9.5 billion. The Company manages liquidity and borrowings with the aim of increasing potential Sterling returns to shareholders. The Company does not normally hedge the foreign currency exposure of the portfolio. The investment policy emphasises capital growth rather than income and shareholders should therefore expect dividends to vary from year to year. The Board has set no minimum or maximum limits on the number of investments in the portfolio but, in the year under review, the number of investments ranged between approximately 50-80. To gain the appropriate exposure, the Portfolio Managers are permitted to invest in collective investment schemes. On a day-to-day basis, the assets are managed by three Portfolio Managers based in London, supported by a team of over 99 equity professionals. Investment Restrictions and Guidelines The Board seeks to manage the risks facing the Company by imposing various limits and restrictions; The Company will not invest more than 5% of its total assets in any one individual stock at the time of acquisition. No more than 25% of assets may be invested outside the benchmark. Any such investments must be in European ex UK companies or a UK investment company that invests in Europe. The Company does not normally invest in unquoted investments and to do so requires prior Board approval. No more than 25% of the Company’s assets may be invested in the aggregate of: (i) securities not listed on a recognised exchange; and (ii) holdings in which the Company has 20% or more of the issued equities. It is unlikely that the Company would invest in companies that fall into either of these categories and did not do so in the year under review. In accordance with the UK Listing Rules, the Company will not invest more than 15% of its gross assets in other UK listed closed-ended investment funds and will not invest more than 10% of its gross assets in UK listed closed-ended investment funds that themselves may invest more than 15% of gross assets in UK listed closed-ended investment funds. It is very unlikely that the Company would wish to have substantial positions in such companies and had no such investments in the year under review.
Business Review J.P. Morgan Asset Management 37 Strategic Report The Board has set a normal gearing range of 20% net cash to 20% geared. The Company does not normally enter into derivative transactions and to do so requires prior Board approval. With Board approval, the Company uses CFDs for gearing purposes, within the Company’s gearing policy. These limits and restrictions may be varied by the Board at any time at its discretion. Compliance with the Board’s investment restrictions and guidelines is monitored continuously by the Manager and is reported to the Board on a monthly basis. Performance In the year ended 31st March 2026, the Company produced a share price total return of +21.0% and a net asset value total return of +23.2%. This compares with the total return on the Company’s benchmark index of +17.5%. As at 31st March 2026 the value of the Company’s investment portfolio was £567.8 million (2025: £616.5 million). The Investment Manager’s Report on pages 15 to 20 includes a review of developments during the year as well as information on investment activity within the Company’s portfolio. Ten Year Performance Figures have been rebased to 100 since 31st March 2016 Source: Morningstar. Key Performance Indicators (‘KPIs’) At each Board meeting the Directors consider a number of performance measures to assess the Company’s success in achieving its objectives. The principal KPIs are performance relative to the benchmark index, performance against the Company’s peers, performance attribution, share price discount to net asset value per share and ongoing charges. Unless there is a particular reason for the Board to change the KPIs (which would require an explanation to shareholders), consistency is maintained to provide continuity. Further details of the principal KPIs are given below. Performance relative to the benchmark index This is the most important KPI by which performance is judged. Information on the Company’s performance is given in the Chair’s Statement and the Investment Manager’s Report on pages 11 to 20. Performance Relative to Benchmark Index Figures have been rebased to 100 since 31st March 2016 Performance against the Company’s peers The principal objective is to achieve capital growth relative to the benchmark. However, the Board also monitors the performance relative to a broad range of competitor funds with similar objectives. Performance attribution The purpose of performance attribution analysis is to assess how the Company achieved its performance relative to its benchmark index, i.e. to understand the impact on the Company’s relative performance of the various components such as stock selection and asset allocation. Details of the attribution analysis for the year ended 31st March 2026 are given in the Investment Manager’s Report on page 16. Share price discount to net asset value (‘NAV’) per share The Board recognises that the possibility of a short term widening of the discount can be a key disadvantage of investment trusts that can discourage investors, but is of the view that over the long term it is not a material factor in long term shareholder return. The Board has for several years operated a share repurchase programme which seeks to address imbalances in the supply of and demand for the Company’s shares within the market and thereby seek to manage the volatility and absolute level of the discount to NAV per share at which the Company’s shares trade. In the year ended 31st March 2026, the discount ranged between 5.2% and 9.0%. More information on the Board’s share repurchase policy is given in the Chair’s Statement on page 12. 50 100 150 200 250 300 2026 2025 2024 2023 2022 2021 2020 2019 2018 2017 2016 Return on share price Return on net asset value per ordinary share Benchmark return 80 85 90 95 100 105 110 115 2026 2025 2024 2023 2022 2021 2020 2019 2018 2017 2016 Return on share price Return on net asset value per ordinary share The benchmark is represented by the green horizontal line
Business Review 38 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report Discount Source: Morningstar (month end data). Ongoing charges The ongoing charges represent the Company’s management fee and all other operating expenses, excluding any finance costs, expressed as a percentage of the average daily net assets during the year. The ongoing charges for the year ended 31st March 2026 were 0.88% (2025: 0.90%). Each year the Board reviews an analysis which shows a comparison of the Company’s ongoing charges and its main expenses with those of its peers. –24 –22 –20 –18 –16 –14 –12 –10 –8 –6 –4 –2 2026 2025 2024 2023 2022 2021 2020 2019 2018 2017 2016 Discount (based on month-end data)
Business Review J.P. Morgan Asset Management 39 Strategic Report Long Term Viability In the light of the Company’s current position, the principal and emerging risks that it faces and their potential impact on its future, the Directors have assessed the prospects of the Company, to the extent that they are able to do so, over the next five years. They have made that assessment by considering, the Company’s investment objective and strategy, the investment capabilities of the Manager and the current outlook for the European economies and equity markets. The Board has further considered the mitigation measures which key service providers, including the Manager, have in place to maintain operational resilience. In addition, the Company has carried out stress testing in connection with the Company’s stated principal risks, encompassing a number of scenarios where the Company might be put under significant stress due to market volatility or other exogenous shocks. This included modelling the impact of substantial market falls, and testing portfolio liquidity under stress. The scenarios assumed that there would be no recovery in asset prices. The results demonstrated the impact on the Company’s NAV, its expenses and its ability to meet its liabilities. In even the most stressed scenario, the Company was shown to have sufficient cash, or to be able to liquidate a sufficient portion of its listed holdings, in order to meet its liabilities as they fall due. Given the Company’s objective of achieving long term capital growth, shareholders should consider the Company as a long term investment proposition. This is consistent with advice provided by investment advisers; that investors should consider investing in equities for a minimum of five years. Thus, the Directors consider five years to be an appropriate time horizon to assess the Company’s viability and confirm that they have a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over that period.
Principal and Emerging Risks 40 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report The Directors confirm that they conduct a robust assessment of the principal and emerging risks facing the Company. It is with a focus on those risks that could materially adversely impact the Company’s performance, share price, reputation or the viability of its business. The reviews are based on a risk matrix developed by the Audit & Risk Committee with the assistance of the Manager. During the year, the Board discussed the risks and identified those that merit particular attention. At the current time these are – investment performance, discount control and the impact of geopolitical events. The Board also recognises risks arising from the evolving cybercrime threat environment and heightened attention around Artificial Intelligence (‘AI’). The AIC Corporate Governance Code requires the Audit & Risk Committee to put in place procedures to identify emerging risks facing the Company. The Committee has conducted horizon scanning and other than the exacerbation of geopolitical events in the Middle East, it does not believe that there are any new emerging risks. The risks together with how these are mitigated and managed, as far as practicable, are set out in the table below. Risk Description Mitigation and Management The Company monitors global developments with the Manager and external experts on an ongoing basis. The Board can, with shareholder approval, amend the investment policy and objectives of the Company to mitigate the risks arising from geopolitical instability. Geopolitical Negative impact on investments from significant geopolitical events. Such as wars, terrorism, coups, regime change, sanctions, trade disputes & imposition of tariffs or other events caused by or between governments that trigger corporate and financial instability resulting from disruption to economies, global markets, international trade and supply chains or threaten national security. Investment Performance and Strategy Performance of the Company’s investment portfolio is fundamental to the success of the company. An inappropriate investment strategy, or poor implementation of the strategy, for example relating to concentration of investments, asset allocation, the level of gearing or the degree of portfolio risk. Ongoing performance measurement of the portfolio computed independently of the investment managers. This is shared within Investment Managers teams for ongoing oversight as well as to the Board. The Board reviews the overall strategy and structure of the Company and reports of comparison of the performance against benchmark, peer group and share activity. The Board holds a separate meeting devoted to strategy each year which includes consideration of whether the Company’s objectives and structures are appropriate for the long-term interests of shareholders. Regular reports prepared by the Manager are received by the Board on stock selection, asset allocation, gearing, hedging and costs of running the Company and these are reviewed at each Board meeting. Discount/Premium Control Share price premium volatility and discount drift to net asset value per share leads to a sense of uncertainty reducing shareholder confidence. Potentially triggering shareholder intervention. The Board continuously monitors the level of the discount. Where deemed it prudent, seeks to address the imbalances in the supply of and demand for the Company’s shares through share repurchases.
Principal and Emerging Risks J.P. Morgan Asset Management 41 Strategic Report Risk Description Mitigation and Management The Manager ensures appropriate performance reviews and benchmarked incentivisation and compensation. In addition, ongoing succession planning through a team-based approach. The Board also takes a keen interest in getting to know the individuals through attendance at Board meetings and their participation at the off-site Strategy meetings. Loss of Key Personnel Loss of one or more of the investment management team, particularly key individuals. The Audit & Risk Committee receives independently audited reports on the Managers and other service providers’ internal controls, as well as a report from the Manager’s Compliance function. The Company’s management agreement obliges the Manager to report on the detection of fraud relating to the Company’s investments and the Company is afforded protection through its various contracts with suppliers, of which one of the key protections is the Depositary’s indemnification for loss or misappropriation of the Company’s assets held in custody. Details of how the Board monitors the services provided by JPMF and its associates and the key elements designed to provide effective risk management and internal control are included within the Risk Management and Internal Control section of the Corporate Governance Statement on pages 56 and 57. The Board is kept up to date with the Manager’s cyber security defences and its cyber security programme. The information technology controls around the physical security of data centres, security of its networks and trading applications are tested and reported on every six months against industry standards. Additionally, the Board reviewed the application of the UK Cyber Governance Code of Practice and all Directors have completed training modules aligned with the Code’s Principles. Operational and Cybercrime In common with most investment trusts the Board delegates the operation of the business to third parties, the principal delegate being the Manager. Disruption to, failure of, or fraud in the Manager’s accounting, dealing or payments systems or at its service providers (Custodian, Depositary or Registrar) preventing timely implementation of investment decisions, and potentially shortfalls in the accuracy of reporting and monitoring of the Company’s financial position. The cybercrime threat landscape is evolving rapidly, with attacks becoming increasingly sophisticated and their frequency and scale widely reported. A cyberattack could disrupt business continuity and compromise information security and data integrity. Market and Currency Uncertainty about the future prices and liquidity of the Company’s investments arising from economic, social, fiscal, climate, inflationary and regulatory changes. This covers the impact of holding investments in the face of negative market movements. The company has an inherent risk exposure to the Euro/Sterling exchange rate. The majority of the Company’s assets, liabilities and income are denominated in Euros, rather than in Sterling which is the Company’s functional currency and in which it reports performance. The Board manages these risks by diversification of investments and monitoring compliance with investment guidelines and policies with the Investment Manager. The Board includes an assessment of these risk factors at meetings and has placed investment restrictions and guidelines to limit these risks. The Board also reviews the level of liquidity in the portfolio. Shareholder Relations Failure to communicate effectively and regularly and appropriately with the different shareholder constituencies. This could lead to shareholders misinterpreting the trust’s actions and performance, resulting in dissatisfaction reflected in voting at general meetings. The Manager has a programme of visiting major institutional holders and providing presentations via various platforms to communicate more widely with its investors. Extensive range of investor information and nation-wide presentations are done by the Sales teams and feedback via brokers is reviewed for improvements. In addition, the Board arranges regular meetings with major institutional holders and responds to questions and matters raised at AGMs or in the interim by shareholders.
Principal and Emerging Risks 42 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report Risk Description Mitigation and Management Climate Change Climate change has an increasingly significant impact on the business models, sustainability and even viability of individual companies, sectors and asset classes, impacting investment performance and valuations in the short and longer term. The Manager’s investment process integrates financially material considerations of environmental, social and governance (ESG) factors when taking investment decisions. This includes considering the approach investee companies take to recognising and mitigating climate change risks. This is detailed in the ESG Report on pages 33 to 35. The Board regularly reviews ESG reports from the Manager on the way ESG considerations are integrated into the investment decision making. It also considers, where relevant, the direct impact on climate change from the nature of operations of the Manager and other service providers. At the level of the Company, as extreme weather events become more common, the resiliency, business continuity planning and location strategies of the Company’s service providers will come under greater scrutiny. The Manager’s investment process integrates financially material considerations of the impact of AI when taking investment decisions. The Board works with the Manager to monitor the developments concerning AI and its potential impact on the portfolio, our service providers and the wider market. Artificial Intelligence (‘AI’) AI has become a powerful tool that will impact a huge range of areas. It could be a significant driver for new business as well as a disrupter to current business models and processes leading to emerging uncertainty in corporate valuations. The Board relies on the services of its Company Secretary, the Manager (JPMF) and its service providers and professional advisers to ensure compliance. Relying on relevant processes reviewed on a regular basis including by Internal Audit & Risk & Operational audits together with regular consultation with External Auditors and meetings of the Audit & Risk Committee. Specifically, the Section 1158 compliance is continually monitored by the Manager and the results reported to the Board each month. Accounting, Legal and Regulatory Failure to comply with existing and emerging accounting, fiscal regulatory rules. The Company operates in an environment with significant regulation including the UK Listing Rules, The UK Companies Act, the Corporation Taxes Act, Market Abuse Regulation, Disclosure Guidance and Transparency Regulations and the Alternative Investment Fund Managers Directive (AIFMD). An example is the breach of Section 1158 which would lead to a loss of investment trust status and, as a consequence, gains within the Company’s portfolio would be subject to capital gains tax.
Promoting the Success of the Company J.P. Morgan Asset Management 43 Strategic Report Duty to promote the success of the Company – Section 172 statement Section 172(1) of the Companies Act 2006 requires that each Director must act in the way they consider, in good faith, would most likely to promote the success of the Company for the benefit of its members (i.e. shareholders) as a whole. In doing so, they should have regard, amongst other matters, to the likely consequences of any decision in the long term, the need to foster the Company’s business relationships with all stakeholders, the impact of the Company’s operations on the community and the environment, the desirability of the Company maintaining a reputation for high standards of business conduct, and the need to act fairly as between members of the Company. The Board is responsible for all decisions relating to the Company’s investment objective and policies, strategy, gearing, discount management and corporate governance. It is also responsible for monitoring the performance of the Company’s third party service providers, including the Manager. The Board’s philosophy is that the Company should foster a culture where all the stakeholders are treated fairly and with respect and also recognises the importance of acting fairly between them when making decisions. As an externally managed investment Company with no employees, the Board considers that the Company’s key stakeholders are its shareholders, Manager, debt providers, and other professional third party service providers (corporate broker, registrar, custodian and depositary) along with the wider society. The Board believes the best interests of the Company are aligned with those of these key stakeholders as all parties wish to see and ultimately benefit from the Company achieving its investment objectives whilst carrying on business in compliance with the highest possible regulatory, legal, ethical and commercial standards. The Board is responsible for embedding the Company’s culture in the Company’s operations. As the Company acts through its service providers, its culture is represented by the values and behaviour of the Board and third parties to which it delegates. The Board aims to fulfil the Company’s investment objective by encouraging a culture of constructive challenge with all key suppliers and openness with all stakeholders. The Board also recognises the Company’s responsibilities with respect to corporate and social responsibility and engages with its service providers to safeguard the Company’s interests. As part of this ongoing monitoring, the Directors receive regular reporting from service providers on matters such as their anti-bribery and corruption policies, Modern Slavery Act 2015 statements, diversity policies, and greenhouse gas & energy usage reporting and cyber security. The Management Engagement Committee reviews the Company’s service providers at least annually. The Company’s Business Model The Board is appointed by the Company’s shareholders, who also approve the Company’s investment objective. The Board appoints the Investment Manager to deliver the investment objective using its investment process. The Board oversees the Company’s affairs by: 1. Ensuring the Manager complies with the Investment Guidelines (see pages 36 and 37). 2. Reviewing the Manager’s performance against the benchmark index and Key Performance Indicators (see page 37). 3. Using gearing where the expected benefits outweigh the costs and risks (see page 12). 4. Monitoring the share price premium or discount and the use of share issuances and buybacks (see page 12). 5. Setting the dividend policy and level of revenue reserve. 6. Monitoring the principal and emerging risks (see page 40). 7. Appointing and monitoring other third party service providers, including the depository, registrar and broker. 8. Reviewing the Ongoing Charges Ratio (see page 38). 9. Ensuring compliance with governance codes and regulatory requirements (see pages 52 and 53). 10. Overseeing the marketing and investor relations activities carried out by the Manager.
Promoting the Success of the Company 44 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report Stakeholder Engagement The following sets out the key stakeholders of the Company. The following sets out details of the Company’s engagement with its key stakeholders: Shareholders The Board aims to provide shareholders with a full understanding of the Company’s activities and performance. It reports formally to shareholders twice a year by way of the Annual Report & Financial Statements and the Half Year Report. This is supplemented by the daily publication, through the London Stock Exchange, of the net asset value (NAV) of the Company’s shares. In addition, the Company issues announcements for all significant events and these are available on the Company’s website together with monthly factsheets published by the Manager. The Board regularly monitors the shareholder profile of the Company. It seeks regular engagement with the Company’s major shareholders to understand their views on governance, and performance against the Company’s investment objective and investment policy. This is done by engaging in discussions on an ongoing basis, either directly or through the Company’s brokers, the Portfolio Managers or JPMF. In addition, the Chair of the Board and other Directors make themselves available as and when required to address any shareholder queries. The Directors may be contacted through the Company Secretary whose details are shown on page 113. The AGM provides the key forum for the Board and Portfolio Managers to present to shareholders on the Company’s performance, future plans and prospects. It also allows shareholders the opportunity to meet with the Board and Portfolio Managers to raise any questions or concerns. A recording of the Portfolio Managers’ presentation is also available on the Company’s website following the AGM. Manager The Company’s principal service provider is the Manager, in particular the investment management team who are responsible for managing the Company’s assets in order to achieve its stated investment objective. The Board maintains a good working relationship with the Manager, who also provides administrative and operational support and promotes the Company through its investment trust sales and marketing teams. Shareholders JPMorgan European Discovery Trust (Board of Directors appointed by the shareholders) Debt Providers Investment Manager Custodian Broker Lawyers Registrar Depositary AdministraƼve and OperaƼonal FuncƼons: Secretarial, AccounƼng, Compliance etc. Third Party Service Providers
Promoting the Success of the Company J.P. Morgan Asset Management 45 Strategic Report At each meeting, the Board monitors the Company’s investment performance in relation to its objective and also to its investment policy and strategy. The Board also maintains strong lines of communication on an ongoing basis with the Manager via its dedicated Company Secretary and Client Director which extend well beyond the formal activities at Board meetings. Investee Companies The Board is committed to responsible investing and actively monitors the activities of investee companies through its delegation to the Manager. In order to achieve this, the Manager has discretionary powers to exercise voting rights on behalf of the Company on all resolutions proposed by the investee companies. The Board monitors investments made and divestments and where appropriate, seeks the rationale for the resulting exposures taken and also voting decisions made. In respect of the year under review, the Manager voted at the annual general meetings and extraordinary meetings held during the year and further details can be found in the ESG report on page 35. Other Third Party Service Providers and Advisors The Board ensures that it promotes the success of the Company by engaging specialist third party suppliers with appropriate capability, performance track record, resources and controls to deliver the services for meeting relevant obligations and safeguarding the Company’s assets. For this reason, the Board also consider the Company’s Custodian, Depositary, Registrar, Auditor and Broker to be stakeholders. The Board maintains regular contact with its key external service providers, either directly or via its dedicated Company Secretary or Client Director. It receives regular reporting from these providers at Board and relevant Committee meetings. The Management Engagement Committee meets annually to review and assess the performance of key service providers. Key Decisions The Directors confirm that they have considered their duty under Section 172 when making decisions during the financial year under review. Some of the key decisions and actions during the year which have required the Directors to have regard to applicable section include: Debt Facility As noted in the Chair’s statement, during the year the Board chose not to renew the fixed two-year €125 million revolving credit facility with Scotiabank. Instead, it approved the use of Contracts for Difference (CFDs) as an alternative gearing mechanism. CFDs are more flexible, lower cost, and more capital-efficient than loan facilities. They also give the Portfolio Managers greater operational flexibility. The Board closely oversees CFD usage and regularly reviews their cost effectiveness. Succession Planning Shareholder interests are best served by ensuring a smooth and orderly succession for the Board. During the financial year, as part of the ongoing succession planning, the Nomination Committee reviewed the balance of skills on the Board. Under the Nomination Committee’s leadership, a formal recruitment process was initiated. At the end of this process, the Board approved the appointment of Michiel Jaski, a seasoned Non-Executive Director. In light of the Chair’s tenure on the Board, he will retire at the conclusion of the Company’s 2026 AGM. The Board has made the decision that James Will will assume the role of Chair of the Board, as well as Chair of the Nomination Committee and the Management Engagement Committee. Marketing Initiatives The Board believes that enhancing the Company’s profile benefits shareholders by helping to sustain demand for the Company’s shares. In this context, the Board approved a range of marketing initiatives during the financial year to broaden reach and engage both existing and prospective investors. The Board launched the Company’s LinkedIn page and commenced an advertisement campaign on various online platforms and websites. Share Buybacks The Board monitored the level of the discount during the year. As and when appropriate, they actively used the ability to repurchase shares to minimise the short-term volatility and the absolute level of the discount. As a result during the year 19,458,212 shares were repurchased, at a cost of £101.9 million representing 14.3% of the Company’s issued share capital.
Duty to Promote the Success of the Company 46 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Strategic Report Dividends Payable The Board decided to recommend a final dividend of 13.0p per share, making a total of 16.0p per share to the shareholders for the year 31st March 2026. This balances the Company’s investment objective to provide capital growth and balancing it with the value placed by some investors on the receipt of a cash dividend. Re-appointment of Manager A review of the Manager and its services was undertaken during the year. The Directors assessed the Manager’s investment performance, as well as reviewed the competitiveness of the management fee and the other operating costs. It was satisfied with performance and costs, and encouraged the Manager to enhance its sales and marketing efforts. Following the completion of the review process the Board re-appointed the Manager. By order of the Board Marc van Gelder Chair of the Board 18th June 2026
Directors’ Report Merlin: A leading player in the build out of Spain’s data centre industry.
48 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Directors’ Report Board of Directors Marc van Gelder Chair of the Board, Nomination Committee and Management Engagement Committee) A Director since August 2016. Last re-appointed to the Board: 2025. Marc has worked for over 30 years in business in Europe and is currently Chair of the Supervisory Board of Incision, Member of the Supervisory Board of Action Service & Distributie BV and Member of the Board of the Netherland-America Foundation. He is also the Chair of Heijmans NL. His former roles include CEO of Mediq, a Dutch listed pharmaceutical distributor, which was acquired by Advent in 2013 and President & CEO of Peapod, part of Ahold USA. Connections with Manager: None. Shared directorships with other Directors: None. Sarah Watters (Senior Independent Director and Chair of Remuneration Committee) A Director since July 2021. Last re-appointed to the Board: 2025. Sarah Watters has extensive investment management experience gained over 30 years working for top tier institutions. She is currently Executive Director at Bellecapital UK, where she heads up UK Portfolio Management, and also a member of the Investment Committee of Churchill College at the University of Cambridge. Her recent roles include serving as the Head of Equities, UK, Europe and Emerging Markets at BP Investment Management Ltd. Connections with Manager: None. Shared directorships with other Directors: None. Michiel Jaski A Director since February 2026. Last re-appointed to the Board: N/A. Michiel is a seasoned executive and non-executive director with leadership experience across prominent European businesses. His executive background includes CEO roles at Officefirst Immobilien AG and Grontmij N.V., along with senior appointments at Arcadis N.V., Shell, and Philips. Until April 2021, he also served on the Supervisory Board of AkzoNobel. He currently chairs the Supervisory Boards of FABER Beheer B.V. and UNICA Group B.V. Connections with Manager: None. Shared directorships with other Directors: None.
Board of Directors J.P. Morgan Asset Management 49 Directors’ Report Suzy Ross A Director since March 2022. Last re-appointed to the Board: 2025. Suzy has deep expertise in marketing and customer centric strategy gained over some 20 years. Suzy’s current, full time executive role is at Google Cloud where she is Global Director for Private Equity partnerships. Her previous roles include Senior Retail Adviser to Accenture, Chief Customer Officer at Jaeger and Chief Marketing Officer at SpaceNK. Connections with Manager: None. Shared directorships with other Directors: None. Arun Kumar Sarwal (Chair of Audit & Risk Committee) A Director since July 2023. Last re-appointed to the Board: 2025. Arun is a Chartered Accountant and Chartered Marketer with broad experience of global equities and fund management over some 35 years in the UK, Europe, and Asia. He has an understanding of the European business having worked in Amsterdam, Dublin and Paris. He is currently Chair of the Audit Committee of Dunedin Income Growth Investment Fund plc, Chair of Tumelo and a Director of Invesco Bond Income Plus Limited. His previous roles include CEO of Broadridge Fund Communication Solutions and DST Global Solutions, COO at Scottish Widows Investment Partnership and global roles at ABN AMRO and Societe Generale. Connections with Manager: None. Shared directorships with other Directors: None. James Will A Director since July 2024. Last re-appointed to the Board: 2025. James has extensive knowledge of the investment company sector having worked in the sector for over 20 years. He was Chair of law firm Shepherd and Wedderburn WS where he was a corporate partner advising small and mid-cap quoted companies as well as heading the firm’s financial sector practice. James is currently a non-executive director of Invesco Asia Dragon Trust plc. His prior directorships include Chair at The Scottish Investment Trust plc (which combined with JP Morgan Global Growth and Income Trust plc (‘JGGI’) in 2022), Chair at Asia Dragon Trust plc, Chair at BlackRock Throgmorton Trust plc, Senior Independent Director at Herald Investment Trust plc and non-executive director at JGGI. Connections with Manager: None. Shared directorships with other Directors: None. All Directors are members of the Audit & Risk, Nomination, Remuneration and Management Engagement Committees. All Directors are considered by the Board to be independent.
Directors’ Report 50 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Directors’ Report The Directors present their Annual Report & Financial Statements for the year ended 31st March 2026. Management of the Company The Manager and Company Secretary is JPMorgan Funds Limited (‘JPMF’). JPMF is employed under a contract which can be terminated on six months’ notice, without penalty. If the Company wishes to terminate the contract on shorter notice, the balance of remuneration is payable by way of compensation. The active management of the Company’s assets is delegated by JPMF to an affiliate, JPMorgan Asset Management (UK) Limited (‘JPMAM’). The Manager is a wholly owned subsidiary of JPMorgan Asset Management International Limited which, together with the other subsidiaries, provides accounting, banking, dealing and custodian services to the Company. A dedicated Company Secretary is nominated by JPMF to service the Board. The Management Engagement Committee conducts a formal evaluation of the Manager on an annual basis. The evaluation includes a consideration of the management fees and whether the service received represents value for money for shareholders. The Committee has thoroughly reviewed the performance of the Manager over the course of the year. The review covered consideration of the investment strategy and process of the Manager, resources and risk controls, performance against the benchmark over the long term and the quality of support that the Company received including the marketing support provided. As a result of that process, the Board confirms that it is satisfied that the continuing appointment of the Manager is in the interests of shareholders as a whole. The Alternative Investment Fund Managers Directive (‘AIFMD’) JPMF is the Company’s alternative investment fund manager (‘AIFM’). It is approved as an AIFM by the FCA. For the purposes of the AIFMD the Company is an alternative investment fund (‘AIF’). JPMF has delegated responsibility for the day- to-day management of the Company’s portfolio to JPMAM. The Company has appointed Bank of New York Mellon (International) Limited (‘BNY’) as its depositary. BNY has appointed JPMorgan Chase Bank, N.A. as the Company’s custodian. BNY is responsible for the oversight of the custody of the Company’s assets and for monitoring its cash flows. The AIFMD requires certain information to be made available to investors in 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 Company’s website at www.jpmeuropeandiscovery.co.uk . 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. JPMF’s remuneration disclosures are set out on page 99. Management fee With effect from 1st April 2025, the management fee was charged on a tiered basis on the Company’s net assets. An annual rate of 0.70% on the first £300 million and at 0.65% of net assets above that amount, compared to the previous flat fee of 0.75%. The fee is calculated and paid monthly in arrears. An adjustment is made to exclude from the calculation investments in funds on which the Manager charges a management fee and therefore there is no double charging of management fees on investment in J.P. Morgan funds. Directors All Directors of the Company who held office at the end of the period under review are detailed on pages 48 and 49. Details of their beneficial shareholdings in the Company may be found in the Directors’ Remuneration Report on page 62. In accordance with corporate governance best practice, all Directors will be retiring and standing for reappointment at the Company’s forthcoming AGM. Michiel Jaski was appointed to the Board in February 2026 and will therefore be standing for election at the forthcoming AGM. The only exception is Marc van Gelder, who will have served over nine years on the Board and is therefore not seeking reappointment. The Board is satisfied that all Directors remain independent from the Manager. The Nomination Committee, having considered their qualifications, performance and contribution to the Board and its committees, confirms that each Director continues to be effective and demonstrates commitment to the role and the Board recommends to shareholders that they be re-appointed/appointed. Director indemnification and insurance As permitted by the Company’s Articles of Association, each Director has the benefit of an indemnity which is a qualifying third party indemnity, as defined by Section 234 of the Companies Act 2006. For the Directors who served during the year under review, these indemnities were in place throughout the year and remains in place at the date of this report. An insurance policy is maintained by the Company which insures the Directors of the Company against certain liabilities arising in the conduct of their duties. There is no cover against fraudulent or dishonest actions.
Directors’ Report J.P. Morgan Asset Management 51 Directors’ Report Disclosure of information to auditor In the case of persons who are Directors of the Company at the time when this report was approved: (a) so far as each of the Directors is aware, there is no relevant audit information (as defined in the Companies Act) of which the Company’s Auditors are unaware, and (b) each of the Directors has taken all the steps that he/she ought to have taken as a Director in order to make himself/herself aware of any relevant audit information (as defined) and to establish that the Company’s Auditors are aware of that information. The above confirmation is given and should be interpreted in accordance with the provision of Section 418(2) of the Companies Act 2006. Independent auditor Ernst & Young LLP were appointed as Auditors in 2019 and have expressed their willingness to continue in office as the Auditors. A resolution to reappoint Ernst & Young LLP for the ensuing year is being put to shareholders at the forthcoming AGM and to authorise the Directors to determine their remuneration. Total Return, Revenue and Dividends Gross return for the year amounted to £120.9 million (2025: Gross gain £20.3 million) and net total return after deducting the management fee, other administrative expenses, finance costs and taxation amounted to £112.1 million (2025: £6.5 million). Net revenue return after taxation for the year amounted to £17.4 million (2025: £15.9 million). An interim dividend of 3.0p per share (2025: 3.0p) was paid during the year, costing £2.8 million (2025: £3.5 million). The Directors have proposed a final dividend of 13.0p (2025: 10.0p) per share. This dividend will amount to £12.0 million and the total revenue reserve will amount to £14.9 million after the payment of this dividend. Further details are set out in note 10 to the financial statements. Share Repurchases The Directors have authority on behalf of the Company to repurchase shares in the market either for cancellation or into Treasury and to sell Treasury shares or issue new Ordinary shares for cash. During the financial year, the Company repurchased 19,458,212 shares, for a total consideration of £101.9 million. Since the year end, the Company has purchased 1,474,156 shares. No shares were issued during the year or since the year end. The rules concerning the appointment and replacement of Directors, amendment of the Articles of Association and powers to issue or repurchase the Company’s shares are contained in the Articles of Association of the Company and the Companies Act 2006. There are no restrictions concerning the transfer of securities in the Company; no special rights with regard to control attached to securities; no agreements between holders of securities regarding their transfer known to the Company; no agreements which the Company is party to that affect its control following a takeover bid; and no agreements between the Company and its Directors concerning compensation for loss of office. Special Resolutions to renew the Company’s authorities to issue and repurchase shares will be put to shareholders at the forthcoming AGM. Voting Rights in the Company’s shares Details of the voting rights in the Company’s shares as at the latest practicable date are given in note 16 to the Notice of AGM on page 106. Notifiable Interests in the Company’s Voting Rights At the end of the financial year, the following had declared a notifiable interest in the Company’s voting rights: Number of Shareholders voting rights % voting 1 Allspring Global Investments Holdings 14,022,609 14.98 City of London Investment Management Company Limited 9,494,117 9.98 Quilter Plc 5,352,516 5.04 1 The percentage stated reflects the percentage of the Company’s total voting rights held by the shareholder at the time of the notification to the Company. UK Listing Rule 6.6.4R UK Listing Rule 6.6.4R requires the Company to include certain information in the identifiable section of the Annual Report & Financial Statements or a cross reference table indicating where the information is set out. The Directors confirm that there are no disclosures to be made in this respect. Annual General Meeting NOTE: THIS SECTION IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the action you should take, you should seek your own personal financial advice from your stockbroker, bank manager, solicitor or other financial adviser authorised under the Financial Services and Markets Act 2000. Resolutions relating to the following items of special business will be proposed at the forthcoming AGM. The full text of the resolutions is set out in the Notice of Meeting on pages 103 to 106.
Corporate Governance Statement 52 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Directors’ Report (i) Authority to allot new shares and to disapply statutory pre-emption rights (Resolutions 11 and 12) The Directors will seek renewal of the authority at the Annual General Meeting to issue new ordinary shares for cash or by way of a sale of Treasury shares up to an aggregate nominal amount of £454,699, such amount being equivalent to approximately 10% of the issued share capital (excluding Treasury shares) as at the latest practicable date before the publication of this document or, if different, the number of ordinary shares which is equal to 10% of the Company’s issued share capital (excluding Treasury shares) as at the date of the passing of the resolution. This authority will expire at the conclusion of the Annual General Meeting of the Company in 2027 unless renewed at a prior general meeting. Resolution 12 will enable the allotment of ordinary shares otherwise than by way of a pro rata issue to existing shareholders. It is advantageous for the Company to be able to issue new shares (or to reissue shares from Treasury) to investors when the Directors consider that it is in the best interests of shareholders to do so. Any such issues would only be made at prices greater than the net asset value (‘NAV’), thereby increasing the NAV per share and spreading the Company’s administrative expenses, other than the management fee which is charged on the value of the Company’s net assets, over a greater number of shares. The issue proceeds would be available for investment in line with the Company’s investment policies. No issue of shares will be made which would effectively alter the control of the Company without the prior approval of shareholders in a general meeting. (ii) Authority to repurchase the Company’s shares (Resolution 13) The authority to repurchase up to 14.99% of the Company’s issued share capital, granted by shareholders at the 2025 Annual General Meeting, will expire on 23rd January 2027 unless renewed at the forthcoming Annual General Meeting. The Directors consider that the renewal of this authority is in the interests of shareholders as a whole, as the repurchase of shares at a discount to the underlying NAV enhances the NAV of the remaining shares. Resolution 13 gives the Company authority to repurchase its own issued ordinary shares in the market as permitted by the Companies Act 2006 (the ‘Act’). The authority limits the number of shares that could be purchased to a maximum number of ordinary shares, representing approximately 14.99% of the Company’s issued ordinary shares as at the latest practicable date before the publication of this document or, if less, the number of ordinary shares which is equal to 14.99% of the Company’s issued share capital (excluding Treasury shares) as at the date of the passing of the resolution. The authority also sets minimum and maximum prices. If resolution 13 is passed at the Annual General Meeting, the Board may repurchase the shares for cancellation or hold them in Treasury pursuant to the authority granted to it for possible reissue at a premium to NAV. Repurchases will be made at the discretion of the Board and will only be made in the market at prices below the prevailing NAV per share, thereby enhancing the NAV of the remaining shares as and when market conditions are appropriate. This authority will expire in January 2028, or when the whole of the 14.99% has been acquired, whichever is the earlier, however it is the Board’s intention to seek renewal of the authority at the 2027 Annual General Meeting. (iii) Resolution 14, which will be proposed as a special resolution, seeks shareholder approval to call a general meeting, other than an Annual General Meeting, on no less than 14 clear days’ notice. The Company will only use the shorter notice period where it is merited by the purpose of the meeting. Recommendation The Board considers that Resolutions 1 to 14 are likely to promote the success of the Company and are 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, where voting rights are exercisable, in respect of their own beneficial holdings which, as at the year end, amounted in aggregate to 240,103 shares representing less than 1% of the voting rights in the Company. Compliance During the year, the Company was subject to UK legislation and regulations including UK Company Law, UK Financial Reporting Standards, the UK Listing Rules, Prospectus, Disclosure Guidance and Transparency Rules, the Market Abuse Regulation, taxation law and the Company’s own Articles of Association. The Company is an investment company within the meaning of Section 833 of the Companies Act 2006 and has been approved by HM Revenue & Customs as an investment trust (for the purposes of Sections 1158 and 1159 of the Corporation Tax Act 2010). As a result the Company is not liable for taxation on capital gains. The Directors have no reason to believe that approval will not continue to be retained. The Company is not a close company for taxation purposes. By virtue of the Company’s listing on the London Stock Exchange, the Board is required to report on how the principles of the 2024 UK Corporate Governance Code (the ‘UK Code’) have been applied. The 2024 Association of Investment Companies Corporate Governance Code (the ‘AIC Code’) addresses the principles and provisions of the UK Code as well as additional provisions of specific relevance to investment companies, and has been endorsed by the Financial Reporting Council.
Corporate Governance Statement J.P. Morgan Asset Management 53 Directors’ Report This enables investment company boards to report against the AIC Code and still meet their obligations under the UK Code and associated disclosure requirements under paragraph 6.6.6 of the UK Listing Rules. The Board has chosen to report under the AIC Code, as it considers reporting against the AIC Code provides more relevant information to the Company’s shareholders about its governance arrangements. The Board confirms that the Company has complied with the principles and provisions of the AIC Code, in so far as they apply to the Company’s business, throughout the year under review. The Board acknowledges that Provision 34 of the AIC Code is applicable for accounting periods beginning on or after 1st January 2026. Therefore, the Company will be reporting against Provision 34 of the AIC Code in the Annual Report and Financial Statements for the year ending 31st March 2027. As all of the Company’s day-to-day management and administrative functions are outsourced to third parties, it has no executive Directors, employees or internal operations and therefore has not reported in respect of the following: the role of the executive directors and senior management; executive directors’ and senior management remuneration; the workforce; and the need for an internal audit function. Copies of the UK Code and the AIC Code may be found on the respective organisation’s websites: www.frc.org.uk and www.theaic.co.uk . Role of the Board A management agreement between the Company and JPMF sets out the matters which have been delegated to the Manager. This includes management of the Company’s assets and the provision of accounting, company secretarial, administration and some marketing services. All other matters are reserved for the approval of the Board. A formal schedule of matters reserved to the Board for decision has been approved. This includes the determination and monitoring of the Company’s investment objectives and policy and its future strategic direction, gearing policy, management of the capital structure, appointment and removal of third party service providers, review of key investment and financial data and the Company’s corporate governance and risk control arrangements. At each Board meeting, Directors’ interests are considered. These are reviewed carefully, taking into account the circumstances surrounding them, and, if considered appropriate, are approved. It was resolved that there were no actual or indirect interests of a Director which conflicted with the interests of the Company which arose during the year. Following the introduction of The Bribery Act 2010, the Board has adopted appropriate procedures designed to prevent bribery. It confirms that the procedures have operated effectively during the year under review. The Board meets at least five times during the year and additional meetings are arranged as necessary. Full and timely information is provided to the Board to enable it to function effectively and to allow Directors to discharge their responsibilities. There is an agreed procedure for Directors to take independent professional advice, if necessary, at the Company’s expense. This is in addition to the access that every Director has to the advice and services of the Company Secretary, who is responsible to the Board for ensuring that Board procedures are followed and for compliance with applicable rules and regulations. Board composition The Board, chaired by Marc van Gelder, currently comprises six non-executive Directors, all of whom, including the Chair, are regarded by the Board as independent of the Company’s Manager. The Directors have a breadth of investment knowledge, business, marketing and financial skills and experience relevant to the Company’s business. Brief biographical details of each Director are set out on pages 48 and 49. During the year, as part of the Board succession planning process, Trust Associates, a recruitment consultancy firm, were appointed to undertake a non-executive director search. After a short list for interview, the decision was made to appoint Michiel Jaski as a Director. Trust Associates has no other connection with the Company. A review of Board composition and balance is included as part of the annual performance evaluation of the Board, details of which may be found below. Ms Sarah Watters as the Senior Independent Director of the Company, and in line with corporate governance practice, led the Chair’s review and may be contacted by shareholders if they have concerns that cannot be resolved through discussions with the Chair. Board Diversity When recruiting a new Director, the Board’s policy is to appoint individuals on merit. Diversity is important in bringing an appropriate range of skills and experience to the Board and an assessment is made of the qualities and skills of the existing Board before appointing new directors. Following completion of a review of the skills and experience of Directors, the Board feels that they are equipped with the necessary attributes required for the sound stewardship of the Company and that their knowledge sets allow for lively and engaging debates. Full details of the skills and experience of the Directors can be found on pages 48 and 49.
Corporate Governance Statement 54 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Directors’ Report The following disclosures are provided in respect of the FCA Listing rules targets that: i) at least 40% of a board should be women; ii) at least one senior role should be held by a woman; and iii) at least one board member should be from a non- white ethnic background, as defined by the Office for National Statistics (ONS) criteria. As an externally managed investment company with no chief executive officer (CEO) or chief financial officer (CFO), the roles which qualify as senior under FCA guidance are Chair and Senior Independent Director (SID). The Board also considers the chair of the Audit & Risk Committee to represent a senior role within this context. At 31st March 2026, the Board continues to meet the targets on ethnic diversity and female representation in a senior role. While the Board’s current composition does not meet the gender diversity target, this is expected to be temporary to support orderly succession planning. The Chair, Marc van Gelder, will retire at the forthcoming AGM in July, this will increase female representation on the Board to 40%. In accordance with Listing Rule 6.6.6R(9) the Board has provided the following information in relation to its diversity based on the position at the Company’s financial year ended 31st March 2026, the reference date: Diversity Table Number of senior positions on the Number (CEO, CFO, of Board Percentage SID and Gender members of the Board Chair) Men 4 66.7 2 1 Women 2 33.3 1 2 Ethnicity 3 White British (or any other white background) 5 83.3 2 4 Asian or Asian British 1 16.7 1 5 1 Marc van Gelder and Arun Kumar Sarwal in the roles of the Chair of the Board and Audit & Risk Committee Chair respectively. 2 Sarah Watters in the role of the Senior Independent Director. 3 Categorisation of ethnicity is stated in accordance with the Office of National Statistics classification. 4 Marc van Gelder and Sarah Watters in the roles of the Chair of the Board and the Senior Independent Director respectively. 5 Arun Kumar Sarwal in the role of Audit & Risk Committee Chair. Reappointment of Directors All Directors, with the exception of Marc van Gelder, will stand for reappointment/appointment at the forthcoming AGM. The skills and experience that each Director brings to the Board, and hence why their contributions are considered important to the long term success of the Company, are summarised below. Resolution 5 relates to the reappointment of James Will. James is a former lawyer and has significant investment trust experience and in an environment of increasingly complex legal and regulatory framework, his counsel is a valued contribution to the Board. Resolution 6 relates to the reappointment of Sarah Watters. Sarah has extensive investment management experience gained over 30 years of having worked with top tier institutions. Resolution 7 relates to the reappointment of Suzy Ross. Suzy has deep expertise of marketing and retail customer centric strategy gained over some 20 years. Resolution 8 relates to the reappointment of Arun Kumar Sarwal. Arun is a Chartered Accountant and has broad experience of global equities and fund management over some 35 years. Resolution 9 relates to the appointment of Michiel Jaski. Michiel brings a wealth of experience from his career in executive and non-executive roles across leading European businesses. Brief biographical details of the Directors, including their current directorships, are provided on pages 48 and 49. Tenure Directors are initially appointed until the following Annual General Meeting when, under the Company’s Articles of Association, it is required that they be appointed by shareholders. Thereafter, subject to the performance evaluation carried out each year, the Board decides whether it is appropriate for each Director to seek reappointment. In accordance with corporate governance best practice, Directors continuing in office seek annual reappointment and no Director, including the Chair, will normally seek re-appointment after having served for nine years on the Board unless there are exceptional circumstances for doing so. The Board does not believe that length of service in itself necessarily disqualifies a Director from seeking reappointment but, when making a recommendation, the Board will take into account the requirements of the UK Corporate Governance Code and the AIC Code, including the need to refresh the Board and its Committees periodically. The terms and conditions of Directors’ appointments are set out in formal letters of appointment, copies of which are available for inspection on request at the Company’s registered office and at the AGM. A schedule of interests for each Director is maintained by the Company and reviewed at every Board meeting. New interests are considered carefully, taking into account the circumstances surrounding them and, if considered appropriate, are approved.
Corporate Governance Statement J.P. Morgan Asset Management 55 Directors’ Report Induction and training On appointment, the Manager and Company Secretary provide all Directors with induction training. Thereafter, regular briefings are provided on changes in law and regulatory requirements that affect the Company and the Directors. Directors are encouraged to attend industry and other seminars covering issues and developments relevant to investment trust companies. Regular reviews of the Directors’ training needs are carried out by the Chair of the Board by means of the evaluation process described on this page. Meetings and committees The Board delegates certain responsibilities and functions to Committees. Details of the membership of these Committees are shown with the Directors’ profiles on pages 48 and 49. The table below details the number of formal Board and Committee meetings attended by each Director. During the year there were six Board meetings, three Audit & Risk Committee meetings, one Management Engagement Committee meeting, one Nomination and one Remuneration Committee meeting. These meetings were supplemented by additional meetings held to cover procedural matters and formal approvals. There is also regular contact between the Directors and the Manager and Company Secretary throughout the year. Meetings Attended Audit Management and Risk Engagement Remuneration Nomination Director Board Committee Committee Committee Committee Marc van Gelder 6/6 3/3 1/1 1/1 1/1 Sarah Watters 6/6 3/3 1/1 1/1 1/1 Michiel Jaski 1 1/1 1/1 1/1 1/1 1/1 Suzy Ross 5/6 2 3/3 1/1 1/1 1/1 Arun Kumar Sarwal 6/6 3/3 1/1 1/1 1/1 James Will 6/6 3/3 1/1 1/1 1/1 1 Appointed to the Board on 9th February 2026. 2 Unable to attend a Board meeting due to an unavoidable conflict. Board committees The Nomination, Remuneration, Audit and Risk and Management Engagement Committees all have written terms of reference which have all been independently reviewed and updated for best practice in 2026. These clearly define their respective responsibilities. The terms of reference of each of the Committees are reviewed by the Board for their adequacy on an ongoing basis. Copies of these are available on the Company’s website and for inspection on request at the Company’s registered office and at the Company’s AGM. Nomination committee The Nomination Committee, currently chaired by Marc van Gelder, consists of all Directors and meets at least annually. The Nomination Committee reviews the composition, structure and diversity of the Board, succession planning, the independence of the Directors and whether each Director has sufficient time available to discharge their duties effectively. The Board’s policy on diversity, including gender, is to take these considerations into account during the appointment process. The Board remains committed to appointing the most appropriate candidate and seeks to ensure that it does not unwittingly exclude any group. The Committee conducts an annual Board performance review of the Board, its committees and individual Directors to ensure that all Directors have devoted sufficient time and contributed adequately to the work of the Board and its Committees. The evaluation of the Board also considers the balance of experience, skills, independence, corporate knowledge, its diversity, and how it works together. The evaluation of the individual Directors is led by the Chair and the Senior Independent Director leads the evaluation of the Chair’s performance, which includes an appraisal of his Board leadership and effectiveness in the role. During the year, the Board undertook an externally facilitated Board performance review using an independent advisory firm, Clare Chalmers Ltd. The Board performance review comprised interviews conducted by the evaluator with each Director and key JPMAM representatives involved in the day- to-day management of the Company. The evaluator also attended a Board meeting and one meeting of each Committee as an observer. A detailed analysis of the findings was presented to the Board at a subsequent Board meeting. Having completed the process, the Committee confirms that it believes that the Board and its Committees have an appropriate balance of skills and experience, all Directors should be considered as Independent in accordance with the provisions of the AIC Code and all Directors have the time available to discharge their duties effectively. Remuneration Committee The Board has established a Remuneration Committee for the purpose of reviewing Directors’ fees. It makes recommendations to the Board as and when appropriate, in relation to remuneration policy and implementation. All Directors are members of the Remuneration Committee and the Chair is Sarah Watters. Management Engagement Committee The membership of the Management Engagement Committee consists of all independent Directors and is chaired by Marc van Gelder. The Committee meets at least once a year to review the terms of the management agreement between the Company and the Manager, the performance of the Manager and fees, the notice period that the Board has with the Manager and to make recommendations to the Board on the continued appointment of the Manager following these reviews.
56 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Directors’ Report Corporate Governance Statement Audit & Risk Committee The Report of the Audit & Risk Committee is set out on pages 58 to 60. Annual General Meeting As mentioned in the Chair’s statement, this year’s Annual General Meeting will be held on 21st July 2026 at 12.30 p.m. at 60 Victoria Embankment, London EC4Y 0JP. Apart from the formal business of the meeting, the shareholders will have the opportunity to hear a presentation from our three portfolio managers, Jon Ingram, Jack Featherby and Jules Bloch followed by a question and answer session. Shareholders are invited to attend the meeting and raise any questions they have, either by asking questions at the meeting, or in advance by writing to the Company Secretary at the address on page 113, or via email to [email protected] . As is normal practice, all voting on the resolutions will be conducted on a poll. The Board strongly encourages all shareholders to exercise their votes by completing and returning their proxy forms in accordance with the notes to the Notice of Meeting on pages 104 to 106. The Company’s Annual Report and Financial Statements are published in time to give shareholders at least 20 working days’ notice of the Annual General Meeting. Shareholders wishing to raise questions in advance of the meeting are encouraged to do so via the Company’s website or write to the Company Secretary at the address shown on page 113. A formal process is in place for all letters to the Directors to be immediately forwarded to them. As part of this process, any other feedback from shareholders is also communicated to the Board. Details of the proxy voting position on each resolution will be published on the Company’s website shortly after the Annual General Meeting. Risk Management and Internal Control The AIC Code requires the Directors to review the effectiveness of the Company’s system of risk management and internal control and to report this to shareholders at least annually. This encompasses a review of all controls which the Board has identified as relating to business, financial, operational, compliance and risk management. The Directors are responsible for the Company’s system of risk management and internal control which is designed to safeguard the Company’s assets, maintain proper accounting records and ensure that financial information used within the business or published is reliable. However, such a system can only be designed to manage rather than eliminate the risks entirely and therefore can only provide reasonable, but not absolute, assurance against fraud, material misstatement or loss. Since investment management, custody of assets and all administrative services are provided to the Company by the Manager and its associates, the Company’s system of risk management and internal control mainly comprises monitoring the services provided by the Manager and its associates, including the operating controls established to ensure they meet the Company’s business objectives. There is an ongoing process for identifying, evaluating and managing the significant risks faced by the Company (see Principal and Emerging Risks on pages 40 to 42). This process has been in place for the year under review and up to the date of the approval of the Annual Report and Financial Statements, and it accords with the Financial Reporting Council’s guidance. In common with most investment trust companies, the Company does not have an internal audit function of its own. The Manager’s internal audit department conducts regular and rigorous reviews of the various functions within its asset management business. Any significant findings that are relevant to the Company and/or the Manager’s investment trust business are reported to the Board. As mentioned on page 53, the Board notes that the revised requirements of Provision 34 of the AIC Code will apply to the Company from the next financial year. During the year, the Board has continued to develop its approach to identifying and monitoring material controls in preparation for compliance with these requirements. The key elements designed to provide effective internal control are as follows: Financial Reporting Regular and comprehensive review by the Board of key investment and financial data, including management accounts, revenue projections, analysis of transactions and performance comparisons. Cyber Security and Information Technology Systems The Manager and the Company’s other suppliers have cyber security systems in place to protect the Company’s information. Information technology controls are tested and reported on regularly by independent third parties. Management Agreement Evaluation and appointment of a manager and custodian, regulated by the FCA, whose responsibilities are clearly defined in documented agreements. Management Systems The Manager’s system of risk management and internal control includes organisational agreements which clearly define the lines of responsibility, delegated authority, control procedures and systems. These are monitored by the Manager’s Compliance department which regularly monitors compliance with FCA rules.
J.P. Morgan Asset Management 57 Directors’ Report Corporate Governance Statement Investment Strategy Authorisation and monitoring of the Company’s investment strategy and exposure limits by the Board. The Board through the Audit & Risk Committee keeps under review the effectiveness of the Company’s system of risk management and internal control by monitoring the operation of the key operating controls of the Manager and its associates as follows: reviews the terms of the management agreement and receives regular reports from the Manager’s Compliance department; reviews reports on the risk management and internal control and the operations of its Custodian, JPMorgan Chase Bank, N.A., which is itself independently reviewed; and reviews every six months an independent report on the risk management and internal control and the operations of the Manager. By means of the procedures set out above, the Board confirms that it has reviewed the effectiveness of the Company’s system of risk management and internal control for the year ended 31st March 2026 and to the date of approval of this Annual Report and Financial Statements. The Board confirms that any failings or weaknesses identified during the course of its review of the system of risk management and internal control were not significant and did not materially affect the Company. Employees, Social, Community, Environmental, Human Rights Issues and Greenhouse Gas Emissions The Company has a management contract with JPMF. It has no employees and all of its Directors are non-executive with all the day-to-day activities being carried out by third parties. There are therefore no disclosures to be made in respect of employees. The Board notes JPMAM’s global policy statements in respect of Social, Community and Environmental and Human Rights issues. More details on this can be found on page 111. The Company also has no premises, consumes no electricity, gas or diesel fuel and consequently does not have a measurable carbon footprint and therefore qualifies as a low energy user and is exempt from reporting under the Streamlined Energy & Carbon Reporting requirements. The Board’s policy is to offset the carbon emissions from any air travel it undertakes on Company business. The Manager arranges most of such travel for the Board, and has been offsetting 100% of air travel emissions from flights booked through its travel agency since 2008. Details on financially material Environmental, Social and Governance considerations are included in the Manager’s Investment Process on pages 29 to 32. The Modern Slavery Act 2015 (the ‘MSA’) The MSA requires companies to prepare a slavery and human trafficking statement for each financial year of the organisation. As the Company has no employees and does not supply goods and services, the MSA does not apply directly to it. The MSA requirements more appropriately relate to JPMF and JPMAM. More information can be found on page 111. Criminal Corporate Offence The Company maintains zero tolerance towards tax evasion. Shares in the Company are purchased through intermediaries or brokers, therefore no funds flow directly into the Company. Corporate Governance and Voting Policy The Company delegates responsibility for voting to JPMAM through the Manager. JPMAM’s policy statements on corporate governance, voting policy and social and environmental issues has been reviewed and noted by the Board and can be found on page 111. By order of the Board Sachu Saji, for and on behalf of JPMorgan Funds Limited Company Secretary 18th June 2026
Audit & Risk Committee Report 58 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Directors’ Report I am pleased to present my formal report to shareholders as Chair of the Audit & Risk Committee for the year ended 31st March 2026. Composition Membership of the Audit & Risk Committee consists of all the Directors and the Committee meets at least three times each year. The members of the Committee consider that they have the requisite skills and experience to fulfil the responsibilities of the Audit & Risk Committee and have a combination of financial, investment and other relevant experience gained throughout their careers. Given the size of the Board, it has been determined that the Chair of the Board, Marc van Gelder should be a member of the Audit & Risk Committee. This is permitted under the AIC Code as the Chair was deemed to be independent on appointment. As a Chartered Accountant, I have recent and relevant experience, and the Committee as a whole has competence relevant to the sector. Role and Responsibility The Committee is responsible for monitoring and reviewing the principles, policies and practices adopted in the preparation and audit of the accounts of the Company and the integrity of the financial statements. The Committee is also responsible for monitoring the effectiveness of the risk management and internal control framework. The Audit & Risk Committee reviews the actions and judgements of the Manager in relation to the Half Year and Annual Report and Financial Statements and the Company’s compliance with the AIC Code. The Audit & Risk Committee keeps under review its Terms of Reference and recommends any necessary changes to the Board. Financial Statements and Significant Accounting Matters During its review of the Company’s financial statements for the year ended 31st March 2026, the Audit & Risk Committee considered the following significant issues, including those communicated by the Auditors during their reporting: Significant issue How the issue was addressed The valuation of investments and derivatives are undertaken in accordance with the accounting policies, disclosed in note 1(b) and (g) to the accounts on pages 78 and 80. 100% of the portfolio can be verified against daily published prices. Controls are in place to ensure valuations are appropriate and existence is verified through custodian and depositary reconciliations. The Board monitors controls and significant movements in the underlying portfolio by regularly reviewing reports in Board Meetings. The recognition of investment income is undertaken in accordance with accounting policy note 1(d) to the financial statements on page 79. The Board regularly reviews subjective elements of income, such as special dividends, and agrees their accounting treatment. Approval for the Company as an investment trust under Sections 1158 and 1159 for financial years commencing on or after 1st April 2013 has been obtained and ongoing compliance with the eligibility criteria is monitored on a regular basis. The Audit & Risk Committee has reviewed the appropriateness of the adoption of the Going Concern basis in preparing the financial statements. The Committee recommended to the Board that the adoption of the Going Concern basis is appropriate (see the Going Concern statement on the following page). The Audit & Risk Committee also assessed the Long Term Viability of the Company and recommended to the Board its expectation that the Company would remain in operation for the five year period of the assessment. The Board is required to be made fully aware of any significant financial reporting issues and judgements made in connection with the preparation of the Financial Statements. Valuation, existence and ownership of investments Recognition of investment income Compliance with Sections 1158 and 1159 of the Corporation Tax Act 2010 Going Concern/ Long Term Viability
Audit & Risk Committee Report J.P. Morgan Asset Management 59 Directors’ Report Going Concern In accordance with The Financial Reporting Council’s guidance on going concern and liquidity risk, the Directors have undertaken a rigorous review of the Company’s ability to continue as a going concern. The Board has, in particular, considered the impact of market volatility arising from geopolitical risks, including the crisis in the Middle East, and does not believe the Company’s going concern status is affected. The Company’s assets, the vast majority of which are investments in quoted securities which are readily realisable, exceed its liabilities significantly under all stress test scenarios reviewed by the Board. Furthermore, the Directors are satisfied that the Company’s key third party service providers have in place appropriate business continuity plans to ensure their operational resilience and the performance of these service providers is reviewed at least annually by the Management Engagement Committee. In preparing the financial statements, the Directors have reviewed the Company’s ability to continue operating as a going concern. This review took into consideration the principal and emerging risks described on pages 40 to 42. Accordingly, the financial statements have been prepared on the going concern basis as it is the Directors’ reasonable expectation 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. The Company’s longer-term viability is considered in the Viability Statement on page 39. Risk and Internal Control The Audit & Risk Committee also examines the effectiveness of the Company’s internal control systems and receives information from the Manager’s compliance department. The Directors’ statement on the Company’s system of Risk Management and Internal Control is set out on pages 56 and 57. The Audit & Risk Committee also reviews the scope and results of the external audit, its cost effectiveness, the balance of audit and non-audit services and the independence and objectivity of the external Auditors. In the Directors’ opinion the Auditors are independent. The Audit and Risk Committee considers the key risks facing the Company and the adequacy and effectiveness of the risk management process. The Company is in Compliance with the provisions of ‘The Statutory Audit Services for Large Companies Market Investigation’ (Mandatory Use of Competitive Tender Processes and Audit Committee Responsibilities) Order 2014 as issued by the Competition & Markets Authority. Auditor Appointment and Tenure The Audit & Risk Committee also has a primary responsibility for making recommendations to the Board on the reappointment and removal of external Auditors. Representatives of the Company’s Auditors attend the Audit & Risk Committee meeting at which the draft Annual Report and Financial Statements are considered and also engage with the Directors as and when required. As part of its review of the continuing appointment of the Auditors, the Audit & Risk Committee considered the length of tenure of the audit firm, its fee, quality of service and independence from JPMF and the Investment Manager and any matters raised during the audit. A formal tender exercise was undertaken in 2019, as a result of which Ernst & Young LLP was appointed in place of the previous incumbent. The Audit Partner this year is Denise Davidson, who is standing in for Sarah Langston who is on maternity leave. Last year Sarah completed the first of her five year term. Details of the fees paid for audit services are included in note 6 on page 82. Provision on non-audit services The Board reviews and approves any non-audit services provided by the independent Auditors and assesses the impact of any non-audit work on the ability of the Auditors to remain independent. No such work was undertaken during the year. FRC’s Minimum Standard for Audit Committees and the External Audit The Committee recognises that, in line with the AIC Code, a core responsibility of audit committees is to adhere to the FRC’s ‘Audit Committees and the External Audit: Minimum Standard’. To monitor ongoing adherence, the Committee has adopted a formal checklist and diarised specific items for discussion. The Committee confirms that it has complied with the Minimum Standard for the year, noting in particular: The significant issues relating to the financial statements considered by the Committee as outlined above; The Committee's consideration of the accounting policies set out in the financial statements, noting no change from the prior year; and The Committee’s assessment of the effectiveness of the external audit process, as well as the auditor’s independence and objectivity.
Audit & Risk Committee Report 60 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Directors’ Report Effectiveness of the Audit The Audit & Risk Committee meets with the external auditor at least twice a year. In addition to these formal meetings, as Chair I also hold separate meetings with the auditor at least twice annually. The first takes place ahead of the year–end audit, when the auditor presents the letter of engagement and their audit planning document, outlining the proposed audit strategy. These materials are reviewed before being submitted to the subsequent Audit & Risk Committee meeting. The second meeting occurs following completion of the auditor’s main fieldwork, providing an opportunity for a detailed discussion of the audit process and findings. This precedes the Audit Report being presented to the Committee, at which point Committee members may question the auditor on any aspect of the report. After that session, the Committee also meets with the auditor without the Manager present, allowing for open discussion of any matters arising from the audit. Following each audit cycle, the Committee evaluates the audit process and its effectiveness. In doing so, the Committee considered the principal matters identified by the audit team during their review of the financial statements. The auditor demonstrated a strong understanding of the Company and appropriately focused on the areas of greatest financial reporting risk. Their reporting to the Committee was open, transparent and comprehensive. The Committee is satisfied that the auditor exercised appropriate professional scepticism, including in areas where management’s judgements were challenged and subsequently addressed. The auditor’s opinion on the financial statements is set out on pages 67 to 72. The Committee also noted that the audit team, including the audit partner, possessed the relevant expertise, seniority and experience within the investment trust sector. Feedback from all parties involved in the audit, including the Manager, was positive. Furthermore, the audit was delivered in accordance with the plan agreed at the outset of the engagement. Taking all these factors into account, the Committee concluded that the external audit process was effective. Fair, Balanced and Understandable The Audit & Risk Committee has considered all available information and discussed the content of the Annual Report and Financial Statements with the AIFM, the Investment Managers, the Company Secretary and other third party service providers. On this basis the Audit & Risk Committee has concluded that the Annual Report and Financial Statements for the year ended 31st March 2026, taken as a whole, is fair, balanced and understandable. It provides the information necessary for shareholders to assess the Company’s performance, business model and strategy. The Board’s conclusions in this respect are set out in the Statement of Directors’ Responsibilities on page 65. Effectiveness of the Committee During the Year The Board’s performance review included an assessment of the effectiveness of Audit & Risk Committee. I am pleased to report that the Committee was deemed to be operating effectively. Arun Kumar Sarwal Chair of the Audit & Risk Committee 18th June 2026
Directors’ Remuneration Report J.P. Morgan Asset Management 61 Directors’ Report The Board presents the Directors’ Remuneration Report for the year ended 31st March 2026 which has been prepared in accordance with the requirements of Section 421 of the Companies Act 2006 as amended. The law requires the Company’s Auditors to audit certain disclosures provided. Where disclosures have been audited they are indicated as such. The Auditors’ opinion is included in their report on pages 67 to 72. Directors’ Remuneration Policy The Directors’ Remuneration Policy is subject to a triennial binding vote. However, the Board has decided to seek binding approval annually, and therefore an ordinary resolution to approve this policy will be put to shareholders at the forthcoming AGM. The policy subject to the vote is set out in full below and is currently in force. The Board’s policy for this and subsequent years is that Directors’ fees should properly reflect the time spent by the Directors on the Company’s business and should be at a level to ensure that candidates of a high calibre are recruited to the Board and retained. The Chair of the Board, Chair of the Audit & Risk Committee and the Senior Independent Director are paid higher fees than the other Directors, reflecting the greater time commitment involved in fulfilling those roles. The Remuneration Committee, comprising all Directors, reviews fees on a regular basis and makes recommendations to the Board as and when appropriate. Reviews are based on information provided by the Manager, and include research carried out by third parties on the level of fees paid to the Directors of the Company’s peers and within the investment trust industry more broadly. The involvement of remuneration consultants has not been deemed necessary as part of this review. All Directors are non–executive. Their fees contain no performance–related elements, and the Company does not operate any incentive arrangements, share schemes, awards or pension schemes. Accordingly, no Director receives bonus payments, pension contributions, or holds options to acquire shares in the Company. Directors are not entitled to exit payments or compensation for loss of office. No other payments are made to Directors other than the reimbursement of reasonable out–of–pocket expenses. Appointment and Fees The terms and conditions of Directors’ appointments are set out in formal letters of appointment which are available for review at the Company’s AGM and the Company’s registered office. Details of the Board’s policy on tenure are set out on page 54 The Company has no Chief Executive Officer and no employees. Therefore, no consultation with employees is required and nor is there any employee comparative data to provide in relation to the setting of the remuneration policy for Directors. The Committee takes into account any comments received from shareholders on remuneration policy on an ongoing basis. The fees paid to Directors during the year ended 31st March 2026, as well as those payable from 1st April 2026 were set at the following levels: For the year ended With effect from 31st March 2026 1st April 2026 £ £ Chair of the Board 50,000 52,000 Chair of the Audit & Risk Committee 41,250 42,900 Senior Independent Director 35,000 36,400 Other Directors 33,500 34,800 The Company’s Articles of Association provide that any increase above the aggregate annual limit for Directors’ fees, currently £250,000, requires both Board and shareholder approval. Directors’ Remuneration Policy Implementation The Directors’ Remuneration Report, which includes details of the Directors’ remuneration policy and its implementation, is subject to an annual advisory vote and therefore an ordinary resolution to approve this report will be put to shareholders at the forthcoming AGM. There have been no changes to the policy compared with the year ended 31st March 2025 and no changes are proposed for the year ending 31st March 2027. At the AGM held on 23rd July 2025, of votes cast in respect of the Remuneration Policy, 99.68% were in favour (or granted discretion to the Chair who voted in favour) and 0.32% were against. Of the votes cast in respect of the Remuneration Report, 99.68% were in favour (or granted discretion to the Chair who voted in favour) and 0.32% were against. Details of the implementation of the Company’s remuneration policy are given below. Single total figure of remuneration The single total figure of remuneration for each Director is detailed on the following page together with the prior year comparative.
Directors’ Remuneration Report 62 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Directors’ Report Single total figure table 1 2026 2025 Taxable Taxable Fees expenses 2 Total Fees expenses 2 Total Directors’ Name £ £ £ £ £ £ Marc van Gelder 50,000 50,000 48,500 48,500 Nicholas Smith 4 12,609 12,609 Sarah Watters 35,000 35,000 32,500 32,500 Suzy Ross 33,500 33,500 32,500 32,500 Arun Kumar Sarwal 41,250 476 41,726 38,125 658 38,783 Michiel Jaski 3 4,746 4,746 James Will 5 33,500 2,701 36,201 22,344 2,303 24,647 Total 197,996 3,177 201,173 186,578 2,961 189,539 1 Audited information. Other subject headings for the single figure table as prescribed by regulation are not included because there is nothing to disclose in relation thereto. 2 Taxable travel and subsistence expenses incurred in attending Board and Committee meetings (gross, including tax and NI). 3 Appointed on 9th February 2026. 4 Resigned on 24th July 2024. 5 Appointed on 24th July 2024. A table showing the total remuneration for the Chair of the Board over the five years ended 31st March 2026 is below: Remuneration for the Chair of the Board over the five years ended 31st March 2026 Year ended 31st March Fees 2026 £50,000 2025 £48,500 2024 £46,500 2023 £45,000 2022 £43,000 Directors’ Shareholdings There are no requirements pursuant to the Company’s Articles of Association for the Directors to own shares in the Company. The beneficial shareholdings of the Directors who held office at the year end are detailed below. 1st April 1 2025 31st March 1 or date of Directors 2026 appointment Marc van Gelder 200,000 200,000 Sarah Watters 5,000 5,000 Suzy Ross 3,000 3,000 Arun Kumar Sarwal 22,103 10,000 James Will 10,000 10,000 Michiel Jaski 2 Nil Nil 1 Audited information. 2 Appointed on 9th February 2026. As at the latest practicable date before the publication of this document, there have been no other changes to the Directors’ shareholdings. The Directors have no other share interests or share options in the Company and no share schemes are available.
Directors’ Remuneration Report J.P. Morgan Asset Management 63 Directors’ Report In accordance with the Companies Act 2006, a graph showing the Company’s share price total return compared with its benchmark, (until 31st March 2020 the Euromoney Smaller European Companies (ex UK) Index), over the last ten years is shown below. The Board believes that the current benchmark of the Company; the MSCI Europe (ex UK) Small Cap Net Total Return Index in sterling terms (the ‘Index’) is the most representative comparator for the Company, because the Company’s investment universe is defined at the time of purchase by the countries and market capitalisation range of the constituents of the Index. Ten Year Share Price and Benchmark Total Return Performance to 31st March 2026 Figures were rebased to 100 on 31st March 2016 Source: Morningstar/Euromoney. Annual Percentage Change in Directors’ Remuneration The following table sets out the annual percentage change in Directors’ fees (excluding taxable expenses) for the last five financial years: Change for the year to 31st March Directors’ Name 2026 2025 2024 2023 2022 Ashok Gupta 1 n/a n/a n/a 5% 4% James Will 6 n/a n/a n/a n/a n/a Marc van Gelder 3% 4% 3% 5% 2% Nicholas Smith 5 n/a n/a 3% 6% 3% Sarah Watters 2 8% 5% 3% n/a n/a Suzy Ross 3 3% 5% 3% n/a n/a Arun Kumar Sarwal 4 8% n/a n/a n/a n/a Michiel Jaski 7 n/a n/a n/a n/a n/a 1 Retired on 19th July 2023. 2 As Sarah Watters was appointed on 1st July 2021, the fees paid in 2022 was not representative of the full year, hence the percentage increase on directors fees paid would not be meaningful for 2022 and 2023 and is therefore shown as n/a. On a full year basis, the increase is 5%. Effective from 1st April 2025, the remuneration of the Senior Independent Director would be higher than the other non-executive Directors. The change of 8% in 2026 is attributable to the higher rate awarded for Sarah Watters’ role as the Senior independent Director. 3 As Suzy Ross was appointed on 1st March 2022, the directors fees paid in 2022 was not representative of the full year, hence the percentage increase on directors fees paid would not be meaningful and is shown as n/a. On a full year basis, the increase is 5%. 4 Appointed to the Board on 19th July 2023 and assumed the role of Audit Chair on 24th July 2024. 5 Retired on 24th July 2024. 6 As James Will was appointed on 24th July 2024, the fees paid in 2025 was not representative of the full year, hence the percentage increase on directors fees paid would not be meaningful for 2025 and 2026 and is therefore shown as n/a. On a full year basis, the increase is 3%. 7 Appointed on 9th February 2026. A table showing actual expenditure by the Company on remuneration and distributions to shareholders for the year and the prior year is shown in the following page. 75 100 125 150 175 200 225 250 2026 2025 2024 2023 2022 2021 2020 2019 2018 2017 2016 Share price total return Benchmark total return
Directors’ Remuneration Report 64 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Directors’ Report Expenditure by the Company on remuneration and distribution to shareholders Year ended 31st March 2026 2025 £ £ Remuneration paid to all Directors 201,173 189,539 Distribution to shareholders — by way of dividends paid 12,351,000 14,895,000 — by way of share repurchases and tender offer 101,879,000 1 174,023,000 1 No Tender offer was made in 2026. For and on behalf of the Board Sarah Watters Chair of the Remuneration Committee 18th June 2026
Statement of Directors’ Responsibilities J.P. Morgan Asset Management 65 Directors’ Report The Directors are responsible for preparing the Annual Report and Accounts in accordance with applicable law and regulations. Company law requires the Directors to prepare financial statements for each financial year. Under that law, the Directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the Directors must not approve the financial statements unless they are satisfied that, taken as a whole, the Annual Report and Accounts are fair, balanced and understandable, provide the information necessary for shareholders to assess the Company’s position and performance, business model and strategy and that they give a true and fair view of the state of affairs of the Company and of the total return or loss of the Company for that period. In order to provide these confirmations, and in preparing these financial statements, the Directors are required to: select suitable accounting policies and then apply them consistently; make judgements and accounting estimates that are reasonable and prudent; state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and prepare the financial statements on a going concern basis unless it is inappropriate to presume that the Company will continue in business and the Directors confirm that they have done so. The Directors are responsible for keeping proper 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 to 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 financial statements are published on the www.jpmeuropeandiscovery.co.uk website, which is maintained by the Company’s Manager. The maintenance and integrity of the website maintained by the Manager is, so far as it relates to the Company, the responsibility of the Manager. The work carried out by the Auditors does not involve consideration of the maintenance and integrity of this website and, accordingly, the Auditors accept no responsibility for any changes that have occurred to the financial statements since they were initially presented on the website. The financial statements are prepared in accordance with UK legislation, which may differ from legislation in other jurisdictions. Under applicable law and regulations the Directors are also responsible for preparing a Directors’ Report, Strategic Report, Statement of Corporate Governance and Directors’ Remuneration Report that comply with that law and those regulations. Each Director, whose names and functions are listed on pages 48 and 49 confirm that, to the best of their knowledge: the financial statements, which have been prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), give a true and fair view of the assets, liabilities, financial position and return or loss of the Company; and the Strategic Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces. The Board confirms that it is satisfied that the Annual Report and Financial Statements taken as a whole are fair, balanced and understandable and provide the information necessary for shareholders to assess the strategy and business model of the Company. For and on behalf of the Board Marc van Gelder Chair of the Board 18th June 2026
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Independent Auditor’s Report J.P. Morgan Asset Management 67 Independent Auditor’s Report Independent auditor’s report to the members of JPMorgan European Discovery Trust Plc Opinion We have audited the financial statements of JPMorgan European Discovery Trust Plc (‘the Company’) for the year ended 31st March 2026 which comprise the Statement of Comprehensive Income, Statement of Changes in Equity, Statement of Financial Position, Statement of Cash Flows, and the related notes 1 to 25, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards including FRS 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ (United Kingdom Generally Accepted Accounting Practice). In our opinion, the financial statements: give a true and fair view of the Company’s affairs as at 31st March 2026 and of its profit for the year then ended; have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and have been prepared in accordance with the requirements of the Companies Act 2006. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Independence We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard as applied to public interest entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the Company and we remain independent of the Company in conducting the audit. Conclusions relating to going concern In auditing the 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. Our evaluation of the Directors’ assessment of the Company’s ability to continue to adopt the going concern basis of accounting included: Confirmation of our understanding of the Company’s going concern assessment process and engaging with the Directors and the Company Secretary to determine if all key factors that we have become aware of during our audit were considered in their assessment. Inspection of the Directors’ assessment of going concern, including the revenue forecast and liquidity assessment, for the period to 30th June 2027 which is at least 12 months from the date the financial statements are authorised for issue. In preparing the revenue forecast, the Company has concluded that it is able to continue to meet its ongoing costs as they fall due. Challenging the underlying model and assumptions adopted by management in developing the revenue forecast and the appropriateness of management’s liquidity assessment of its investments. Consideration of the mitigating factors included in the going concern assessment that are within the control of the Company. We reviewed the Company’s assessment of the liquidity of investments held and evaluated the Company’s ability to sell those investments in order to cover working capital requirements should revenue decline significantly. Review of the Company’s going concern disclosures included in the annual report in order to assess that the disclosures were appropriate and in conformity with the reporting standards. Based on the work we have performed, we have not 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 assessed by the Directors, being the period to 30th June 2027 which is at least 12 months from when these financial statements are authorised for issue. In relation to the Company’s reporting on how they have applied the UK Corporate Governance Code, we have nothing material to add or draw attention to in relation to the Directors’ statement in the 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. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the Company’s ability to continue as a going concern.
Independent Auditor’s Report 68 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Independent Auditor’s Report Overview of our audit approach Key audit matters Risk of incomplete or inaccurate revenue recognition. Risk of incorrect valuation or ownership of the investment portfolio. Materiality Overall materiality of £5.84 million which represents 1% of shareholders’ funds. An overview of the scope of our audit Tailoring the scope Our assessment of audit risk, our evaluation of materiality and our allocation of performance materiality determine our audit scope for the Company. This enables us to form an opinion on the financial statements. We take into account size, risk profile, the organisation of the Company and effectiveness of controls, the potential impact of climate change and changes in the business environment when assessing the level of work to be performed. All audit work was performed directly by the audit engagement team. Climate change Stakeholders are increasingly interested in how climate change will impact companies. The Company has determined that the most significant future impacts from climate change on its operations will be from how climate change could affect the Company’s investments and overall investment process. This is explained on page 42 in the Principal and Emerging risks section. All of these disclosures form part of the ‘Other information’, rather than the audited financial statements. Our procedures on these unaudited disclosures therefore consisted solely of considering whether they are materially inconsistent with the financial statements or our knowledge obtained in the course of the audit or otherwise appear to be materially misstated, in line with our responsibilities on ‘Other information’. Our audit effort in considering the impact of climate change on the financial statements was focused on the adequacy of the Company’s disclosures in the financial statements as set out in note 1a and conclusion that there was no further impact of climate change to be taken into account as the investments are valued based on market pricing as required by FRS 102. We also challenged the Directors’ considerations of climate change in their assessment of viability and associated disclosures. Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified. These matters included those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in our opinion thereon, and we do not provide a separate opinion on these matters. Key observations communicated to the Risk Our response to the risk Audit and Risk Committee The results of our procedures identified no material misstatement in relation to incomplete or inaccurate revenue recognition. We have performed the following procedures: We obtained an understanding of JPMorgan CIB Securities Services’ (the ‘Administrator’) processes and controls surrounding revenue recognition by performing walkthrough procedures. For all dividends received and accrued, we recalculated the income by multiplying the investment holdings at the ex-dividend date, traced from the accounting records, by the dividend per share, which was agreed to an independent data vendor. We also agreed all exchange rates to an independent data vendor and, for all the dividends received, we agreed the amounts to bank statements. Incomplete or inaccurate revenue recognition (as described on page 58 in the Audit and Risk Committee Report and as per the accounting policy set out on page 79). The total revenue for the year to 31st March 2026 was £21.76 million (2025: £22.65 million), consisting primarily of dividend income from listed equity investments. There is a risk of incomplete or inaccurate recognition of revenue through the failure to recognise proper income entitlements or to apply an appropriate accounting treatment.
Independent Auditor’s Report J.P. Morgan Asset Management 69 Independent Auditor’s Report Key observations communicated to the Risk Our response to the risk Audit Committee For all dividends accrued at the year end, we reviewed the investee company announcements to assess whether the dividend entitlements arose prior to 31st March 2026 and agreed the subsequent cash receipts to post-year end bank statements where received. To test completeness of recorded income, we verified that expected dividends for each investee company held during the year had been recorded as income with reference to investee company announcements obtained from an independent data vendor. For all investments held during the year, we inspected the type of dividends paid with reference to an external data vendor to identify those which were special dividends. The Company received ten special dividends of which none exceeded our testing threshold. We assessed the appropriateness of management’s classification for a sample of five special dividends as revenue by reviewing the underlying rationale of the distribution. Additionally, in accordance with the AIC SORP, special dividends received by the Company can be included in either the revenue or capital columns of the Statement of Comprehensive Income depending on the commercial circumstances behind the payments. The results of our procedures identified no material misstatements in relation to the risk of incorrect valuation or ownership of the investment portfolio. We have performed the following procedures: We obtained an understanding of the Administrator’s processes and controls surrounding investment valuation and legal title by performing walkthrough procedures. For all listed investments, we compared the market prices and exchange rates applied to an independent pricing vendor and recalculated the investment valuations as at the year end. For all investments in the portfolio, we obtained the market prices from an independent pricing vendor for five business days before and after 31st March 2026 to identify any stale prices. Our testing did not identify any stale prices. We compared the Company’s investment holdings at 31st March 2026 to independent confirmations received directly from the Company’s Custodian, Depositary and Security Lending agent, to confirm existence and legal title at year end. Incorrect valuation or ownership of the investment portfolio (as described on page 58 in the Audit and Risk Committee Report and as per the accounting policy set out on page 78). The valuation of the investment portfolio at 31st March 2026 was £567.85 million (2025: £616.54 million) consisting of listed equities. The valuation of assets held in the investment portfolio is the key driver of the Company’s net asset value and total return. Incorrect investment pricing, or failure to maintain proper legal title of the investments held by the Company, could have a significant impact on the portfolio valuation and the return generated for shareholders.
Independent Auditor’s Report 70 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Independent Auditor’s Report Our application of materiality We apply the concept of materiality in planning and performing the audit, in evaluating the effect of identified misstatements on the audit and in forming our audit opinion. Materiality The magnitude of an omission or misstatement that, individually or in the aggregate, could reasonably be expected to influence the economic decisions of the users of the financial statements. Materiality provides a basis for determining the nature and extent of our audit procedures. We determined materiality for the Company to be £5.84 million (2025: £5.86 million), which is 1% (2025: 1%) of shareholders’ funds. We believe that shareholders’ funds provides us with a materiality basis aligned to the key measure of the Company’s performance. Performance materiality The application of materiality at the individual account or balance level. It is set at an amount to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds materiality. On the basis of our risk assessments, together with our assessment of the Company’s overall control environment, our judgement was that performance materiality was 75% (2025: 75%) of our planning materiality, namely £4.38 million (2025: £4.40 million). We have set performance materiality at this percentage due to our past experience of the audit that indicates a lower risk of misstatements, both corrected and uncorrected. Given the importance of the distinction between revenue and capital for investment trusts, we also applied a separate testing threshold for the revenue column of the Statement of Comprehensive Income of £0.93 million (2025: £0.95 million), being 5% of the net revenue return before taxation. Reporting threshold An amount below which identified misstatements are considered as being clearly trivial. We agreed with the Audit and Risk Committee that we would report to them all uncorrected audit differences in excess of £0.29 million (2025: £0.29 million ), which is set at 5% of planning materiality, as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds. We evaluate any uncorrected misstatements against both the quantitative measures of materiality discussed above and in light of other relevant qualitative considerations in forming our opinion. Other information The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The Directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in this report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of the other information, we are required to report that fact. We have nothing to report in this regard. Opinions on other matters prescribed by the Companies Act 2006 In our opinion the part of the Directors’ remuneration report to be audited has been properly prepared in accordance with the Companies Act 2006. In our opinion, based on the work undertaken in the course of the audit: the information given in the Strategic report and the Directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and the Strategic report and Directors’ reports have been prepared in accordance with applicable legal requirements. Matters on which we are required to report by exception In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or Directors’ report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
Independent Auditor’s Report J.P. Morgan Asset Management 71 Independent Auditor’s Report the financial statements and the part of the Directors’ Remuneration Report to be audited are not in agreement with the accounting records and returns; or certain disclosures of Directors’ remuneration specified by law are not made; or we have not received all the information and explanations we require for our audit. Corporate Governance Statement We have reviewed the Directors’ statement in relation to going concern, longer-term viability and that part of the Corporate Governance Statement relating to the Company’s compliance with the provisions of the UK Corporate Governance Code specified for our review by the UK Listing Rules. Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate Governance Statement is materially consistent with the financial statements or our knowledge obtained during the audit: Directors’ statement with regards to the appropriateness of adopting the going concern basis of accounting and any material uncertainties identified set out on page 59; Directors’ explanation as to its assessment of the Company’s prospects, the period this assessment covers and why the period is appropriate set out on page 39; Director’s statement on whether it has a reasonable expectation that the Company will be able to continue in operation and meets its liabilities set out on page 59; Directors’ statement on fair, balanced and understandable set out on page 60; Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out on page 40; The section of the annual report that describes the review of effectiveness of risk management and internal control systems set out on pages 56 and 57; and; The section describing the work of the Audit and Risk Committee set out on page 58. Responsibilities of Directors As explained more fully in the Directors’ responsibilities statement set out on page 65, the Directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors 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. Auditor’s 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 auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud Irregularities, including fraud, are instances of non- compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect irregularities, including fraud. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the Company and management. We obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and determined that the most significant are United Kingdom Generally Accepted Accounting Practice, the Companies Act 2006, the UK Listing Rules, the UK Corporate Governance Code, the Association of Investment Companies’ Code and Statement of Recommended Practice and Section 1158 of the Corporation Tax Act 2010. We understood how the Company is complying with those frameworks by through discussions with the Audit and Risk Committee and Company Secretary, and review of Board minutes and papers provided to the Audit and Risk Committee. We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur by testing specific accounting journal entries and considering the key risks impacting the financial statements.
Independent Auditor’s Report 72 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Independent Auditor’s Report Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Our procedures involved review of the Company Secretary’s reporting to the Directors with respect to the application of the documented policies and procedures and review of the financial statements to ensure compliance with the reporting requirements of the Company. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at https://www.frc.org.uk/auditorsresponsibilities . This description forms part of our auditor’s report. Other matters we are required to address Following the recommendation from the Audit & Risk Committee, we were appointed by the Company on 10th July 2019 to audit the financial statements for the year ending 31st March 2020 and subsequent financial periods. The period of total uninterrupted engagement including previous renewals and reappointments is seven years, covering the years ending 31st March 2020 to 31st March 2026. The audit opinion is consistent with the additional report to the Audit & Risk Committee. Use of our report This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s members as a body, for our audit work, for this report, or for the opinions we have formed. Denise Davidson (Senior statutory auditor) for and on behalf of Ernst & Young LLP, Statutory Auditor London 18th June 2026
Bilfinger: Provider of industrial, power, building and facility services. Financial Statements
74 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Statement of Comprehensive Income Financial Statements For the year ended For the year ended 31st March 2026 31st March 2025 Revenue Capital Total Revenue Capital Total Notes £’000 £’000 £’000 £’000 £’000 £’000 Gains/(losses) on investments held at fair value through profit or loss 3 101,689 101,689 (8,236) (8,236) Losses on derivative financial instruments 12(i) (1,680) (1,680) Foreign currency exchange gains/(losses) on JPMorgan EUR Liquidity Fund 1,041 1,041 (1,490) (1,490) Net foreign currency exchange (losses)/gains (1,962) (1,962) 2,367 2,367 Income from investments 4 20,939 33 20,972 21,033 4,956 25,989 Income from derivative financial instruments 4 25 25 Interest receivable and similar income 4 791 791 1,620 1,620 Gross return/(loss) 21,755 99,121 120,876 22,653 (2,403) 20,250 Management fee 5 (1,210) (2,823) (4,033) (1,510) (3,524) (5,034) Other administrative expenses 6 (1,157) (1,157) (900) (900) Net return/(loss) before finance costs and taxation 19,388 96,298 115,686 20,243 (5,927) 14,316 Finance costs 7 (692) (1,615) (2,307) (1,162) (2,721) (3,883) Net return/(loss) before taxation 18,696 94,683 113,379 19,081 (8,648) 10,433 Taxation 8 (1,250) (1,250) (3,189) (701) (3,890) Net return/(loss) after taxation 17,446 94,683 112,129 15,892 (9,349) 6,543 Return/(loss) per ordinary share 9 18.18p 98.69p 116.87p 12.36p (7.27)p 5.09p A final dividend of 13.0p per share (2025: 10.0p per share) is proposed in respect of the year ended 31st March 2026, costing £12,014,000 (2025: £9,552,000). More details can be found in note 10(a) on page 84. All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued in the year. The ‘Total’ column of this statement is the profit and loss account of the Company and the ‘Revenue’ and ‘Capital’ columns represent supplementary information prepared under guidance issued by the Association of Investment Companies. The net return/(loss) on ordinary activities after taxation represents the profit/(loss) for the year and also Total Comprehensive Income. The notes on pages 78 to 97 form an integral part of these financial statements.
J.P. Morgan Asset Management 75 Statement of Changes in Equity Financial Statements Called up Share Capital share premium redemption Capital Revenue capital account reserve reserves 1 reserve 1 Total £’000 £’000 £’000 £’000 £’000 £’000 At 31st March 2024 7,874 1,312 7,762 731,289 20,809 769,046 Tender offer shares acquired and cancelled 2 (1,058) 1,058 (104,897) (104,897) Cost in relation to Tender offer (421) (421) Repurchase of ordinary shares into Treasury (69,126) (69,126) Net (loss)/return after taxation (9,349) 15,892 6,543 Dividends paid in the year (note 10) (14,895) (14,895) At 31st March 2025 6,816 1,312 8,820 547,496 21,806 586,250 Repurchase of ordinary shares into Treasury (101,879) (101,879) Net return after taxation 94,683 17,446 112,129 Dividends paid in the year (note 10) (12,351) (12,351) At 31st March 2026 6,816 1,312 8,820 540,300 26,901 584,149 1 These reserves form the distributable reserves of the Company and may be used to fund distribution to shareholders via dividend payments or share buybacks. 2 During the year ended 31st March 2025, the Company undertook a Tender Offer providing shareholders with the opportunity to tender up to 15% of the issued share capital in the Company (excluding Shares held in Treasury). As a result, 21,160,028 shares were validly tendered pursuant to the Tender Offer. The notes on pages 78 to 97 form an integral part of these financial statements.
76 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Statement of Financial Position Financial Statements At At 31st March 31st March 2026 2025 Notes £’000 £’000 Fixed assets Investments held at fair value through profit or loss 517,654 591,594 Investments on loan held at fair value through profit or loss 50,195 24,941 Total investments held at fair value through profit or loss 11 567,849 616,535 Current assets Derivative financial instrument assets 12(ii) 265 Debtors 13 8,412 7,728 Current asset investments 8,306 23,039 Cash at bank 779 662 Cash collateral held at brokers 1,475 19,237 31,429 Creditors: amounts falling due within one year 14 (1,910) (61,714) Derivative financial instrument liabilities 12(ii) (1,027) Net current assets/(liabilities) 16,300 (30,285) Net assets 584,149 586,250 Capital and reserves Called up share capital 16 6,816 6,816 Share premium account 17 1,312 1,312 Capital redemption reserve 17 8,820 8,820 Capital reserves 17 540,300 547,496 Revenue reserve 17 26,901 21,806 Total shareholders’ funds 584,149 586,250 Net asset value per ordinary share 18 632.1p 524.0p The financial statements on pages 74 to 77 were approved and authorised for issue by the Directors on 18th June 2026 and were signed on their behalf by: Marc van Gelder Director The notes on pages 78 to 97 form an integral part of these financial statements. JPMorgan European Discovery Trust plc Company registration number: 2431143
J.P. Morgan Asset Management 77 Statement of Cash Flows Financial Statements For the year ended 31st March 2026 2025 Notes £’000 £’000 Cash flows from operating activities Net return before finance costs and taxation 115,686 14,316 Adjustment for: (Gains)/losses on investments held at fair value through profit or loss 3 (101,689) 8,236 Losses on derivative financial instruments 1,680 Foreign currency exchange (gains)/losses on JPMorgan EUR Liquidity Fund (1,041) 1,490 Net foreign currency exchange gains/(losses) 1,962 (2,367) Dividend income 4 (20,972) (25,989) Interest and stock lending income (791) (1,620) Income from derivative financial instruments (25) Realised gain on foreign currency exchange transactions 8 451 Realised foreign currency exchange gains/(losses) on JPMorgan EUR Liquidity Fund 979 (1,483) Decrease/(increase) in accrued income and other debtors 12 (1) Increase in accrued expenses 180 50 Net cash outflow from operations before dividends, interest and taxation (4,011) (6,917) Dividends received 18,296 22,390 Interest and stock lending income received 791 1,673 Overseas withholding tax recovered/(paid) 3,735 (252) Net cash inflow from operating activities 18,811 16,894 Purchases of investments (560,522) (389,557) Sales of investments 706,156 594,797 Net settlement of derivative financial instruments (911) Cash collateral paid to broker (1,475) Net cash inflow from investing activities 143,248 205,240 Dividends paid 10 (12,351) (14,895) Tender offer shares acquired and cancelled (104,897) Repurchase of ordinary shares into Treasury (101,486) (69,319) Cost in relation to Tender offer (421) Repayment of bank loan (60,569) (33,562) Drawdown of bank loan 21,377 Interest paid (2,343) (3,881) Interest paid on derivative financial instruments (6) Net cash outflow from financing activities (176,755) (205,598) (Decrease)/increase in cash and cash equivalents (14,696) 16,536 Cash and cash equivalents at start of year 23,701 7,160 Foreign currency exchange movements 80 5 Cash and cash equivalents at end of year 9,085 23,701 Cash and cash equivalents consist of: Cash at bank 779 662 Current asset investment in JPMorgan EUR Liquidity Fund 8,306 23,039 Total 9,085 23,701 The notes on pages 78 to 97 form an integral part of these financial statements.
78 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Notes to the Financial Statements Financial Statements For the year ended 31st March 2026 1. Accounting policies (a) Basis of accounting The financial statements are prepared under the historical cost convention, modified to include fixed asset investments at fair value, and in accordance with the Companies Act 2006, United Kingdom Generally Accepted Accounting Practice (‘UK GAAP’), including ‘the Financial Reporting Standard applicable in the UK and Republic of Ireland’ (‘FRS 102’) and with the Statement of Recommended Practice ‘Financial Statements of Investment Trust Companies and Venture Capital Trusts’ (the ‘SORP’) issued by the Association of Investment Companies in July 2022. In preparing these financial statements the Directors have considered the impact of climate change risk as a principal risk as set out on page 42, and have concluded that it does not have a material impact on the Company’s investments. In line with FRS 102 investments are valued at fair value, which for the Company are quoted bid prices for investments in active markets at the 31st March 2026 and therefore reflect market participants view of climate change risk. All of the Company’s operations are of a continuing nature. During the year ended 31st March 2026, the Company entered into Contracts for Difference (‘CFDs’). The new accounting policies have been included below. Except for the addition of accounting policies in respect of CFDs as disclosed in notes 1(d) and 1(g), all other policies applied in these Financial Statements are consistent with those applied in the preceding year. Going Concern The financial statements have been prepared on a going concern basis. The Board has, in particular, considered the impact of market volatility arising from geopolitical risks, including the crisis in Ukraine, Russia and the Middle East, and does not believe the Company’s going concern status is affected. They have considered the potential impact and the mitigation measures which key service providers including Managers, have in place to maintain operational resilience and believe the adverse impact of further pandemics has declined. The Directors have reviewed income and expense projections to 30th June 2027 and the liquidity of the investment portfolio in making their assessment. In addition, the Company conducted stress testing, the results of which can be found in the Long Term Viability statement on page 39. Further details of Directors’ considerations regarding this are given in the Chair’s Statement, Investment Managers’ report, Going Concern Statement, Viability Statement and Principal Risks section of this Annual Report. (b) Investments The Company has chosen to adopt Sections 11 and 12 of FRS 102 in respect of financial instruments. The Company’s business is investing in financial assets with a view to profiting from their total return in the form of income and capital growth. The portfolio of financial assets is managed and its performance evaluated on a fair value basis, in accordance with a documented investment strategy and information is provided internally on that basis to the Company’s Board of Directors. Accordingly, upon initial recognition the investments are classified by the Company as held at fair value through profit or loss. They are included initially at transaction price which is taken to be their cost, excluding expenses incidental to purchase which are recognised in the capital column of the Statement of Comprehensive Income, at the time of acquisition. Subsequently the investments are valued at fair value, which are quoted bid prices for investments traded in active markets. For investments which are not traded in active markets, unlisted and restricted investments, the Board takes into account the latest traded prices, other observable market data and asset values based on the latest management accounts. Investments that are subject to securities lending arrangements are recognised in the Statement of Financial Position. All purchases and sales are accounted for on a trade date basis. (c) Accounting for share capital and Reserves Called up share capital Share capital is classified as equity and is the nominal value of the ordinary shares in issue and is not distributable. Share premium account Amounts received in excess of the par value of issued shares are held in Share premium. For shares that have been reissued from Treasury, the excess amount of the sales proceeds over the purchase price of those shares, will be transferred to share premium. The share premium account is not distributable.
J.P. Morgan Asset Management 79 Notes to the Financial Statements Financial Statements Capital redemption reserve Par value of shares repurchased and cancelled by the Company are transferred from Called up share capital to the Capital redemption reserve. This reserve is not distributable. Capital reserve – realised gains and losses Gains and losses on sales of investments including the related foreign exchange gains and losses, realised gains and losses on foreign currency cash balances and loans, realised gains and losses on foreign currency contracts and CFDs, management fee and finance costs allocated to capital and any other capital charges, are included in the Statement of Comprehensive Income and accounted for in capital reserves within ‘Realised gains and losses’. This reserve is available for distribution by way of share repurchases and dividends. Capital reserve – investment holding gains and losses Increases and decreases in the valuation of investments held at the year end, including the related foreign currency exchange gains and losses, unrealised gains and losses on foreign exchange currency contracts or foreign currency loans and unrealised gains and losses on CFDs, are included in the Statement of Comprehensive Income and accounted for in capital reserves within ‘Investment holding gains and losses’. This reserve may be available for distributions in accordance with the Company’s Articles of Association and with ICAEW Technical Release 02/17BL on Guidance on Realised and Distributable Profits under the Companies Act 2006, to the extent they represent realised profits. As this reserve is not realised, it is not currently available for distributions. Revenue reserve Net revenue return after taxation for the year is accounted for in the Revenue reserve. This reserve is distributable by way of dividends to shareholders. (d) Income Dividends receivable from equity shares are included in revenue on an ex-dividend basis except where, in the opinion of the Board, the dividend is capital in nature, in which case it is included in capital. Overseas dividends are included gross of any withholding tax. Special dividends are looked at individually to ascertain the reason behind the payment. In determining the classification, the source and rationale for any special dividends received are considered when deciding whether the dividend should be treated as capital or revenue. These dividends may, for example, represent a return of capital arising from corporate actions or additional distributions paid by the investee companies. The Directors may exercise judgement in assessing the classification of special dividends as revenue or capital income. Where the Company has elected to receive scrip dividends in the form of additional shares rather than in cash, the amount of the cash dividend foregone is recognised in revenue. Any excess in the value of the shares received over the amount of the cash dividend is recognised in capital. Deposit interest receivable is taken to revenue on an accruals basis. Securities lending income is taken to revenue on a receipts basis which is not considered to be materially different to the accruals basis. The Company holds long CFDs on equities, therefore it is entitled to receive a notional dividend on the underlying securities linked to the CFD. The notional dividends are recognised as Income from derivative financial instruments and credited to the revenue column of the Statement of Comprehensive Income. (e) Expenses All expenses are accounted for on an accruals basis. Expenses are allocated wholly to the revenue column of the Statement of Comprehensive Income with the following exceptions: The management fee is allocated 30% to revenue and 70% to capital, in line with the Board’s expected long term split of revenue and capital return from the Company’s investment portfolio. Expenses incidental to the purchase of an investment are charged to capital. These expenses are commonly referred to as transaction costs and mainly comprise brokerage commission.
80 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Notes to the Financial Statements Financial Statements 1. Accounting policies (continued) (f) Finance costs Finance costs are accounted for on an accruals basis using the effective interest rate method. Interest paid on CFDs is recognised as a finance cost. Finance costs are allocated 30% to revenue and 70% to capital, in line with the Board’s expected long term split of revenue and capital return from the Company’s investment portfolio. (g) Financial instruments Financial instruments are recognised only when the Company becomes a party to contractual provisions of the instruments. Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire or are settled. Financial liabilities are derecognised when the obligation specified in the contract is discharged, is cancelled or expires. Cash at bank comprises cash held with the custodian and demand deposits, which are short term. Cash collateral held at brokers comprise of amounts pledged as collateral in respect of derivative financial instruments, CFDs. Current asset investments include highly liquid short term investments that are subject to an insignificant risk of change in value. The Company invests in the JPMorgan EUR Liquidity Fund, a money market fund, which is considered a current asset investment. This investment features a low volatility net asset value, is held for short-term cash management purposes as an alternative to cash, and can be readily converted into a known amount of cash. Other debtors and creditors do not carry any interest, are short term in nature and are accordingly stated at nominal value, with debtors reduced by appropriate allowances for estimated irrecoverable amounts. Bank loans and overdrafts are recorded initially at the proceeds received net of direct issue costs. Loans are subsequently recorded at amortised cost using the effective interest method. Interest payable on the bank loan and overdraft is accounted for on an accruals basis in the Statement of Comprehensive Income. Derivative financial instruments, including CFD and short term forward currency contracts are valued at fair value, which is the net unrealised gain or loss, and are included in current assets or current liabilities in the Statement of Financial Position. Changes in the fair value of derivative financial instruments are recognised in the Statement of Comprehensive Income as capital. The Company uses CFDs as part of its derivative transactions. These derivatives are measured at fair value both initially and subsequently. The fair value of CFDs is determined by the difference between the initial contract price of the CFD and the value of the underlying shares which is based on the bid price, as per the investments accounting policy. Open CFD positions at the year end are shown at fair value in the Statement of Financial Position under current assets or current liabilities. (h) Taxation Current tax is provided at the amounts expected to be paid or recovered. Deferred tax is provided on all timing differences that have originated but not reversed by the balance sheet date. Deferred tax liabilities are recognised for all taxable timing differences but deferred tax assets are only recognised to the extent that it is more likely than not that taxable profits will be available against which those timing differences can be utilised. Tax relief is allocated to expenses charged to capital on the ‘marginal basis’. On this basis, if taxable income is capable of being entirely offset by revenue expenses, then no tax relief is transferred to the capital column. Deferred tax is measured at the tax rate which is expected to apply in the periods in which the timing differences are expected to reverse, based on tax rates that have been enacted or substantively enacted at the balance sheet date and is measured on an undiscounted basis. (i) Value Added Tax (‘VAT’) Expenses are disclosed inclusive of the related irrecoverable VAT. Recoverable VAT is calculated using the partial exemption method based on the proportion of zero rated supplies to total supplies.
J.P. Morgan Asset Management 81 Notes to the Financial Statements Financial Statements (j) Foreign currency The Company is required to identify its functional currency, being the currency of the primary economic environment in which the Company operates. The Board, having regard to the currency of the Company’s share capital and the predominant currency in which its shareholders operate, has determined that sterling is the functional currency. Sterling is also the currency in which the financial statements are presented rounded to the nearest thousand, except where otherwise indicated. Transactions denominated in foreign currencies are converted at actual exchange rates at the date of the transaction. Monetary assets, liabilities and equity investments held at fair value, denominated in foreign currencies at the year end are translated at the rates of exchange prevailing at the year end. Any gain or loss arising from a change in exchange rates subsequent to the date of the transaction is included in the Statement of Comprehensive Income as an exchange gain or loss in revenue or capital, depending on whether the gain or loss is of a revenue or capital nature. (k) Dividends paid Final dividends are included in the financial statements once approved by shareholders and interim dividends are included in the financial statements in the year in which they are paid. (l) Repurchase of ordinary shares for cancellation and tender offer The cost of repurchasing ordinary shares including the related stamp duty and transactions costs is charged to ‘Capital reserves’ and dealt with in the Statement of Changes in Equity. Share repurchase transactions are accounted for on a trade date basis. The nominal value of ordinary share capital repurchased and cancelled is transferred out of ‘Called up share capital’ and into ‘Capital redemption reserve’. Shares acquired from the tender offer are accounted for in the same way as shares repurchased for cancellation. Costs in respect of the tender offer are recognised in capital reserves – realised gains and losses. (m) Segmental Reporting The Directors are of the opinion that the Company is engaged in a single segment of investment business, being investment in smaller Continental European listed companies. 2. Significant accounting judgements, estimates and assumptions The preparation of the Company’s financial statements on occasion requires management to make judgements, estimates and assumptions that affect the reported amounts in the primary financial statements and the accompanying disclosures. These assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in the current and future periods, depending on circumstance. The Directors do not believe that any accounting judgements or estimates have been applied to this set of financial statements that have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities within the next financial year. 3. Gains/(losses) on investments held at fair value through profit or loss 2026 2025 £’000 £’000 Net realised gains on sale of investments 88,874 20,036 Net change in unrealised gains and losses on investments 12,908 (28,233) Other capital charges (93) (39) Total gains/(losses) on investments held at fair value through profit or loss 101,689 (8,236)
82 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Notes to the Financial Statements Financial Statements 4. Income 2026 2025 Revenue Capital Total Revenue Capital Total £’000 £’000 £’000 £’000 £’000 £’000 Income from investments Overseas dividends 19,861 19,861 20,494 20,494 Special dividends 1,078 33 1,111 539 4,956 5,495 20,939 33 20,972 21,033 4,956 25,989 Income from derivative financial instruments Income on long CFDs 25 25 25 25 Interest receivable and similar income Securities lending income 156 156 461 461 Deposit interest 7 7 5 5 Income from JPMorgan EUR Liquidity Fund 628 628 1,154 1,154 791 791 1,620 1,620 Total income 21,755 33 21,788 22,653 4,956 27,609 5. Management fee 2026 2025 Revenue Capital Total Revenue Capital Total £’000 £’000 £’000 £’000 £’000 £’000 Management fee 1,210 2,823 4,033 1,510 3,524 5,034 Details of the management fee are given in the Directors’ Report on page 50. With effect from 1st April 2025, the annual management fee is charged on a tiered basis. At the rate of 0.70% on the first £300 million of the Company’s net assets. and at 0.65% above that level, compared to the previous flat fee of 0.75%. An adjustment is made to exclude from the calculation any investments in funds on which the Manager charges a management fee, ensuring that investors are not subject to double charging on investments in J.P. Morgan funds. The management fee is allocated 30% to revenue and 70% to capital, in accordance with the Company's allocation policy. 6. Other administrative expenses 2026 2025 £’000 £’000 Administrative expenses 869 588 Directors’ fees 1 197 187 Auditors’ remuneration for audit services 56 54 Depositary fees 35 71 1,157 900 1 Full disclosure is given in the Directors’ Remuneration Report on pages 61 to 64. Excludes taxable expenses paid to Directors which are included in administrative expenses.
J.P. Morgan Asset Management 83 Notes to the Financial Statements Financial Statements 7. Finance costs 2026 2025 Revenue Capital Total Revenue Capital Total £’000 £’000 £’000 £’000 £’000 £’000 Interest paid on CFDs 11 26 37 Interest on bank loans and overdrafts 681 1,589 2,270 1,162 2,721 3,883 692 1,615 2,307 1,162 2,721 3,883 The finance costs are allocated 30% to revenue and 70% to capital, in accordance with the Company’s allocation policy. 8. Taxation (a) Analysis of tax charge for the year 2026 2025 Revenue Capital Total Revenue Capital Total £’000 £’000 £’000 £’000 £’000 £’000 Overseas withholding tax 1,250 1,250 3,189 701 3,890 Total tax charge for the year 1,250 1,250 3,189 701 3,890 (b) Factors affecting total tax charge for the year The tax charge for the year is lower (2025: higher) than the Company’s applicable effective rate of corporation tax of 25.0% (2025: 25.0%). The factors affecting the total tax charge for the year are as follows: 2026 2025 Revenue Capital Total Revenue Capital Total £’000 £’000 £’000 £’000 £’000 £’000 Net return/(loss) before taxation 18,696 94,683 113,379 19,081 (8,648) 10,433 Net return/(loss) before taxation multiplied by the Company’s applicable rate of corporation tax of 25.0% (2025: 25.0%) 4,674 23,671 28,345 4,770 (2,162) 2,608 Effects of: Non taxable capital (gains)/losses (24,772) (24,772) 1,840 1,840 Non taxable overseas dividends (5,071) (8) (5,079) (5,258) (1,239) (6,497) Overseas withholding tax 1,250 1,250 3,189 701 3,890 Tax attributable to expenses and finance costs charged to capital (1,381) 1,381 Overseas taxation expensed (41) (41) Unrelieved expenses 438 1,103 1,541 1,868 1,868 Disallowed interest 6 6 1 180 181 Total tax charge for the year 1,250 1,250 3,189 701 3,890 (c) Deferred taxation The Company has an unrecognised deferred tax asset of £35,616,000 (2025: £33,547,000) in respect of cumulative excess management expenses and loan relationships totalling £142,462,000 (2025: £134,187,000). This is based on a prospective corporation tax rate of 25% (2025: 25%) as enacted by the Finance Act 2021. The deferred tax asset has arisen due to the cumulative excess of deductible total expenses over taxable income. Given the composition of the Company’s portfolio, it is not likely that this asset will be utilised in the foreseeable future and therefore no asset has been recognised in the financial statements. Given the Company’s status as an investment trust company and the intention to continue meeting the conditions required to obtain approval, the Company has not provided for deferred tax on any capital gains or losses arising on the revaluation or disposal of investments.
84 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Notes to the Financial Statements Financial Statements 9. Return per ordinary share 2026 2025 £’000 £’000 Revenue return 17,446 15,892 Capital return/(loss) 94,683 (9,349) Total return 112,129 6,543 Weighted average number of ordinary shares in issue during the year 95,939,484 128,544,579 Revenue return per ordinary share 18.18p 12.36p Capital return/(loss) per ordinary share 98.69p (7.27)p Total return per ordinary share 116.87p 5.09p 10. Dividends (a) Dividends paid and declared 2026 2025 Pence £’000 Pence £’000 Dividends paid Final dividend in respect of the prior year 10.0 9,541 8.0 11,383 Interim dividend 3.0 2,810 3.0 3,512 Total dividends paid in the year 13.0 12,351 11.0 14,895 Dividend proposed Final dividend 13.0 12,014 1 10.0 9,552 1 Based on prevailing number of ordinary shares as on the report date. All dividends paid and declared in the period have been funded from the revenue reserve. The final dividend proposed in respect of the year ended 31st March 2025 amounted to £9,552,000. However, the amount paid amounted to £9,541,000 due to ordinary shares repurchased after the balance sheet date but prior to the record date. The final dividend has been proposed in respect of the year ended 31st March 2026 and is subject to approval at the forthcoming Annual General Meeting. In accordance with the accounting policy of the Company, this dividend will be reflected in the financial statements for the year ending 31st March 2027. (b) Dividends for the purposes of Section 1158 of the Corporation Tax Act 2010 (‘Section 1158’) The requirements of Section 1158 are considered on the basis of dividends declared in respect of the financial year, shown below. The revenue available for distribution by way of dividend for the year is £17,446,000 (2025: £15,892,000). The revenue reserve after payment of the final dividend will amount to £14,887,000 (2025: £12,254,000). 2026 2025 Pence £’000 Pence £’000 Interim dividend 3.0 2,810 3.0 3,512 Final dividend 13.0 12,014 10.0 9,552 Total 16.0 14,824 13.0 13,064
J.P. Morgan Asset Management 85 Notes to the Financial Statements Financial Statements 11. Total investments held at fair value through profit or loss 2026 2025 £’000 £’000 Total Investments listed on a recognised stock exchange: Investments held at fair value through profit or loss 517,654 591,594 Investments on loan held at fair value through profit or loss 50,195 24,941 Total investments held at fair value through profit or loss 567,849 616,535 Opening book cost 523,164 708,134 Opening investment holding gains 93,371 121,604 Opening valuation 616,535 829,738 Movements in the year: Purchases at cost 558,755 390,843 Sales proceeds (709,223) (595,849) Gains/(losses) on investments 101,782 (8,197) 567,849 616,535 Closing book cost 461,570 523,164 Closing investment holding gains 106,279 93,371 Total investments held at fair value through profit or loss 567,849 616,535 Transaction costs on purchases during the year amounted to £751,000 (2025: £427,000) and on sales during the year amounted to £282,000 (2025: £226,000). These costs comprise mainly brokerage commission. The Company received £709,223,000 (2025: £595,849,000) from investments sold in the year. The book cost of these investments when they were purchased was £620,349,000 (2025: £575,813,000). These investments have been revalued over time and until they were sold any unrealised gains/losses were included in the fair value of the investments. The Company participates in securities lending arrangements and further details can be found in note 22 (c), Credit risk, on page 95. At the year end, investments on loan amounted to £50,195,000 (2025: £24,941,000) which form part of the total investments held at fair value through profit or loss. 12. Derivative financial instruments (i) Gains on derivative financial instruments recognised in the Statement of Comprehensive Income 2026 2025 £’000 £’000 Losses on long CFD positions closed (918) Movement in investment holding losses on long CFDs (762) Losses on derivative financial instruments (1,680) (ii) Derivative financial assets and liabilities recognised at fair value in the Statement of Financial Position: 2026 2025 Fair Asset Fair Asset value 1 exposure value exposure £’000 £’000 £’000 £’000 Derivative financial instrument assets – long CFDs 265 5,519 Derivative financial instrument liabilities – long CFDs (1,027) 33,979 (762) 39,498 1 The fair value is recognised in the Statement of Financial Position.
86 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Notes to the Financial Statements Financial Statements 13. Current assets 2026 2025 £’000 £’000 Debtors Securities sold awaiting settlement 6,051 3,071 Overseas tax recoverable 2,062 4,186 Dividends and interest receivable 152 337 Derivative income receivable from CFDs 25 VAT recoverable 82 76 Other debtors 40 58 8,412 7,728 The Directors consider that the carrying amount of debtors approximates to their fair value. 14. Creditors: amounts falling due within one year 2026 2025 £’000 £’000 Bank loan 58,581 Securities purchased awaiting settlement 594 2,361 Amounts payable on closure of derivative contract 7 Loan interest payable 73 Interest payable on CFDs 31 Repurchases of the Company’s own shares awaiting settlement 886 493 Other creditors and accruals 392 206 1,910 61,714 The Directors consider that the carrying amount of creditors falling due within one year approximates to their fair value.
J.P. Morgan Asset Management 87 Notes to the Financial Statements Financial Statements 15. Called up share capital 2026 2025 Number of Number of Shares £’000 Shares £’000 Authorised ordinary shares allotted and fully paid: Opening balance of ordinary shares of 5p each 111,872,243 5,594 147,692,459 7,385 Repurchase of ordinary shares into Treasury (19,458,212) (973) (14,660,188) (733) Tender offer shares acquired and cancelled (21,160,028) (1,058) Closing balance of ordinary shares of 5p each excluding shares held in Treasury 92,414,031 4,621 111,872,243 5,594 Shares held in Treasury 43,900,872 2,195 24,442,660 1,222 Closing balance of ordinary shares of 5p each including shares held in Treasury 136,314,903 6,816 136,314,903 6,816 Further details of transactions in the Company’s shares are given in the Strategic Report on page 45. 16. Capital and reserves Capital reserves 1 Investment Called up Share Capital Realised holding share premium redemption gains and gains and Revenue capital account reserve losses losses reserve 1 Total 2026 £’000 £’000 £’000 £’000 £’000 £’000 £’000 Opening balance 6,816 1,312 8,820 450,825 96,671 21,806 586,250 Net foreign currency gains on cash and cash equivalents 1,067 1,067 Realised gains on investments 88,874 88,874 Realised losses on derivative financial instruments (long CFDs) (918) (918) Unrealised gains on investments 12,908 12,908 Unrealised losses on derivative financial instruments (long CFDs) (762) (762) Repurchase of ordinary shares into Treasury (101,879) (101,879) Realised losses on repayment of loans (1,988) (1,988) Management fee and finance costs allocated to capital (4,438) (4,438) Special dividend received 33 33 Other capital charges (93) (93) Retained revenue for the year 17,446 17,446 Dividends paid in the year (12,351) (12,351) Closing balance 6,816 1,312 8,820 431,483 108,817 26,901 584,149 1 These reserves form the distributable reserves of the Company and to the extent they are realised, may be used to fund distributions of profits to investors.
88 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Notes to the Financial Statements Financial Statements 16. Capital and reserves (continued) Capital reserves 1 Investment Called up Share Capital Realised holding share premium redemption gains and gains and Revenue capital account reserve losses losses reserve 1 Total 2025 £’000 £’000 £’000 £’000 £’000 £’000 £’000 Opening balance 7,874 1,312 7,762 607,087 124,202 20,809 769,046 Net foreign currency losses on cash at bank and current asset investments (1,027) (1,027) Realised gains on investments 20,036 20,036 Unrealised losses on investments (28,233) (28,233) Tender offer shares acquired and cancelled 2 (1,058) 1,058 (104,897) (104,897) Costs in relation to Tender offer (421) (421) Repurchase of ordinary shares into Treasury (69,126) (69,126) Unrealised gains on loans 702 702 Realised gains on repayment of loans 1,202 1,202 Management fee and finance costs allocated to capital (6,245) (6,245) Special dividend received 4,956 4,956 Withholding tax on special dividend (701) (701) Other capital charges (39) (39) Retained revenue for the year 15,892 15,892 Dividends paid in the year (14,895) (14,895) Closing balance 6,816 1,312 8,820 450,825 96,671 21,806 586,250 1 These reserves form the distributable reserves of the Company and to the extent they are realised, may be used to fund distributions of profits to investors. 2 During the year ended 31st March 2025, the Company undertook a Tender Offer providing shareholders with the opportunity to tender up to 15% of the issued share capital in the Company (excluding Shares held in Treasury). As a result, 21,160,028 shares were validly tendered pursuant to the Tender Offer for the amount of £105,318,000 including costs, all changed to Capital reserves – Realised gains and losses. 17. Net asset value per ordinary share 2026 2025 Net assets (£’000) 584,149 586,250 Number of ordinary shares in issue 92,414,031 111,872,243 Net asset value per ordinary share 632.1p 524.0p 18. Contingent liabilities and capital commitments At the balance sheet date there were no contingent liabilities or capital commitments (2025: same). 19. Related Parties The Directors of the Company are considered related parties. Full details of Directors’ remuneration and shareholdings can be found on page 62.
J.P. Morgan Asset Management 89 Notes to the Financial Statements Financial Statements 20. Transactions with the Manager Details of the management contract are set out in the Directors’ Report on page 50. The management fee payable to the Manager for the year was £4,033,000 (2025: £5,034,000), of which £nil (2025: £nil) was outstanding at the year end. Included in administration expenses in note 6 on page 82 are safe custody fees payable to JPMorgan Chase Bank N.A. amounting to £73,000 (2025: £91,000) excluding VAT of which £12,000 (2025: £12,000) was outstanding at the year end. The Manager may carry out some of its dealing transactions through group subsidiaries. These transactions are carried out at arm’s length. The commission payable to J.P. Morgan Securities plc for the year was £3,000 (2025: £3,000) of which £nil (2025: £nil) was outstanding at the year end. Securities lending income amounting to £156,000 (2025: £461,000) were receivable by the Company during the year. JPMorgan Chase Bank N.A commissions in respect of such transactions amounted to £17,000 (2025: £51,000). Handling charges (other capital charges) on dealing transactions amounting to £93,000 (2025: £39,000) were payable to JPMorgan Chase Bank N.A. during the year of which £14,000 (2025: £8,000) was outstanding at the year end. At the year end, the Company held cash of £779,000 (2025: cash held of £662,000) with JPMorgan Chase Bank N.A. A net amount of interest of £7,000 (2025: £5,000) was receivable by the Company during the year from JPMorgan Chase Bank N.A of which £nil (2025: £nil) was outstanding at the year end. The Company also invests in JPMorgan EUR Liquidity Fund, which is managed by JPMorgan Asset Management (Europe) S.à r.l. At the year end, this was valued at £8.3 million (2025: £23.0 million). Interest amounting to £628,000 was receivable (2025: £1,154,000) during the year of which £nil (2025: £nil) was outstanding at the year end. 21. Disclosures regarding financial instruments measured at fair value The Company’s financial instruments within the scope of FRS 102 that are held at fair value comprise its investment portfolio and derivative financial instruments. The investments are categorised into a hierarchy consisting of the following three levels: Level 1: The unadjusted quoted price in an active market for identical assets or liabilities that the entity can access at the measurement date Level 2: Inputs other than quoted prices included within Level 1 that are observable (i.e. developed using market data) for the asset or liability, either directly or indirectly Level 3: Inputs are unobservable (i.e. for which market data is unavailable) for the asset or liability 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. Details of the valuation techniques used by the Company are given in note 1(b) on page 78. The following table sets out the fair value measurements using the FRS 102 hierarchy at 31st March. 2026 2025 2 Assets Liabilities Assets Liabilities £’000 £’000 £’000 £’000 Level 1 567,849 616,535 Level 2 – Current asset investments 1 8,306 23,039 – Derivative financial instruments – fair value of long CFDs 265 (1,027) Total 576,420 (1,027) 639,574 1 Investment in the JPMorgan EUR Liquidity Fund, a AAA rated money market fund. 2 The figures for 31st March 2025 include the classification of the current asset investment in the JPMorgan EUR Liquidity Fund as Level 2. There have been no transfers between Levels 1, 2 or 3 during the year (2025: nil).
90 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Notes to the Financial Statements Financial Statements 22. Financial instruments’ exposure to risk and risk management policies As an investment trust, the Company invests in equities for the long term so as to secure its investment objective stated on the ‘Key Features’ page. In pursuing this objective, the Company is exposed to a variety of financial risks that could result in a reduction in the Company’s net assets or a reduction in the profits available for dividends. These financial risks include market risk (comprising currency risk, interest rate risk and other price risk), liquidity risk, credit risk and derivative instrument risk. The Directors’ policy for managing these risks is set out below. The Company Secretary, in close cooperation with the Board and the Manager, coordinates the Company’s risk management policy. The objectives, policies and processes for managing the risks and the methods used to measure the risks that are set out below, have not changed from those applying in the comparative year. The Company’s classes of financial instruments are as follows: investments in European equity shares, which are held in accordance with the Company’s investment objective; derivative financial instruments which comprise long CFDs; current asset investment in the JPMorgan EUR Liquidity Fund; and short term debtors, creditors and cash arising directly from its operations. (a) Market risk The fair value of future cash flows of a financial instrument held by the Company may fluctuate because of changes in market prices. This market risk comprises three elements – currency risk, interest rate risk and other price risk. Information to enable an evaluation of the nature and extent of these three elements of market risk is given in parts (i) to (iii) of this note, together with sensitivity analyses where appropriate. The Board reviews and agrees policies for managing these risks and these policies have remained unchanged from those applying in the comparative year. The Manager assesses the exposure to market risk when making each investment decision and monitors the overall level of market risk on the whole of the investment portfolio on an ongoing basis. (i) Currency risk Certain of the Company’s assets, liabilities and income are denominated in currencies other than sterling which is the Company’s functional currency and the currency in which it reports. As a result, movements in exchange rates may affect the sterling value of those items. Management of currency risk The Manager monitors the Company’s exposure to foreign currencies on a daily basis and reports to the Board, which meets on at least five occasions each year. The 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 rates of exchange to which the Company’s assets, liabilities, income and expenses are exposed. Foreign currency borrowing may be used to limit the Company’s exposure to anticipated changes in exchange rates which might otherwise adversely affect the sterling value of the portfolio of investments. This borrowing is limited to currencies and amounts commensurate with the asset exposure to those currencies. Income denominated in foreign currencies is converted to sterling on receipt. The Company may use short term forward currency contracts to manage working capital requirements.
J.P. Morgan Asset Management 91 Notes to the Financial Statements Financial Statements Foreign currency exposure The carrying values of the Company’s monetary items that have foreign currency exposure at 31st March are shown below. Where the Company’s equity investments (which are not monetary items) are fair valued in a foreign currency, they have been included separately in the analysis so as to show the overall level of exposure. 2026 Swiss Danish Swedish Norwegian Euro francs krone krona krone Total £’000 £’000 £’000 £’000 £’000 £’000 Current assets 16,703 84 815 687 18,289 Creditors (38) (589) (4) (631) Foreign currency exposure on net monetary items 16,665 84 226 683 17,658 Total Investments held at fair value through profit or loss 380,264 38,023 45,199 51,623 52,740 567,849 Derivative financial instruments 1 (699) 34 (97) (762) Total net foreign currency exposure 396,230 38,107 45,459 52,209 52,740 584,745 1 The fair value of long CFDs (2025: none). 2025 Swiss Danish Swedish Norwegian Euro francs krone krona krone Total £’000 £’000 £’000 £’000 £’000 £’000 Current assets 27,161 1,022 355 1,503 768 30,809 Creditors (59,388) (640) (987) (61,015) Foreign currency exposure on net monetary items (32,227) 1,022 355 863 (219) (30,206) Total Investments held at fair value through profit or loss 452,568 15,550 17,274 92,743 38,400 616,535 Total net foreign currency exposure 420,341 16,572 17,629 93,606 38,181 586,329 In the opinion of the Directors, the above year end amounts are broadly representative of the exposure to foreign currency risk throughout the year. Foreign currency sensitivity The following table illustrates the sensitivity of return after taxation for the year and net assets with regard to the Company’s financial assets and financial liabilities and exchange rates. The sensitivity analysis is based on the Company’s currency financial instruments held at each balance sheet date and the income receivable in foreign currency and assumes a 10% (2025: 10%) appreciation or depreciation in sterling against the Euro, Swiss francs, Danish krone, Swedish krona and Norwegian krone to which the Company is exposed. This is considered to be a reasonable illustration based on the volatility of exchange rates during the year.
92 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Notes to the Financial Statements Financial Statements 22. Financial instruments’ exposure to risk and risk management policies (continued) (a) Market risk (continued) (i) Currency risk (continued) Foreign currency sensitivity (continued) 2026 2025 If sterling If sterling If sterling If sterling strengthens weakens strengthens weakens by 10% by 10% by 10% by 10% £’000 £’000 £’000 £’000 Statement of Comprehensive Income – net return after taxation Revenue return 1 (2,160) 2,160 (2,219) 2,219 Capital return (1,766) 1,766 3,021 (3,021) Total return after taxation for the year (3,926) 3,926 802 (802) Net assets (3,926) 3,926 802 (802) 1 The sensitivity is calculated on the income received during the year. In the opinion of the Directors, the above sensitivity analysis is broadly representative of the whole year. (ii) Interest rate risk Interest rate movements may affect the level of income receivable on cash deposits, the liquidity fund, the amount of interest payable on long CFDs and the interest payable on variable rate borrowings when interest rates are reset. Management of interest rate risk The Company does not normally hold significant cash balances. Short term borrowings are used when required. The Company may finance part of its activities through borrowings at levels approved and monitored by the Board. The possible effects on cash flows that could arise as a result of changes in interest rates are taken into account when the Company borrows on the floating rate loan facility. However, amounts drawn down on this facility are for short term periods and therefore there is limited exposure to interest rate risk. Derivatives are not used to hedge against the exposure to interest rate risk. Interest rate exposure The Company has a loan carrying a variable rate of interest and the exposure is therefore already quantifiable. The exposure of financial assets and liabilities to floating interest rates using the year end figures, giving cash flow interest rate risk when rates are reset, is shown below. 2026 2025 £’000 £’000 Exposure to floating interest rates: Cash at bank 779 662 Cash collateral held at brokers 1,475 Current asset investment in JPMorgan EUR Liquidity Fund 8,306 23,039 Bank loan (58,581) Derivative financial instruments – long CFDs (asset exposure less fair value) (40,260) Total exposure (29,700) (34,880) Interest receivable on cash balances, or paid on overdrafts, is at a margin below or above SONIA respectively (2025: at a margin below or above SONIA respectively). Interest payable on the Bank loan was at a margin above EURIBOR (2025: margin above EURIBOR).
J.P. Morgan Asset Management 93 Notes to the Financial Statements Financial Statements Interest rate sensitivity The following table illustrates the sensitivity of the return after taxation for the year and net assets to a 1% (2025: 1%) increase or decrease in interest rates with regard to the Company’s monetary financial assets and financial liabilities. This level of change is considered to be a reasonable illustration based on observation of current market conditions. The sensitivity analysis is based on the Company’s monetary financial instruments held at the balance sheet date, with all other variables held constant. 2026 2025 1% 1% 1% 1% Increase Decrease Increase Decrease in rate in rate in rate in rate £’000 £’000 £’000 £’000 Statement of Comprehensive Income – net return after taxation Revenue return (15) 15 61 (61) Capital return (282) 282 (410) 410 Total return after taxation (297) 297 (349) 349 Net assets (297) 297 (349) 349 In the opinion of the Directors, this sensitivity analysis may not be representative of the Company’s future exposure to interest rate changes due to fluctuations in the level of cash balances, cash held in the liquidity fund and amounts drawn down on the Company’s loan facilities. (iii) Other price risk Other price risk includes changes in market prices, other than those arising from interest rate risk or currency risk, which may affect the value of equity investments. Management of other price risk The Board meets on at least five occasions each year to consider the asset allocation of the portfolio and the risk associated with particular industry sectors. The investment management team has responsibility for monitoring the portfolio selected in accordance with the Company’s investment objectives and seeks to ensure that individual stocks meet an acceptable risk/reward profile. At the same time ensuring that the portfolio is in compliance with the agreed investment guidelines and policies. Other price risk exposure The Company’s total exposure to changes in market prices at 31st March comprises its holdings in equity investments as follows: 2026 2025 £’000 £’000 Investments held at fair value through profit or loss 567,849 616,535 Asset exposure through derivative financial instruments – long CFDs 39,498 607,347 616,535 The above data is broadly representative of the exposure to other price risk during the current and comparative year. Concentration of exposure to market price risk An analysis of the Company’s investments is given on pages 22 to 25. This shows that all of the investments’ value is in European companies and there is no concentration of exposure to any one country. It should also be noted that an investment may not be entirely exposed to the economic conditions in its country of domicile or of listing.
94 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Notes to the Financial Statements Financial Statements 22. Financial instruments’ exposure to risk and risk management policies (continued) (a) Market risk (continued) (iii) Other price risk (continued) Other price risk sensitivity The following table illustrates the sensitivity of the return after taxation for the year and net assets to an increase or decrease of 10% (2025: 10%) in the market value of equity investments. This level of change is considered to be a reasonable illustration based on observation of current market conditions. The sensitivity analysis is based on the Company’s equities, adjusting for changes in the management fee but with all other variables held constant. 2026 2025 10% 10% 10% 10% Increase in Decrease in Increase in Decrease in fair value fair value fair value fair value £’000 £’000 £’000 £’000 Statement of Comprehensive Income – net return after taxation Revenue return (118) 118 (139) 139 Capital return 60,458 (60,458) 61,330 (61,330) Total return after taxation 60,340 (60,340) 61,191 (61,191) Net assets 60,340 (60,340) 61,191 (61,191) (b) Liquidity risk This is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. Management of the risk Liquidity risk is mitigated as the Company’s assets comprise mainly readily realisable securities, which can be sold to meet funding requirements if necessary. Short term flexibility is achieved through the use of overdraft facilities. The Board’s policy is for the Company to remain fully invested in normal market conditions and that short term borrowings be used to manage short term liabilities and working capital requirements and to gear the Company as appropriate. Liquidity risk exposure Contractual maturities of the financial liabilities, based on the earliest date on which payment can be required are as follows: 2026 More than Three three months months but not more More than or less than one year one year Total £’000 £’000 £’000 £’000 Derivative financial liabilities 1,027 1,027 Creditors Securities purchased awaiting settlement 594 594 Amounts payable on closure of derivative contract 7 7 Repurchases of the Company’s own shares 886 886 Other creditors 392 392 Interest payable on CFDs 31 31 2,937 2,937
J.P. Morgan Asset Management 95 Notes to the Financial Statements Financial Statements 2025 More than Three three months months but not more More than or less than one year one year Total £’000 £’000 £’000 £’000 Creditors Securities purchased awaiting settlement 2,361 2,361 Repurchase of the Company’s own shares 493 493 Other creditors 206 206 Bank loan, including interest 583 60,332 60,915 3,643 60,332 63,975 The liabilities shown above represent future contractual payments and therefore may differ from the amounts shown in the Statement of Financial Position. (c) Credit risk Credit risk is the risk that the failure of the counterparty to a transaction to discharge its obligations under that transaction could result in loss to the Company. Management of credit risk Portfolio dealing The Company invests in markets that operate Delivery Versus Payment (‘DVP’) settlement. The process of DVP mitigates the risk of losing the principal of a trade during the settlement process. The Manager continuously monitors dealing activity to ensure best execution, a process that involves measuring various indicators including the quality of trade settlement and incidence of failed trades. Counterparty lists are maintained and adjusted accordingly. Cash at bank and current asset investments Counterparties are subject to regular credit analysis by the Manager and deposits can only be placed with counterparties that have been approved by JPMAM’s Counterparty Risk Group. The Board regularly reviews the counterparties used by the Manager. The JPMorgan EUR Liquidity Fund has a AAA rating. Exposure to JPMorgan Chase Bank, N.A JPMorgan Chase Bank, N.A. is the custodian of the Company’s assets. The Company’s assets are segregated from JPMorgan Chase’s own trading assets. Therefore these assets are designed to be protected from creditors in the event that JPMorgan Chase were to cease trading. The Depositary, BNY Mellon Trust and Depositary (UK) Limited, is responsible for the safekeeping of all custodial assets of the Company and for verifying and maintaining a record of all other assets of the Company. However, no absolute guarantee can be given on the protection of all the assets of the Company. Credit risk exposure The amounts shown in the Statement of Financial Position under derivative financial instrument assets, debtors, cash at bank and current asset investments, represent the maximum exposure to credit risk at the current and comparative year ends. Securities lending The aggregate value of investments on loan at 31st March 2026 amounted to £50.2 million (2025: £24.9 million) and the maximum value of stock on loan during the year amounted to £73.2 million (2025: £95.6 million). Collateral is obtained by JPMorgan Chase Bank, N.A, and is called in on a daily basis to a minimum value of 102% (2025: 102%) of the value of the securities on loan if that collateral is denominated in the same currency as the securities on loan and a minimum of 105% (2025: 105%) if it is denominated in a different currency. At the year end the amount of collateral held was £53.3 million (2025: £27.7 million). Full details of the collateral is disclosed on pages 99 to 101.
96 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Notes to the Financial Statements Financial Statements 22. Financial instruments’ exposure to risk and risk management policies (continued) (d) Counterparty risk Derivative financial instruments Certain derivative financial instruments in which the Company may invest, such as CFDs, are not traded on an exchange, but instead are traded between counterparties based on contractual relationships, under the terms outlined in the International Swaps and Derivatives Association’s (‘ISDA’) market standard derivative legal documentation. As a result, the Company is subject to the risk that a counterparty may not perform its obligations under the related contract. Counterparties are subject to regular credit analysis by the Manager and transactions can only be placed with counterparties that have been approved by the JPMAM’s Counterparty Risk Group. For derivative financial instruments, collateral is used to reduce the risk of both parties to the contract. Collateral is managed on a daily basis for all relevant transactions. As at 31st March 2026, the Company had pledged a collateral balance of £1,475,000 (2025: £nil) under margin arrangements to its counterparty, UBS AG, London Branch. (e) Fair values of financial assets and financial liabilities All financial assets and liabilities are either included in the Statement of Financial Position at fair value or the carrying amount which is a reasonable approximation of fair value. 23. Capital management policies and procedures The Company’s debt and capital structure comprises the following: 2026 2025 £’000 £’000 Debt Bank loan 58,581 Total debt 58,581 Equity Called up share capital 6,816 6,816 Share premium account and reserves 577,333 579,434 Total equity 584,149 586,250 Total debt and equity 584,149 644,831 The Company’s capital management objectives are to ensure that it will continue as a going concern and to maximise the income and capital return to its equity shareholders through an appropriate level of gearing. The Board’s policy is to limit gearing within the range of 20% net cash to 20% geared. 2026 2025 £’000 £’000 Investments held at fair value through profit or loss 567,849 616,535 Asset exposure through derivative financial instruments – long CFDs 39,498 Gross asset exposure 607,347 616,535 Net assets 584,149 586,250 Gearing 4.0% 5.2% The Board, with the assistance of the 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 Manager’s views on the market; the need to buy back equity shares, either for cancellation or to hold in Treasury, which takes into account the share price discount or premium; the opportunity for issues of new shares, including issues from Treasury; and the level of dividend distributions in excess of that which is required to be distributed.
J.P. Morgan Asset Management 97 Notes to the Financial Statements Financial Statements 24. Analysis of changes in (net debt)/net cash At At 31st March Exchange 31st March 2025 Cash flows movements 2026 £’000 £’000 £’000 £’000 Cash and cash equivalents Cash at bank 662 99 18 779 Investment in JPMorgan EUR Liquidity Fund 23,039 (14,795) 62 8,306 23,701 (14,696) 80 9,085 Borrowings Bank loan (58,581) 60,569 (1,988) (58,581) 60,569 (1,988) Net debt/net cash (34,880) 45,873 (1,908) 9,085 25. Subsequent events The Directors’ have evaluated the period since the year end and have not noted any subsequent events.
De’Longhi: Designer, manufacturer and distributor of small household appliances, like coffee machines. Regulatory Disclosures
Regulatory Disclosures J.P. Morgan Asset Management 99 Regulatory Disclosures Alternative Investment Fund Managers’ Directive (‘AIFMD’) Disclosures (Unaudited) Leverage For the purposes of the Alternative Investment Fund Managers Directive (‘AIFMD’), leverage is any method which increases the Company’s exposure, including the borrowing of cash and the use of derivatives. It is expressed as a ratio between the Company’s exposure and its net asset value and is calculated on a gross and a commitment method in accordance with AIFMD. Under the gross method, exposure represents the sum of the Company’s positions without taking into account any hedging and netting arrangements. Under the commitment method, exposure is calculated after certain hedging and netting positions are offset against each other. The Company’s maximum and actual leverage levels at 31st March 2026 are shown below: Gross Commitment Method Method Leverage exposure Maximum limit 200% 200% Actual 107% 107% AIFMD Remuneration Disclosures JPMorgan Funds Limited (the ‘Management Company’) is the authorised manager of JPMorgan European Discovery Trust plc (the ‘Company’) and is part of the J.P. Morgan Chase & Co. group of companies. In this section, the terms ‘J.P. Morgan’ or ‘Firm’ refer to that group, and each of the entities in that group globally, unless otherwise specified. This section of the annual report has been prepared in accordance with the Alternative Investment Fund Managers’ Directive (the ‘AIFMD’), the European Commission Delegated Regulation supplementing the AIFMD, and the ‘Guidelines on sound remuneration policies’ issued by the European Securities and Markets Authority under the AIFMD. The information in this section is in respect of the most recent complete remuneration period (‘Performance Year’) as at the reporting date. This section has also been prepared in accordance with the relevant provisions of the Financial Conduct Authority Handbook (FUND 3.3.5). Remuneration Policy A summary of the Remuneration Policy currently applying to the Management Company (the ‘Remuneration Policy Statement’) can be found at https://am.jpmorgan.com/gb/en/asset- management/gim/per/legal/emea-remuneration-policy . This Remuneration Policy Statement includes details of how remuneration and benefits are calculated, including the financial and non-financial criteria used to evaluate performance, the responsibilities and composition of the Firm’s Compensation and Management Development Committee, and the measures adopted to avoid or manage conflicts of interest. A copy of this policy can be requested free of charge from the Management Company. The Remuneration Policy applies to all employees of the Management Company, including individuals whose professional activities may have a material impact on the risk profile of the Management Company or the Alternative Investment Funds it manages (‘AIFMD Identified Staff’). The AIFMD Identified Staff include members of the Board of the Management Company (the ‘Board’), senior management, the heads of relevant Control Functions, and holders of other key functions. Individuals are notified of their identification and the implications of this status on at least an annual basis. The Board reviews and adopts the Remuneration Policy on an annual basis, and oversees its implementation, including the classification of AIFMD Identified Staff. The Board last reviewed and adopted the Remuneration Policy that applied for the 2024 Performance Year in July 2024 with no material changes and was satisfied with its implementation. Quantitative Disclosures The table below provides an overview of the aggregate total remuneration paid to staff of the Management Company in respect of the 2025 Performance Year and the number of beneficiaries. These figures include the remuneration of all staff of JP Morgan Asset Management (UK) Ltd (the relevant employing entity) and the number of beneficiaries, both apportioned to the Management Company on an Asset Under Management (‘AUM’) weighted basis. Due to the Firm’s structure, the information needed to provide a further breakdown of remuneration attributable to the Company is not readily available and would not be relevant or reliable. However, for context, the Management Company manages 24 Alternative Investment Funds (with 4 sub-funds) and 2 UCITS (with 42 sub-funds) as at 31st December 2025, with a combined AUM as at that date of £26,122 million and £21,624 million respectively. Fixed Variable Total Number of remuneration remuneration remuneration beneficiaries All staff of the Management Company (US$’000s) 22,376 17,212 39,588 127 The aggregate 2025 total remuneration paid to AIFMD Identified Staff was US$145.7 million of which US$8.6 million relates to Senior Management and US$137.1 million relates to other Identified Staff 1 . 1 The AIFMD identified staff disclosures include employees of the companies to which portfolio management has been formally delegated in line with the latest ESMA guidance.
Regulatory Disclosures 100 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Regulatory Disclosures Securities Financing Transactions Regulation (‘SFTR’) Disclosures (Unaudited) The Company engages in Securities Financing Transactions (as defined in Article 3 of Regulation (EU) 2015/2365, securities financing transactions include repurchase transactions, securities or commodities lending and securities or commodities borrowing, buy-sell back transactions or sell-buy back transactions and margin lending transactions). In accordance with Article 13 of the Regulation, the Company’s involvement in and exposures related to SFTR for the accounting period ended 31st March 2026 are detailed below. Global Data Amount of securities on loan The total value of securities on loan as a proportion of the Company’s total lendable assets, as at the balance sheet date, is 8.84%. Total lendable assets represents the aggregate value of assets types forming part of the Fund’s securities lending programme. Amount of assets engaged in securities lending The following table represents the total value of assets engaged in securities lending: Value £’000 % of AUM Securities lending 50,195 8.59 Concentration and Aggregate Transaction Data Counterparties The following table provides details of the counterparties (based on gross volume of outstanding transactions with exposure on a gross absolute basis) in respect of securities lending as at the balance sheet date: Collateral Country of Incorporation Value £’000 Goldman Sachs United States of America 10,599 BNP France 10,269 Morgan Stanley United States of America 9,601 J.P. Morgan United States of America 9,403 Barclays United Kingdom 6,906 HSBC United Kingdom 1,812 Nomura Japan 1,056 Societe Generale France 299 Merrill Lynch United States of America 250 Total 50,195 Maturity tenure of security lending transactions The Company’s securities lending transactions have open maturity. Collateral issuers The following table lists the issuers by value of non-cash collateral received by the Company by way of title transfer collateral arrangement across securities lending transactions, as at the balance sheet date. Collateral Value Issuer £’000 United States of America Treasury 31,540 United Kingdom Treasury 17,344 French Republic Government 3,357 Kingdom of Belgium Government 388 Federal Republic of Germany Government 383 Republic of Austria Government 275 Total 53,287 Non-cash collateral received by way of title transfer collateral arrangement in relation to securities lending transactions cannot be sold, re-invested or pledged. Type, quality and currency of collateral The following table provides an analysis of the type, quality and currency of collateral received by the Company in respect of securities lending transactions as at the balance sheet date. Value Type Quality Currency £’000 Treasury Bonds Investment Grade USD 16,499 Treasury Notes Investment Grade USD 14,388 Sovereign Debt Investment Grade GBP 16,223 Sovereign Debt Investment Grade EUR 4,404 Sovereign Debt Investment Grade USD 1,121 Treasury Bills Investment Grade USD 652 Total 53,287 Maturity tenure of collateral The following table provides an analysis of the maturity tenure of collateral received in relation to securities lending transactions as at the balance sheet date. Value Maturity £’000 1 day to 1 week 1 to 4 weeks 386 1 to 3 months 21 3 to 12 months 1,482 More than 1 year 51,398 Total 53,287
Regulatory Disclosures J.P. Morgan Asset Management 101 Regulatory Disclosures Settlement and clearing The Company’s securities lending transactions including related collaterals are settled and cleared either bi-laterally, tri-party or through a central counterparty. Re-use of collateral Share of collateral received that is reused and reinvestment return Non-cash collateral received by way of title transfer collateral arrangement in relation to securities lending transactions cannot be sold, re-invested or pledged. Cash collateral received in the context of securities lending transactions may be reused in accordance with the provisions contained within the securities lending agreement. The Company currently reinvests cash collateral received in respect of securities lending transactions in the overnight cash market. Safekeeping of collateral All collateral received by the Company in respect of securities lending transactions as at the balance sheet date is held by the Custodian. Return and cost JPMorgan Chase Bank, N.A, the lending agent, receives a fee of 10% of the gross revenue for its services related to the Securities Lending Transactions. The remainder of the revenue, 90%, is received by the Company i.e. for the benefit of Shareholders.
Nordex: A European company that designs, sells and manufactures wind turbines. Shareholder Information
Notice of Annual General Meeting J.P. Morgan Asset Management 103 Shareholder Information Notice is hereby given that the Annual General Meeting of JPMorgan European Discovery Trust plc will be held at 60 Victoria Embankment, London EC4Y 0JP on Tuesday, 21st July 2026 at 12.30 p.m. for the following purposes: 1. To receive the Directors’ Report, the Financial Statements and the Auditors’ Report for the year ended 31st March 2026. 2. To approve the Directors’ Remuneration Policy. 3. To approve the Directors’ Remuneration Report for the year ended 31st March 2026. 4. To declare a final dividend of 13.0 pence per share. 5. To reappoint James Will as a Director of the Company. 6. To reappoint Sarah Watters as a Director of the Company. 7. To reappoint Suzy Ross as a Director of the Company. 8. To reappoint Arun Kumar Sarwal as a Director of the Company. 9. To appoint Michiel Jaski as a Director of the Company. To consider the following resolution as an ordinary resolution: 10. THAT Ernst & Young be reappointed as Auditor of the Company and that their remuneration be fixed by the Directors. Special Business To consider the following resolutions: Authority to allot new Ordinary shares – Ordinary Resolution 11. THAT the Directors of the Company be and they are hereby generally and unconditionally authorised, (in substitution of any authorities previously granted to the Directors), pursuant to and in accordance with Section 551 of the Companies Act 2006 (the ‘Act’) to exercise all the powers for the Company to allot shares in the Company and to grant rights to subscribe for, or to convert any security into, shares in the Company (‘Rights’) up to an aggregate nominal amount of £454,699 or, if different the aggregate nominal amount representing approximately 10% of the Company’s issued ordinary share capital (excluding Treasury shares) as at the date of the passing of this resolution, provided that this authority shall expire at the conclusion of the Annual General Meeting of the Company to be held in 2027 unless renewed at a general meeting prior to such time, save that the Company may before such expiry make offers, agreements or arrangements which would or might require shares to be allotted or Rights to be granted after such expiry and so that the Directors of the Company may allot shares and grant Rights in pursuance of such offers or agreements as if the authority conferred hereby had not expired. Authority to disapply pre-emption rights on allotment of relevant securities – Special Resolution 12. THAT subject to the passing of Resolution 11 set out above, the Directors of the Company be and they are hereby empowered pursuant to Sections 570 and 573 of the Act to allot equity securities (within the meaning of Section 560 of the Act) for cash pursuant to the authority conferred by Resolution 11 or by way of a sale of Treasury shares as if Section 561(1) of the Act did not apply to any such allotment, provided that this power shall be limited to the allotment of equity securities for cash up to an aggregate nominal amount of £454,699 or, if different, the aggregate nominal amount representing approximately 10% of the issued share capital (excluding Treasury shares) as at the date of the passing of this resolution at a price of not less than the net asset value per share and shall expire upon the expiry of the general authority conferred by Resolution 11 above, save that the Company may before such expiry make offers, agreements or arrangements which would or might require equity securities to be allotted after such expiry and so that the Directors of the Company may allot equity securities in pursuance of such offers, agreements or arrangements as if the power conferred hereby had not expired. Authority to repurchase the Company’s shares – Special Resolution 13. THAT the Company be generally and, subject as hereinafter appears, unconditionally authorised in accordance with Section 701 of the Act to make market purchases (within the meaning of Section 693 of the Act) of its issued ordinary shares in the capital of the Company on such terms and in such manner as the Directors may from time to time determine: PROVIDED ALWAYS THAT (i) the maximum number of ordinary shares hereby authorised to be purchased shall be the number of ordinary shares which is equal to 14.99% of the Company’s issued share capital (less shares held in Treasury) as at the date of the passing of this Resolution; (ii) the minimum price which may be paid for an ordinary share shall be the nominal value of such ordinary share; (iii) the maximum price which may be paid for an ordinary share shall be an amount equal to the highest of: (a) 105% of the average of the middle market quotations for an ordinary share taken from and calculated by reference to the London Stock Exchange Daily Official List for the five business days immediately preceding the day on which the ordinary share is contracted to be purchased; or (b) the price of the last independent trade; or (c) the highest current independent bid;
Notice of Annual General Meeting 104 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Shareholder Information (iv) any purchase of ordinary shares will be made in the market for cash at prices below the prevailing net asset value per ordinary share (as determined by the Directors); (v) the authority hereby conferred shall expire on 21st January 2028 unless the authority is renewed at the Company’s Annual General Meeting in 2027 or at any other general meeting prior to such time; and (vi) the Company may make a contract to purchase ordinary shares under the authority hereby conferred prior to the expiry of such authority which contract will or may be executed wholly or partly after the expiry of such authority and may make a purchase of ordinary shares pursuant to any such contract. Authority to hold general meetings – Special Resolution 14. THAT a general meeting, other than an Annual General Meeting, may be called on no less than 14 clear days’ notice. By order of the Board Sachu Saji for and on behalf of JPMorgan Funds Limited, Company Secretary 18th June 2026 Notes These notes should be read in conjunction with the notes on the reverse of the proxy form. 1. If law or Government guidance so requires at the time of the Meeting, the Chair of the Meeting will limit, in his sole discretion, the number of individuals in attendance at the Meeting. In addition, the Company may still impose entry restrictions on certain persons wishing to attend the AGM in order to secure the orderly and proper conduct of the Meeting. 2. A member entitled to attend and vote at the meeting may appoint another person(s) (who need not be a member of the Company) to exercise all or any of his rights to attend, speak and vote at the meeting. A member can appoint more than one proxy in relation to the meeting, provided that each proxy is appointed to exercise the rights attaching to different shares held by him. 3. A proxy does not need to be a member of the Company but must attend the Meeting to represent you. Your proxy could be the Chair, another Director of the Company or another person who has agreed to attend to represent you. Details of how to appoint the Chair or another person(s) as your proxy or proxies using the proxy form are set out in the notes to the proxy form. If a voting box on the proxy form is left blank, the proxy or proxies will exercise his/their discretion both as to how to vote and whether he/they abstain(s) from voting. Your proxy must attend the Meeting for your vote to count. Appointing a proxy or proxies does not preclude you from attending the Meeting and voting in person. 4. Any instrument appointing a proxy, to be valid, must be lodged in accordance with the instructions given on the proxy form no later than 12.30 p.m. two business days prior to the Meeting (i.e. excluding weekends and bank holidays). 5. You may change your proxy instructions by returning a new proxy appointment. The deadline for receipt of proxy appointments (see above) also applies in relation to amended instructions. Any attempt to terminate or amend a proxy appointment received after the relevant deadline will be disregarded. Where two or more valid separate appointments of proxy are received in respect of the same share in respect of the same Meeting, the one which is last received (regardless of its date or the date of its signature) shall be treated as replacing and revoking the other or others as regards that share; if the Company is unable to determine which was last received, none of them shall be treated as valid in respect of that share. 6. To be entitled to attend and vote at the Meeting (and for the purpose of the determination by the Company of the number of votes they may cast), members must be entered on the Company’s register of members as at 6.30 p.m. two business days prior to the Meeting
Notice of Annual General Meeting J.P. Morgan Asset Management 105 Shareholder Information (the ‘specified time’). If the Meeting is adjourned to a time not more than 48 hours after the specified time applicable to the original Meeting, that time will also apply for the purpose of determining the entitlement of members to attend and vote (and for the purpose of determining the number of votes they may cast) at the adjourned Meeting. If, however, the Meeting is adjourned for a longer period then, to be so entitled, members must be entered on the Company’s register of members as at 6.30 p.m. two business days prior to the adjourned Meeting or, if the Company gives notice of the adjourned Meeting, at the time specified in that notice. Changes to entries on the register after this time shall be disregarded in determining the rights of persons to attend or vote at the Meeting or adjourned Meeting. 7. A corporation, which is a shareholder, may appoint individuals to act as its representatives and to vote in person at the meeting (see instructions given on the proxy form). In accordance with the provisions of the Companies Act 2006, each such representative may exercise (on behalf of the corporation) the same powers as the corporation could exercise if it were an individual member of the company, provided that they do not do so in relation to the same shares. It is therefore no longer necessary to nominate a designated corporate representative. Representatives should bring to the Meeting evidence of their appointment, including any authority under which it is signed. 8. Members that satisfy the thresholds in Section 527 of the Companies Act 2006 can require the Company to publish a statement on its website setting out any matter relating to: (a) the audit of the Company’s accounts (including the Auditors’ report and the conduct of the audit) that are to be laid before the Meeting; or (b) any circumstances connected with Auditors of the Company ceasing to hold office since the previous Meeting, which the members propose to raise at the Meeting. The Company cannot require the members requesting the publication to pay its expenses. Any statement placed on the website must also be sent to the Company’s Auditors no later than the time it makes its statement available on the website. The business which may be dealt with at the Meeting includes any statement that the Company has been required to publish on its website pursuant to this right. 9. Pursuant to Section 319A of the Companies Act 2006, the Company must cause to be answered at the Meeting any question relating to the business being dealt with at the Meeting which is put by a member attending the Meeting except in certain circumstances, including if it is undesirable in the interests of the Company or the good order of the Meeting or if it would involve the disclosure of confidential information. 10. Under Sections 338 and 338A of the 2006 Act, members meeting the threshold requirements in those sections have the right to require the Company: (i) to give, to members of the Company entitled to receive notice of the Meeting, notice of a resolution which those members intend to move (and which may properly be moved) at the Meeting; and/or (ii) to include in the business to be dealt with at the Meeting any matter (other than a proposed resolution) which may properly be included in the business at the Meeting. A resolution may properly be moved, or a matter properly included in the business unless: (a) (in the case of a resolution only) it would, if passed, be ineffective (whether by reason of any inconsistency with any enactment or the Company’s constitution or otherwise); (b) it is defamatory of any person; or (c) it is frivolous or vexatious. A request made pursuant to this right may be in hard copy or electronic form, must identify the resolution of which notice is to be given or the matter to be included in the business, must be accompanied by a statement setting out the grounds for the request, must be authenticated by the person(s) making it and must be received by the Company not later than the date that is six clear weeks before the Meeting, and (in the case of a matter to be included in the business only) must be accompanied by a statement setting out the grounds for the request. 11. A copy of this Notice of Meeting has been sent for information only to persons who have been nominated by a member to enjoy information rights under Section 146 of the Companies Act 2006 (a ‘Nominated Person’). The rights to appoint a proxy cannot be exercised by a Nominated Person: they can only be exercised by the member. However, a Nominated Person may have a right under an agreement between him and the member by whom he was nominated to be appointed as a proxy for the Meeting or to have someone else so appointed. If a Nominated Person does not have such a right or does not wish to exercise it, he may have a right under such an agreement to give instructions to the member as to the exercise of voting rights. 12. In accordance with Section 311A of the Companies Act 2006, the contents of this Notice of Meeting, details of the total number of shares in respect of which members are entitled to exercise voting rights at the Meeting, the total voting rights members are entitled to exercise at the Meeting and, if applicable, any members’ statements, members’ resolutions or members’ matters of business received by the Company after the date of this Notice of Meeting will be available on the Company’s website www.jpmeuropeandiscovery.co.uk
Notice of Annual General Meeting 106 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Shareholder Information 13. The register of interests of the Directors and connected persons in the share capital of the Company and the Directors’ letters of appointment are available for inspection at the Company’s registered office during usual business hours on any weekday (Saturdays, Sundays and public holidays excepted). They will also be available for inspection at the Meeting. No Director has any contract of service with the Company. 14. You may not use any electronic address provided in this Notice of Meeting to communicate with the Company for any purposes other than those expressly stated. 15. As an alternative to completing a hard copy Form of Proxy, you can appoint a proxy or proxies electronically by visiting www.investorcentre.co.uk/eproxy . You will need the Control Number, Shareholder Reference Number and PIN which are set out on your proxy form or the electronic broadcast you received from Computershare. 16. As at 18th June 2026 (being the latest business day prior to the publication of this Notice), the Company’s issued share capital consists of 90,939,875 ordinary shares (excluding Treasury Shares), carrying one vote each. Therefore, the total voting rights in the Company are 90,939,875. Electronic appointment – CREST members and Proxymity CREST members who wish to appoint a proxy or proxies by utilising the CREST electronic proxy appointment service may do so for the Meeting and any adjournment(s) thereof by using the procedures described in the CREST Manual. See further instructions on the proxy form. In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message (a ‘CREST Proxy Instruction’) must be properly authenticated in accordance with Euroclear UK & International Limited’s specifications and must contain the information required for such instructions, as described in the CREST Manual. The message, regardless of whether it constitutes the appointment of a proxy or an amendment to the instruction given to a previously appointed proxy must, in order to be valid, be transmitted so as to be received by the Company’s Registrar (CREST ID is 3RA50) by the latest time(s) for receipt of proxy appointments specified in the notice of the meeting. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp applied to the message by the CREST Application Host) from which the Company’s agent is liable to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this time any change of instructions to proxies appointed through CREST should be communicated to the appointee through other means. If you are an institutional investor you may be able to appoint a proxy electronically via the Proxymity platform. For further information regarding Proxymity, please go to www.proxymity.io . 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.
Alternative Performance Measures (‘APMs’) and Glossary of Terms (Unaudited) J.P. Morgan Asset Management 107 Shareholder Information Alternative Performance Measure (APM) Alternative Performance Measures (APMs) are numerical measures of current, historical or future financial performance, financial position or cash flow that are not GAAP measures. APMs are intended to supplement the information in the financial statements, providing useful industry-specific information that can assist shareholders to better understand the performance of the Company. Where a measure is labelled as an APM, a definition and reconciliation to a GAAP measure is set out below. Return on share price (APM) Total return on share price, on a last traded price to last traded price basis, assuming that all dividends received were reinvested, without transaction costs, into the shares of the Company at the time the shares were quoted ex-dividend. Year ended Year ended 31st March 31st March Total return calculation Page 2026 2025 Opening share price (p) 6 486.0 465.5 (a) Closing share price (p) 6 575.0 486.0 (b) Total dividend adjustment factor 1 1.022891 1.024501 (c) Adjusted closing share price (p) (d = b x c) 588.2 497.9 (d) Total return on share price (e = (d/a) – 1) +21.0% +7.0% (e) 1 The dividend adjustment factor is calculated on the assumption that the dividends paid out by the Company are reinvested into the shares of the Company at the last traded price quoted at the ex-dividend date. Return on net asset value (APM) Total return on net asset value (‘NAV’) per ordinary share, on a bid value to bid value basis, assuming that all dividends paid out by the Company were reinvested, without transaction costs, into the shares of the Company at the NAV per ordinary share at the time the shares were quoted ex-dividend. Year ended Year ended 31st March 31st March Total return calculation Page 2026 2025 Opening cum-income NAV per ordinary share (p) 6 524.0 520.7 (a) Closing cum-income NAV per ordinary share (p) 6 632.1 524.0 (b) Total dividend adjustment factor 1 1.021280 1.022115 (c) Adjusted closing cum-income NAV per ordinary share (p) (d = b x c) 645.6 535.6 (d) Total return on net assets (e = (d/a) – 1) +23.2% +2.9% (e) 1 The dividend adjustment factor is calculated on the assumption that the dividends paid out by the Company are reinvested into the shares of the Company at the cum-income NAV at the ex-dividend date. Benchmark total return Total return on the benchmark, on a closing-market value to closing-market value basis, assuming that all dividends received were reinvested, without transaction costs, in the shares of the underlying companies at the time the shares were quoted ex-dividend. The benchmark is a recognised index of stocks which should not be taken as wholly representative of the Company’s investment universe. The Company’s investment strategy does not follow or ‘track’ this index and consequently, there may be some divergence between the Company’s performance and that of the benchmark. Net asset value per ordinary share The value of the Company’s net assets (total assets less total liabilities) divided by the number of ordinary shares in issue. Please see note 17 on page 88 for detailed calculations.
Alternative Performance Measures (‘APMs’) and Glossary of Terms (Unaudited) 108 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Shareholder Information Gearing/(net cash) (APM) Gearing represents the excess amount above shareholders’ funds of total investments, expressed as a percentage of the shareholders’ funds. If the amount calculated is negative, this is shown as a ‘net cash’ position. 31st March 31st March 2026 2025 Gearing calculation Page £’000 £’000 Investments held at fair value through profit or loss 85 567,849 616,535 (a) Asset exposure through derivative financial instruments (long CFDs) 85 39,498 (b) Gross asset exposure (c = a + b) 607,347 616,535 (c) Net assets 76 584,149 586,250 (d) Gearing (e = (c/d) – 1) 4.0% 5.2% (e) Ongoing charges (APM) The ongoing charges represent the Company’s management fee and all other operating expenses excluding finance costs payable, expressed as a percentage of the average of the daily cum-income net assets during the year and is calculated in accordance with guidance issued by the Association of Investment Companies. Year ended Year ended 31st March 31st March 2026 2025 Ongoing charges calculation Page £’000 £’000 Management fee 82 4,033 5,034 Other administrative expenses 82 1,157 900 Total management fee and other administrative expenses 5,190 5,934 (a) Average daily cum-income net assets 591,773 661,004 (b) Ongoing charges (c = a/b) 0.88% 0.90% (c) Share price discount/premium to net asset value (‘NAV’) per ordinary share (APM) If the share price of an investment trust is lower than the NAV per ordinary share, the shares are said to be trading at a discount. The discount is shown as a percentage of the NAV per ordinary share. The opposite of a discount is a premium. It is more common for an investment trust’s shares to trade at a discount than at a premium. Year ended Year ended 31st March 31st March Page 2026 2025 Share price (p) 6 575.0 486.0 (a) Net assets value per ordinary share (p) 6 632.1 524.0 (b) Share price discount to net asset value per ordinary share, (c = (a–b)/b) (9.0%) (7.3%) (c)
Investing in JPMorgan European Discovery Trust plc J.P. Morgan Asset Management 109 Shareholder Information You can invest in the Company and other J.P. Morgan managed investment trusts through the following: 1. A third party provider Third party providers include: Please note this list is not exhaustive and the availability of individual trusts may vary depending on the provider. These websites are third party sites and J.P. Morgan Asset Management does not endorse or recommend any. Please observe each site’s privacy and cookie policies as well as their platform charges structure. The Board encourages all of its shareholders to exercise their rights and notes that many specialist platforms provide shareholders with the ability to receive company documentation, to vote their shares and to attend general meetings, at no cost. Please refer to your investment platform for more details, or visit the Association of Investment Companies’ website at www.theaic.co.uk/invest-engage for information on which platforms support these services and how to utilise them. 2. Through a professional adviser Professional advisers are usually able to access the products of all the companies in the market and can help you find an investment that suits your individual circumstances. An adviser will let you know the fee for their service before you go ahead. You can find an adviser at unbiased.co.uk You may also buy investment trusts through stockbrokers, wealth managers and banks. To familiarise yourself with the Financial Conduct Authority adviser charging and commission rules, visit fca.org.uk 3. Voting on Company Business and Attending the Annual General Meeting The Board encourages all of its shareholders to exercise their rights by voting at annual general meetings and attending if able to do so. If you hold your shares on the Company’s main register, please refer to the notes to the Annual General Meeting on pages 104 to 106 and your form of proxy. If your shares are held through a platform, platform providers often provide shareholders with the ability to receive company documentation, to vote their shares and to attend annual general meetings, at no cost. Please refer to your investment platform for more details, or visit the Association of Investment Companies’ website at www.theaic.co.uk/how-to- attend-an-AGM for information on which platforms support these services and how to utilise them. 4. Dividend reinvestment plan The Company operates a dividend reinvestment plan. For further information please contact the Registrar, platform provider or a professional adviser. AJ Bell Investcentre Barclays Smart investor Charles Stanley Direct Fidelity Personal Investing Halifax Share Dealing Hargreaves Lansdown Interactive investor Trading 212
Share Fraud Warning 110 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Shareholder Information Investment and pension scams are Be a ScamSmart investor and spot the warning signs Fraudsters will often: contact you out of the blue apply pressure to invest quickly downplay the risks to your money promise tempting returns that sound too good to be true even ask you to not tell anyone else about it How to avoid investment and pension scams Y contacting our Consumer Helpline on 0800 111 6768 or using our reporting form using the link below. If you’ve lost money in a scam, contact Action Fraud on 0300 123 2040 or www.actionfraud.police.uk Scammers usually cold call, but contact can also come by email, post, word of mouth investment out of the blue, chances are it’s a high risk investment or a scam. Check the FCA Warning List Use the FCA Warning List to check the risks of a potential investment – you can also search our authorisation. Get impartial advice before investing – don’t use Be ScamSmart and visit 1 2 3
Information About the Manager J.P. Morgan Asset Management 111 Shareholder Information Manager’s Policies regarding Employees, Social, Community, Environment and Human Rights Issues JPMAM are committed to becoming the world’s most diverse and inclusive asset manager. We know diverse perspectives create differentiated thinking. We know our client relationships are stronger when our teams mirror the communities in which we work and invest. We reflect these beliefs in our hiring, development and promotion practices, and by nurturing a culture in which everyone is judged on their merits and empowered to hold each other accountable. Beyond our firm, we put our people and assets to work to help advance equity and economic opportunities – and influence other companies to do the same. We continually reinvest in our communities to close opportunity gaps wherever they exist. We’re working to support the transition to a low-carbon economy by scaling green solutions, balancing environmental, social and economic needs, and managing our operational footprint. We help clients navigate the challenges and realise the economic opportunities of the transition to a low-carbon economy. We believe supporting our clients, through advice and capital, to accelerate their low-carbon transition objectives creates positive environmental benefits and generates long-term financial returns for our shareholders. We seek to deliver stronger financial outcomes, including by focusing on the most financially material environmental, social and governance (ESG) issues that we believe impact the long-term performance of companies in which we invest. Additionally, we advocate for robust corporate governance and sound business practices. We believe that understanding financially material ESG factors plays an important role in delivering long-term value creation for our clients. JPMorgan Chase supports fundamental principles of human rights across all our lines of business and in each region of the world in which we operate. JPMorgan Chase’s respect for the protection and preservation of human rights is guided by the principles set forth in the United Nations Universal Declaration of Human Rights. JPMorgan Chase believes it is the role of government in each country to protect the human rights, including the safety and security, of its citizens. However, we believe we can play a constructive role in helping to promote respect for human rights by our own actions and by seeking to engage with the governments of the countries with and in which we operate. The Modern Slavery Act 2015 (‘MSA’) JPMorgan’s statement on the MSA can be found on the following website: https://www.jpmorganchase.com/about/ourbusiness/human-rights Corporate Governance JPMAM believes that corporate governance is integral to its investment process. As part of its commitment to delivering superior investment performance to clients, it expects and encourages the companies in which it invests to demonstrate the highest standards of corporate governance and best business practice. JPMAM examines the share structure and voting structure of the companies in which it invests, as well as the board balance, oversight functions and remuneration policy. These analyses then form the basis of JPMAM’s proxy voting and engagement activity. Proxy Voting JPMAM votes on shares held in the clients’ portfolios in a prudent and diligent manner, based on reasonable judgement of what will best serve the long-term interests of our clients. To help ensure that proxies are voted in the best interests of clients, JPMAM has adopted detailed, regional, proxy voting guidelines that incorporate comprehensive guidelines for voting proxies on specific types of issues, and these are publicly available on our websites. JPMAM aims to keep abstentions to a minimum. In certain instances, however, it may be in a client’s best interests to intentionally refrain from voting. Engaging investee companies in dialogue and encouraging sound environmental, social and governance (ESG) practices is an important component of how we deliver our investment stewardship strategy. Our engagement is based on our in-depth investment research on companies, alongside our assessment of macroeconomic drivers, sector-specific factors and financially material ESG themes. This research insight enables us to act proactively and encourage investee companies to acknowledge issues and improve practices before risks are realised and opportunities are missed. This is how we seek to drive impact in our investment stewardship activity and advocate for sound practices at our investee companies. We believe this will ultimately preserve and enhance asset value. Stewardship/Engagement JPMAM believes effective investment stewardship can materially contribute to helping build stronger portfolios over the long term for our clients. At the heart of JPMAM’s approach lies a close collaboration between our portfolio managers, research analysts and investment stewardship specialists to engage with the companies in which JPMAM invests. Regular engagement with JPMAMs investee companies through investment-led stewardship has been a vital component of JPMAMs active management heritage. JPMAM continues to exercise active ownership through regular and ad hoc meetings, and through its voting responsibilities.
Information About the Manager 112 JPMorgan European Discovery Trust plc – Annual Report & Financial Statements 2026 Shareholder Information JPMAM’s formal stewardship structure is designed to identify risks and understand its portfolio companies’ activities, in order to enhance value and mitigate risks associated with them. JPMAM has identified six main investment stewardship priorities it believes have universal applicability and will stand the test of time: governance; strategy alignment with the long term; human capital management; natural capital and ecosystems; stakeholder engagement; and climate risk. Within each priority area, JPMAM identified related themes it is seeking to address over a shorter time frame. These themes will evolve as JPMAM engages with companies to understand issues and promote best practice. This combination of long-term priorities and evolving, shorter-term themes provides JPMAM with a structured and targeted framework to guide its investors and investment stewardship teams globally as JPMAM engages with investee companies around the world. JPMAM is also committed to reporting more widely on our activities, including working to meet the practices laid out by the Financial Reporting Council (‘FRC’) in the UK Stewardship Code, to which JPMAM is a signatory. JPMAM’s Voting Policy and Corporate Governance Guidelines are available on request from the Company Secretary or can be downloaded from JPMAM’s website: https://am.jpmorgan.com/content/dam/jpm-am- aem/americas/us/en/supplemental/proxy-information/global-procedures-and-guidelines.pdf and at https://www.jpmorganchase.com/about/governance/corporate-governance-principles Financial Conduct Authority (‘FCA’) Regulation of ‘non-mainstream pooled investments’, MiFID II ‘complex 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 investment products and intends to continue to do so for the foreseeable future. The shares are excluded from the FCA’s restrictions which apply to non-mainstream investment products because they are shares in an investment trust. The Company’s ordinary shares are not considered to be ‘complex instruments’ under the FCA’s ‘Appropriateness’ rules and guidance in the COB sourcebook. Consumer Duty Value Assessment The Manager has conducted an annual value assessment on the Company in line with FCA rules set out in the Consumer Duty regulation. The assessment focuses on the nature of the product, including benefits received and its quality, limitations that are part of the product, expected total costs to clients and target market considerations. Within this, the assessment considers quality of services, performance of the Company (against both benchmark and peers), total fees (including management fees and entry and exit fees as applicable to the Company), and also considers whether all consumers, including vulnerable consumers, are able to receive fair value from the product. The Manager has concluded that the Company is providing value based on the above assessment. Task Force on Climate-related Financial Disclosures As a regulatory requirement, JPMorgan Asset Management (JPMAM) published its first UK Task Force on Climate-related Financial Disclosures (‘TCFD’) Report for the Company in respect of the year ended 31st December 2024 in June 2025. The report discloses estimates of the Company’s portfolio climate-related risks and opportunities according to the Financial Conduct Authority (FCA) Environmental, Social and Governance (ESG) Sourcebook and the Task Force on Climate-related Disclosures (TCFD). The report is available on the Company’s website under the ESG documents section: https://am.jpmorgan.com/content/dam/jpm-am-aem/emea/regional/en/regulatory/esg-information/jpm-european- discovery-trust-plc-fund-tcfd-report.pdf
Information About the Company J.P. Morgan Asset Management 113 Shareholder Information A member of the AIC History On 24th April 1990, the Company acquired the undertaking and assets of Fleming European Fledgeling Fund Limited (the ‘Fund’) in exchange for the issue of its shares and warrants. That Fund was an open-ended, unquoted investment company based in Jersey with the same objectives and investment policies as the Company. The Company changed its name from JPMorgan European Smaller Companies Trust plc to JPMorgan European Discovery Trust plc on 15th June 2021. It is a constituent of the FTSE 250 index. Company Numbers Company registration number: 2431143 London Stock Exchange number: 0341969 ISIN: GB00BMTS0Z37 Bloomberg code: JEDT LN LEI: 54930049CEWDI46Y3U28 Market Information The Company’s net asset value (‘NAV’) per share is published daily, via the London Stock Exchange. The Company’s shares are listed on the London Stock Exchange. The market price is shown daily in the Financial Times and on the Company’s website at www.jpmeuropeandiscovery.co.uk . where the share price is updated every 15 minutes during trading hours. Website www.jpmeuropeandiscovery.co.uk Share Transactions The Company’s shares may be dealt indirectly through a stockbroker or professional adviser acting on an investor’s behalf. Manager and Company Secretary JPMorgan Funds Limited. The Manager has engaged JPMorgan CIB Securities Services as the administrator. Company’s Registered Office 60 Victoria Embankment London EC4Y 0JP Telephone: 0800 20 40 20 or +44 1268 44 44 70 email: [email protected] For company secretarial and administrative matters, please contact Sachu Saji. Depositary The Bank of New York Mellon (International) Limited 160 Queen Victoria Street London EC4V 4LA The Depositary has appointed JPMorgan Chase Bank, N.A. as the Company’s custodian. Registrars Computershare Investor Services PLC The Pavilions Bridgwater Rd Bristol BS99 6ZZ United Kingdom Telephone: + 44 0370 707 1417 Lines open 8.30 a.m. to 5.30 p.m. Monday to Friday Shareholders can manage their shareholding online by visiting Investor Centre at www.investorcentre.co.uk , Shareholders just require their Shareholder Reference Number (‘SRN’), which can be found on any communications previously received from Computershare. Independent Auditors Ernst & Young LLP Statutory Auditor 25 Churchill Place London E14 5EY Brokers Cavendish Financial plc One Bartholomew Close London EC1A 7BL
GB A112 | 06/26 CONTACT 60 Victoria Embankment London EC4Y 0JP Freephone: 0800 20 40 20 Calls from outside the UK: +44 1268 44 44 70 Website: www.jpmeuropeandiscovery.co.uk