## abrdn New India ## Investment Trust plc ### (formerly Aberdeen New India Investment Trust PLC) ### Annual Report 31 March 2023 ### Seeking world-class, well governed companies at the heart of India’s growth ## abrdnnewindia.co.uk ### India is continuing to expand its ### national grid as part of the rural ### electrification programme. “India’s large population, favourable demographics and evolving middle class set it apart from other emerging markets. Domestic consumption, urbanisation and infrastructure remain long term structural growth stories, coupled with the digitalisation opportunity.” Michael Hughes, Chairman “Given the quality and strong fundamentals of our portfolio holdings, we believe that your Company is well positioned to deliver on its performance objective for shareholders.” Kristy Fong and James Thom Investment Manager abrdn New India Investment Trust plc 1 ## Why invest in India? ### Aspiration ### Building India Renewables India’s population is the largest in India has committed to Urbanisation and infrastructure the world with an expanding meeting half of its energy development have multiplier middle class which will drive needs from renewable effects for job creation and the consumption growth sources by 2030 wider economy ### Domestic opportunities Exporting talent Digitalisation Global businesses are investing India’s giant tech service sector, India has made immense in and shifting production to, built on a highly educated and progress in digital investments, India, drawn by a wealth of diligent workforce, drives the which will underpin its rise to be incentives and opportunities export of services by helping one of the largest global global companies keep pace economies by the middle of with the fast-changing tech this century innovation landscape ## Why invest in abrdn New India Investment Trust plc? ### Robust financial strength Engaged Management Return of growth stocks ### and sustainable The management of the best As interest rates peak globally companies in India is world-class over the medium term, ### competitive advantage and understands the importance of investors will seek out growth Indian companies meeting a sustainability and good governance stocks which are set to benefit. ‘quality’ threshold are included in to drive the best outcomes for The portfolio’s focus on those the portfolio, displaying both investors and other stakeholders Indian companies with the strong financial characteristics desire and capacity to expand and a consistent competitive will drive performance advantage in attractive industries or sectors 2 abrdn New India Investment Trust plc # Financial Highlights and Performance ## Financial Highlights | | 31 March 2023 | 31 March 2022 | % change | | --- | --- | --- | --- | | Equity shareholders' funds (net assets) | £357,919,000 | £403,995,000 | -11.4 | | Market capitalisation | £285,747,000 | £325,607,000 | -12.2 | | Share price (mid market) | 512.00p | 562.00p | -8.9 | | Net asset value per Ordinary share^{A} | 641.32p | 697.30p | -8.0 | | Discount to net asset value^{A} | 20.2% | 19.4% | | | Net gearing^{A} | 5.8% | 5.5% | | | Total return per share | (60.00p) | 69.64p | | | **Operating costs** | | | | | Ongoing charges ratio^{A} | 1.09% | 1.06% | | $^{A}$ Considered to be an Alternative Performance Measure. See pages 83 to 85 for further information. ## Performance (total return, in Sterling terms) | | 1 year % return | 3 year % return | 5 year % return | 10 year % return | | --- | --- | --- | --- | --- | | Share price^{A} | -8.9 | +56.5 | +20.5 | +116.5 | | Net asset value per Ordinary share^{A} | -8.0 | +56.1 | +31.0 | +139.1 | | Adjusted net asset value per Ordinary share^{A} | -8.5 | N/A | N/A | N/A | | MSCI India Index (sterling adjusted) | -6.0 | +85.3 | +54.7 | +144.6 | $^{A}$ Considered to be an Alternative Performance Measure. See page 85 for further information. Source: abrdn plc, Morningstar & Lipper. abrdn New India Investment Trust plc 3 Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General ## Contents Overview Financial Highlights and Performance 3 Strategic Report Chairman’s Statement 6 Investment Manager’s Review 10 Overview of Strategy 12 Promoting the Success of the Company 18 Performance 20 Portfolio Top Ten Active Weights 22 Portfolio 23 Sector Analysis and Sector Allocation 25 Currency Analysis 26 Our Investment Manager’s Responsible Investment Process 27 abrdn’s ESG Engagement 28 Investment Case Studies 32 Governance Board of Directors 36 Directors’ Report 38 Statement of Corporate Governance 46 Audit Committee’s Report 47 Directors’ Remuneration Report 50 Statement of Directors’ responsibilities in respect of the Annual Report and financial statements 53 Independent Auditor’s Report to the Members of abrdn New India Investment Trust plc 54 Financial Statements Statement of Comprehensive Income 61 Statement of Financial Position 62 Statement of Changes in Equity 63 Statement of Cash Flows 64 Notes to the Financial Statements 65 Alternative Performance Measures 83 Alternative Investment Fund Managers Directive Disclosures (unaudited) 86 Corporate Information Information about the Investment Manager 88 Investor Information 90 General Notice of Annual General Meeting 94 Appendix to Notice of Annual General Meeting 99 Glossary of Terms 100 Contact Addresses 102 4 abrdn New India Investment Trust plc ## Strategic ## Report ### Technician working in a LED bulb ### manufacturing plant in Gurugram, ### Haryana, India. abrdn New India Investment Trust plc 5 # Chairman's Statement ## Dear Shareholder This marks my first annual statement for the Company as Chairman following Hasan Askari's retirement. As I noted in the 30 September 2022 Half-Yearly Report, Hasan stood down as Chairman at the Annual General Meeting on 28 September 2022 and I once again would like to express my appreciation for his leadership over the past 10 years. Together with Stephen White, who also stepped down as a Director, they have made extremely valuable contributions to the running of this Company. Stephen's successor as Audit Committee Chairman is Andrew Robson, who was appointed as a Director of the Company on 1 August 2022. David Simpson succeeded me as Senior Independent Director while Rebecca Donaldson was appointed Chairman of the Management Engagement Committee. The Board travelled to India in February 2023, accompanied by the Investment Manager, to visit current and prospective investee companies. This trip left the Board in no doubt as to the investment opportunities in India which are available to the Company. ## Overview In an unsettling period for global markets generally, your Company's net asset value ("NAV") fell by 8.0% on a sterling total return basis over the year ended 31 March 2023 (the "Year"). This lagged the MSCI India Index (the Company's "Benchmark"), which fell 6.0%, also in sterling total return terms. The Company's share price fell by 8.9% to finish at 512.0p while the discount to NAV widened slightly from 19.4% to 20.2%, as at 31 March 2023. Macroeconomic concerns dominated the Year, as investors weighed up the optimism of a return to growth post-pandemic against the fears of rising inflation, the risk of global recession and the armed conflict which continues in Ukraine. All of this contributed to what was a volatile stockmarket backdrop. This global picture appeared at odds with a more positive scenario experienced within India. As the pandemic subsided, there were signs of recovery in urban consumer demand and the housing market was similarly buoyant. Notably, the Reserve Bank of India ("RBI") forecasts GDP growth of 6% over the next fiscal year to 31 March 2024, placing India among the fastest-growing world economies. While the RBI has pursued a tighter monetary policy, inflation was manageable despite being above the central bank's tolerance levels. The currency situation, however, was less encouraging. With a growing trade deficit and elevated oil prices due to the Ukrainian crisis making imports more expensive, the rupee weakened against sterling. Even here though, the RBI's deep currency reserves ensure that it can intervene to stem any drastic currency fall. Most of the obstacles facing India – higher oil prices and fears of a global recession for instance – have come from outside its borders. ## Performance Whilst lagging the Benchmark, one of the most significant drivers of positive relative performance by the Company over the Year was not holding in the portfolio any of the Adani entities (the "Adani Group"). As I mentioned in the 30 September 2022 Half-Yearly Report, the Adani Group dominated Benchmark returns in 2022, driving India's equity market higher over much of that year, and weighing on the Company's relative returns as a result. Your Investment Manager studiously avoided the Adani Group – its subsidiary companies do not meet stringent quality criteria and your Investment Manager has had long-standing reservations over governance, viewing the collective Adani Group as opaque, complex, and highly leveraged, and with elevated valuations not supported by fundamentals. A US short-seller report, accusing the Adani Group of stock manipulation and accounting fraud, preceded a sharp share price fall, benefiting the Company's relative returns. In the Board's view, this episode vindicates your Investment Manager's consistent approach to the Adani Group and underscores why good corporate governance matters as part of the overall assessment of environmental, social and governance ("ESG") factors when making investment decisions. Another knock-on effect from the Adani Group's share-price fall was that better quality securities, which had struggled for much of the Year, once again started to find favour with investors. This shift benefited many of the Company's quality holdings with more defensive characteristics. 6 abrdn New India Investment Trust plc Elsewhere, the Indian stockmarket witnessed weaker share price performance from sectors that were more sensitive to interest rates, among them the quality growth internet stocks that were added to the Company's portfolio in 2021. Despite being in the 'pre-profit' stage, your Investment Manager selected these companies because of their strong market positions, competitive advantages, cash-rich balance sheets and capable management. However, as the interest rate environment shifted early in 2022, these types of companies were sold off by investors despite exhibiting strong fundamentals. Other rate-sensitive areas were also impacted. Real estate stocks fared poorly despite the Company's holdings delivering robust pre-sales growth. The Investment Manager is confident that the portfolio is positioned in property companies that will benefit from industry consolidation. In a period of higher interest rates and inflation, as witnessed during the Year, one would typically expect quality stocks to be more resilient. However, with global macro factors such as geopolitical risks shaking up markets these fundamentals have been largely ignored. Growth stocks favoured by the Investment Manager were disproportionately sold off and value stocks rose sharply for much of 2022. That said, it is worth highlighting that, in a turbulent market as seen in the first three months of 2023, your Company's core quality names held up well and several of the previously underperforming growth stocks had already begun to recover towards the end of the Year. The Board is supportive of the Investment Manager's view that a focus on quality should benefit longer-term returns. Unlike the broader Indian market, these companies, in aggregate, have historically delivered consistent double-digit earnings growth. Their ESG metrics are also superior compared with those included in the Benchmark. While the underperformance relative to the Benchmark is still disappointing, the Board has noted the recovery in performance in the final three months of the Year and remains optimistic that the quality stocks held within the portfolio will deliver attractive returns in time. A more in-depth discussion of the portfolio performance is contained in the Investment Manager's Review on pages 10 and 11. ## Reduction in Fee The Board was pleased to announce on 31 March 2023 that it had reached agreement with the Manager to amend its management fee arrangements. With effect from 1 April 2023, the investment management fee will be calculated at an annual rate of 0.8% (formerly 0.85%) in respect of the first £300 million (formerly £350 million) of the Company's net assets and an annual rate of 0.6% (formerly 0.7%) in respect of the Company's net assets in excess of £300 million (formerly £350 million). ## Change of Name of the Company The Company also announced on 31 March 2023 that it had changed its name to **abrdn New India Investment Trust plc** which the Board considered was more consistent with the branding of the Investment Manager's parent company, abrdn. ## Conditional tender offer In March 2022 the Board announced the introduction of a five-yearly performance-related conditional tender offer. The Board was concerned about the relative underperformance of the Company's NAV, as compared to its Benchmark. Following discussions with the Investment Manager, the Board decided that, should the Company's NAV total return underperform the Company's Benchmark over the five-year period from 1 April 2022, then shareholders should be offered the opportunity to realise up to 25 per cent of their investment for cash at a level close to NAV. For these purposes, the Company's NAV per share is adjusted for Indian capital gains tax (the 'Adjusted NAV') to enable a like-for-like comparison with the Benchmark. The Board monitors closely the performance of the Company's portfolio and over the first year of the measurement period, from 1 April 2022 to 31 March 2023, the Adjusted NAV total return was -8.5% versus the Benchmark's total return of -6.0% (for additional information, please see the Alternative Performance Measures on pages 83 to 85). ## Discount and Share Buybacks The Board continues to monitor actively the discount of the Ordinary share price to the NAV per Ordinary share (including income) and pursues a policy of selective buybacks of shares where to do so, in the opinion of the Board, is in the best interests of shareholders, while also having regard to the overall size of the Company. abrdn New India Investment Trust plc 7 Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General # Chairman's Statement ## Continued The discount sits wider than the historic average and the Board has instructed a step-up in share buyback activity. Over the Year, the Company bought back into treasury 2,127,206 (2022 - 448,201) Ordinary shares at a cost of £11.8 million (2022 - £2.7 million), resulting in 55,809,921 shares in issue with voting rights and an additional 3,260,219 shares held in treasury as at 31 March 2023. Between the year end and the date of this Report a further 885,248 shares were bought back into treasury resulting in 54,924,673 shares in issue with voting shares and 4,145,467 shares held in treasury. The Board believes that a combination of stronger long-term investment performance and effective marketing should increase demand for the Company's shares and reduce the discount to NAV at which they trade, over time. ### Gearing As at 31 March 2023, the full £30 million had been drawn of the total available bank loan facility provided by Royal Bank of Scotland International (London Branch) (31 March 2022 - £30m), which resulted in net gearing of 5.8%, as compared to 5.5% at 31 March 2022. Even though gearing detracted from the Company's performance over the Year, your Board and Manager believe that it should continue to benefit performance over the medium term even though its cost has risen with higher interest rates. ### Impact of Indian Capital Gains Tax The Company, along with other investment vehicles, is subject to both short and long term capital gains taxes in India on the growth in value of its investment portfolio, which become payable when underlying investments are sold and profits crystallised. Where investments are valued at a profit, but not yet sold, the Company must accrue for the potential capital gains tax payable, which amounted to £11.1 million (2022 - £14.5 million) at 31 March 2023, equivalent to a reduction in the NAV per share of 20.0p or 3.1% at 31 March 2023 (2022 - 25.1p or 3.5%). ### Environmental, Social and Governance I am pleased to note that the Company's portfolio was recently rated 'A' under the MSCI ESG Ratings. This reflects well on your Investment Manager's consistent efforts to engage with the companies held within your Company's portfolio and efforts to drive improvements on various issues. More details on your Investment Manager's ESG process can be found in the Investment Manager's Report and Case Studies, as well as in the latest Annual Report. A Sustainable Investment Report for the Company is also published every six months and is available at: abrdnnewindia.co.uk. ### Shareholder Engagement The Board encourages shareholders to visit the Company's website or other social media channels for the latest information and access to podcasts, thought-leadership articles and monthly factsheets. The Board is seeking to improve the information available to shareholders and to encourage greater interaction. Further to this, the Board has supported the enhancement of the website, alongside more frequent updates by the Investment Manager. ### Annual General Meeting The Company's AGM will be held at Wallacespace, 15 Artillery Lane, London E1 7HA at 12.30pm on Wednesday 27 September 2023. The AGM provides shareholders with an opportunity to ask any questions that they may have of either the Board or the Investment Manager. I look forward to meeting as many of you as possible over refreshments which will follow the AGM. Shareholders, whether attending the AGM or not, are encouraged to submit questions for the Board and/or Investment Manager, in advance, by email to new.india@abrdn.com. ### Online Shareholder event In order to encourage and promote interaction and engagement with the Company's shareholders, the Board is holding an interactive Online Shareholder Presentation at 10.30am on 14 September 2023, to cater for those shareholders who may be unable to attend the AGM. During the Presentation, shareholders will receive a short introduction from the Chairman and portfolio update from the Investment Manager, followed by an interactive question and answer session. The Presentation is being held ahead of the AGM in order to allow shareholders to submit their proxy votes prior to the meeting. Further information on how to register for the Presentation may be found at: https://www.workcast.com/register?cpak=615685204298 3466 8 abrdn New India Investment Trust plc With a pro-growth budget for the 2024 fiscal year, there is ### Change of Investment Policy increasing focus on India’s industrial policy, as the country The Directors are proposing to amend the Company’s seeks to entrench its position as a global manufacturing investment policy, subject to Financial Conduct Authority hub. The domestic economy is in the early stages of a and shareholder approval. If so approved, the Company cyclical upswing. Inflation is easing, and there is good will have the flexibility to invest over time in unquoted momentum in real estate, infrastructure development and Indian companies which are close to coming to market consumer spending. The Board is optimistic that through an Initial Public Offering (“IPO”). Many such companies with strong fundamentals favoured by your companies tend to offer pre-IPO investment rounds in the Investment Manager, those with pricing power, a months leading up to a planned IPO. competitive advantage, balance sheet strength and The unquoted companies that the Investment Manager steady free cash flow, will thrive in such an environment. would seek to invest in would be those which meet its strict That said, we must remain cogniscent of the risks. quality criteria, have clear and understandable business Stockmarkets remain volatile and the external pressures Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements models and strong management teams. The Board, on India have not eased. However, the Company’s core together with the Investment Manager, believes that the quality holdings should still deliver resilient compounding proposed change would provide the Company with better earnings growth, even as global macro conditions stay access to more opportunities at more favourable prices weak. The consistency of earnings growth of the portfolio and with the opportunity to perform deeper due diligence continues to be healthy. Fundamentals, including the on the relevant companies. These opportunities would ability to sustain margins, remain solid, supported by also take advantage of the closed ended nature of the experienced management teams. In time, we would Company. Investments would only be made as and when expect these positives to once again be reflected in better suitable opportunities arise. share price performance. Investment in unquoted companies would be limited to Over the longer term, both I and the other Directors are 10% of the Company’s NAV in aggregate, measured at confident that India remains a compelling investment the time of each investment. opportunity. Its large population, favourable The Directors are also seeking approval to introduce a demographics and evolving middle class set it apart from limit whereby no individual investment will exceed 10% of other emerging markets. Domestic consumption, the Company’s NAV, as adjusted for its weighting in the urbanisation and infrastructure remain long term MSCI India Index plus 2%, with a maximum exposure for structural growth stories, coupled with the any individual investment, at all times, of 20% of NAV. digitalisation opportunity. Further detail may be found in ‘Proposed Amendment to Investment Policy’ on page 12. ### Outlook India remains one of the world’s fastest-growing economies, sustained by a stable macroeconomic environment. Supportive government spending, a revival in consumption and an easing of supply chain bottlenecks are likely to provide a buffer against rising interest rates and a likely global slowdown. Michael Hughes Chairman 28 June 2023 abrdn New India Investment Trust plc 9 ## Investment Mana er’s Review The Company’s net asset value (“NAV”) total return was For the second period, as the final three months of the -8.0% in sterling terms for the year ended 31 March 2023 Year, the recovery in performance was mainly due to the (the “Year”) compared with a total return of -6.0% for the unravelling of the Adani Group, which started in January MSCI India Index (the “Benchmark”). 2023 after the publication of a highly critical report by a US short-seller; a key event which your Chairman has made a Over what was another volatile year for equities, the reference to also on page 6. We believe in investing in Company’s focus on long-term quality bore fruit towards businesses that are backed by reputable promoter groups the final three months of the Year. Reiterating the with a track record of delivering value to all shareholders. Chairman’s observations on pages 6 and 7, we are We continue to view the Adani Group as lower quality encouraged that the focus on quality holdings and stocks given their weak financial track records, highly avoiding investing in large corporate groups that fail to over-leveraged balance sheets and major ESG concerns, meet our stringent criteria, is starting to deliver better which make them risky bets in our view, which we have performance. We are focused on improving performance not been prepared to expose the portfolio to. We have and will continue to work hard to enhance returns always been clear about our reservations over the for shareholders. transparency and accounting practices of the Adani Group and the dramatic share-price collapse is a ### Market and Performance review vindication of our rigorous investment process that filters India was actually among the most resilient markets in out low-quality companies from the outset. what was an exceptionally turbulent year for global risk assets. The Year was marked by rising inflation, slowing The relative contribution from the financials sector also global growth, and the ongoing Ukraine conflict. There turned positive. The share price of PB Fintech, which were also challenging moments such as banking sector operates the online insurance platform Policybazaar, turmoil in developed markets, emanating from the US. staged a strong recovery after its results showed that it was on track to turn profitable – in terms of its earnings Despite these external headwinds, the Indian economy before interest, taxation, depreciation, and amortisation continued its post-pandemic recuperation. Aided by (EBITDA) – in the next financial year. It was one of the high- increasing government capital expenditure and easing quality growth stocks in the portfolio whose share price supply chain worries, the services sector gradually was depressed heavily in 2022 due to the rotation away improved while we witnessed a manufacturing revival. from growth to value, despite displaying healthy While this was underway, inflation eased to a 16-month fundamental characteristics. low by the end of the Year to sit at 5.7%. Our holdings in core banks such as ICICI Bank and HDFC Looking at the portfolio’s performance over the Year, it is Bank also held up better than other lenders as the banking perhaps best explained in two distinct periods. Between sector was weighed down by concerns over the collective April and December 2022, the Company’s performance exposure to Adani loans. In addition, HDFC Bank’s fell sharply behind the Benchmark. However, between upcoming merger with HDFC appears to remain on track, January and March 2023 – performance was much which we viewed as positive for the stock, and our improved and recouped some of the earlier losses. exposure to it. Over the first period, the key reasons for the under- These holdings were also buoyed by better credit growth, performance against the Benchmark were: not holding higher interest rates and good asset quality. any of the Adani group of companies (the “Adani Group”) in the portfolio, negative stock selection in Azure Power Our industrial capex and infrastructure-related holdings Global and Piramal Enterprises, the poor returns from the also contributed to better relative performance. ABB IT services stocks, and not holding Mahindra & Mahindra in India’s strong portfolio of products and services benefited the early part of the review period. We discussed these from the recovering capex cycle. The company also plans reasons in greater detail in the Half-Yearly Report for the to invest US$121 million (approximately £97 million) over six months ended 30 September 2022 (available from the next five years to expand its capacity to meet growing www.abrdnnewindia.co.uk) and while we had taken some demand. Power Grid Corporation of India, which benefits profits from our IT services holdings, our overall overweight from the country’s need to invest in power infrastructure, exposure to the sector detracted from performance outperformed after delivering good results. UltraTech during the early part of the Year. Cement performed well, as the company ramped up capacity, driven by strong demand from infrastructure and housing and rising private sector capex. 10 abrdn New India Investment Trust plc ## g Aegis Logistics, in the energy sector, remains a strong As we remain positive about the industrial capex cycle performer, which is well-positioned to capitalise on and premiumisation trend within domestic consumption, continued growth in demand for Liquid Petroleum Gas in we initiated a position in cable and wire manufacturer KEI India with its key terminal infrastructure in strategic Industries, leading domestic jeweller Titan Industries and locations along the country’s coastline. Tata Consumer Products, a consumer products company with strong brands. These were funded with the sales of On the other hand, our e-commerce, IT services and our lower conviction holdings mentioned above such as real estate sectors remained under pressure for the Mphasis, Nykaa, logistics and supply chain firm Delhivery latter period. and healthcare company Sanofi India. In consumer discretionary, e-commerce company Nykaa ### Outlook continued to experience a falling share price despite delivering robust growth. However, we were concerned The next 12 months remains uncertain, with no end in sight about the series of management changes the company to the Russia-Ukraine conflict, an expected Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements had been through and have since sold the holding. rearrangement in global supply chains and a looming Crompton Greaves Consumer Electricals fell short of recession in the United States. However, India’s swelling earnings expectations due to weaker consumer durables economy and domestic demand, robust macroeconomic demand amid high inflation – we have also reduced the management and proactive policy measures mean holding as the macro backdrop remains challenging for that the country is well-placed to tackle such the company. external headwinds. Elsewhere, our real estate holdings, namely Godrej We remain confident that our portfolio, as positioned, has Properties, was held back by concerns that rising the right features to withstand the current challenging mortgage rates will affect demand. We have not seen any environment. In the short-term, once the global interest evidence of this as the company reported robust growth rate cycle peaks, we believe that the growth to value in residential home sales in the major markets. We rotation will ease or even reverse, and our resilient, higher- maintain our conviction in the stock as Godrej remains in a quality, growth stocks will outperform. Given the quality good position, with a robust balance sheet, ahead of both and strong fundamentals of our portfolio holdings, we the structural market consolidation and the industry believe that your Company is well positioned to deliver on upcycle, that we are anticipating. its performance objective for shareholders. IT services remained weak on global recessionary fears. As we are concerned that valuations in this sector do not reflect the slowdown in technology spending, we have continued to reduce the portfolio’s exposure to the sector by selling Mphasis. On the ESG front, we continued to engage with companies on various issues. Following our discussions with Affle India (corporate governance), Godrej Properties (green strategy) and UltraTech Cement (decarbonisation | efforts), we made the first post-Covid trip to India in | Kristy Fong and James Thom | | | | --- | --- | --- | --- | | February 2023 which helped our engagement and | | Investment Manager | | | understanding of the ESG issues in the portfolio. | | | 28 June 2023 | ### Portfolio activity The Company maintains an above-Benchmark exposure to financial services, which includes banks and life insurance, real estate, and healthcare. Within financials, we have added to our private banks’ exposure with an initiation in Axis Bank as the stock is attractively valued and its turnaround strategy has started to show results. In Healthcare, we bought an initial holding in JB Chemicals, which is one of the top pharmaceutical companies in India, measured by sales. abrdn New India Investment Trust plc 11 ## Overview of Strate y ### Business Model Currency, Hedging Policy and Derivatives The business of the Company is that of an investment The Company’s financial statements are maintained in company which continues to qualify as an investment Sterling while, because of its investment focus, nearly all of trust for UK capital gains tax purposes. The Directors do its portfolio investments are denominated and quoted in not envisage any change either to this model or to the the Indian Rupee. Although it is not the Company’s present Company’s activities in the foreseeable future. intention to do so, the Company may, where appropriate and economic to do so, employ a policy of hedging ### Investment Objective against fluctuations in the rate of exchange between The Company aims to provide shareholders with long Sterling and other currencies in which its investments are term capital appreciation by investment in companies denominated. Cash balances are held in such currency or which are incorporated in India, or which derive significant currencies as the Manager considers appropriate, revenue or profit from India, with dividend yield from the although it is expected that this would primarily be Sterling. Company being of secondary importance. Although the Company does not employ derivatives presently, it may do so, if appropriate, to enhance portfolio ### Investment Policy returns (of a capital or income nature) and for efficient The Company invests primarily in Indian equity securities. portfolio management, that is, to reduce, transfer or eliminate risk in its investments, including protection Delivering the Investment Policy against currency risks, or to gain exposure to a Risk Diversification specific market. The Company’s investment policy is flexible, enabling it to Proposed Amendment to Investment Policy invest in all types of securities, including equities, debt and The Company is seeking shareholders’ approval, under convertible securities in companies listed on the Indian Resolution 9 in the Notice of Annual General Meeting, to stock exchanges or which are listed on other international amend its investment policy. The Company is proposing exchanges, and which derive significant revenue or profit that it may invest up to 10% of its NAV in unquoted from India. The Company may also, where appropriate, companies in aggregate, measured at the time of each invest in open-ended collective investment schemes and investment. The Company is further proposing that no closed-end funds which invest in India and are listed on individual issuer is expected normally to represent a the Indian stock exchanges. The Company is free to invest greater weight in the portfolio than the higher of (i) 10% of in any particular market segment or geographical region the Company’s NAV or (ii) the individual issuer’s weight in of India or in small, mid or large capitalisation companies. the MSCI India Index (in sterling terms) plus 2%, as The Company’s portfolio will typically comprise in the measured at the time of investment. Periodic changes as region of 25 to 50 holdings, but with due consideration a result of market movements are excluded although given to spreading investment risk. there is a maximum permitted exposure to a single issuer of 20% of the Company’s NAV at all times. Gearing Further information regarding this change may be The Company is permitted to borrow up to 25% of its net found in the Chairman’s Statement on page 9. assets (measured when new borrowings are incurred). It is intended that this power should be used to leverage the ### Investment Restrictions Company’s portfolio in order to enhance returns when It is the investment policy of the Company to invest no and to the extent that it is considered appropriate to more than 15% of its gross assets in other listed investment do so. Under normal circumstances, over the longer term companies (including listed investment trusts). The and in tandem with the rising value of the Company’s Company held no investments in other listed investment investments, gearing is expected to improve returns. companies during the year ended 31 March 2023. The Company’s gearing is essentially structural in nature ### but, in addition, may be used for specific opportunities Benchmark or circumstances. The Directors take care to ensure The Company’s Benchmark is the MSCI India Index that borrowing covenants permit flexibility of (Sterling-adjusted). The Board also considers the Adjusted investment policy. NAV (see Glossary on page 99) in relation to the conditional tender offer announced in March 2022. 12 abrdn New India Investment Trust plc ## g ### Key Performance Indicators At each Board meeting, the Directors consider a number of performance measures to assess the Company’s success in achieving its objective. The main Key Performance Indicators (“KPIs”) identified by the Board in relation to the Company, which are considered at each Board meeting, are as follows: KPI Description Performance of NAV and share price The Board considers the Company’s NAV return, the Adjusted NAV return and share price compared to the Benchmark return, all relative to the Benchmark, to be the best indicator of performance over time. The figures for this year and for the past three, five and ten years are set out on page 3 for the NAV return and share price total return while a graph showing NAV and share price total return performance against the Benchmark over the past five years is shown on page 20. Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements Discount to NAV The discount at which the Company’s share price trades relative to the NAV per share is monitored by the Board. A graph showing the discount over the last five years is shown on page 20. Ongoing charges The Board regularly monitors the operating costs of the Company and the ongoing charges for this year and the previous year are disclosed in Financial Highlights and Performance on page 3. ### Principal Risks and Uncertainties There are a number of risks which, if realised, could have a material adverse effect on the Company and its financial position, performance and prospects. The Board has carried out a robust assessment of these risks, including emerging risks, which include those that would threaten its business model, future performance and solvency. The principal risks associated with an investment in the Company’s shares are published monthly in the Company’s factsheet which is available from the Company’s website: abrdnnewindia.co.uk. The principal risks and uncertainties, and emerging risks, faced by the Company are reviewed annually by the Audit Committee in the form of a detailed risk matrix and heat map and they are described in the table below, together with any mitigating actions. In addition, the Board has identified, as an emerging risk, the general escalation of geo-political risk globally. This may have implications for India (see “Single Country Risk” on page 14). In addition, the Audit Committee considers the implications for the Company’s investment portfolio of a changing climate. The Board assesses this emerging risk as it develops, including how investor sentiment is evolving towards climate risk within investment portfolios, and will consider how the Company may mitigate this risk, and other emerging risks, if and when they become material. In all other respects, the Company’s principal risks and uncertainties have not changed materially since the date of the previous Annual Report and are not expected to change materially for the current financial year. An explanation of other risks relating to the Company’s investment activities, specifically market price, interest rate, liquidity and credit risk, and a note of how these risks are managed, is contained in Note 17 to the financial statements. abrdn New India Investment Trust plc 13 ## Overview of Strate y ### Continued Description Mitigating Action Strategic risk – inappropriate business strategy leads to lack of The Board reviews its strategy and investment mandate annually demand for the Company’s shares, leading to its shares trading in the context of developments in markets and taking account of at a persistent and anomalous discount to its Net Asset Value investor feedback. Market risk – falls in the prices of securities issued by Indian The Investment Manager seeks to reduce market risk by investing companies, which may be caused by company-specific issues in a wide variety of companies with strong balance sheets and the or may be determined by local and international economic, ability to generate increased earnings. In addition, investments are political, social, and financial factors, including pandemics, made in diversified sectors in order to reduce the risk of a single natural disasters or geo-political conflicts. large exposure. The Investment Manager believes that diversification should be looked at in absolute terms rather than relative to the Benchmark. The performance of the portfolio relative to the Benchmark and the underlying stock and sector weightings in the portfolio against their Benchmark weightings are monitored closely by the Board. Poor investment performance – poor investment performance The investment performance of the Manager is reviewed at each leads to loss of asset value in comparison to the benchmark Board meeting and compared to the benchmark and the peer and/or the peer group, and, over time, can lead to a widening of group. Exposure to a range of risk factors is also reviewed. the discount to NAV at which the Company’s shares trade. Discount – factors which affect the discount to NAV at which the The Board keeps under review the discount and undertakes Ordinary shares of the Company trade. These may include the selective buyback of shares where to do so would be in the best popularity of the investment objective of the Company, the interests of shareholders, balanced against reducing the overall popularity of investment trust shares in general, the investment size of the Company. Any shares bought back are held in treasury. performance of the Company, and the ease with which the Company’s Ordinary shares can be traded on the London Stock Exchange. Single country risk – the Company invests in companies which The Company’s exposure to India is an integral part of its are incorporated in, or derive significant revenue or profit from, a investment strategy. Risk can be mitigated, to a degree, by the single country – India. Investing in a single country, which is also monitoring of emerging risks, and by appropriate actions in an emerging market, is generally a higher risk strategy than relation to portfolio construction, liquidity and gearing. investing more widely, or in developed markets. There is likely to The Board is kept informed of political, regulatory and tax issues be greater political and regulatory risk, and the standards of affecting the portfolio. disclosures and corporate governance may be less developed than in developed markets. In addition, there may be specific The Board monitors the Rupee/Sterling exchange rate and internal political and social issues, or wider geo-political issues, reviews the currency impacts on both capital and income at each which could lead to social upheaval, unrest, or conflict. meeting, although the Company did not hedge its foreign currency exposure during the year. These events may lead to falls in equity markets, and also adverse foreign currency movements. Depositary – insolvency of the depositary or custodian or sub- The depositary, BNP Paribas Trust Corporation UK Limited, custodian, or a shortfall in the assets held by that depositary, presents to the Board at least annually on the Company’s custodian or sub-custodian arising from fraud, operational compliance with the Alternative Investment Fund Managers errors or settlement difficulties resulting in a loss of assets owned Directive (“AIFMD”). The Manager separately monitors the by the Company. activities of the depositary and reports to the Board on any exceptions arising. 14 abrdn New India Investment Trust plc ## g Description Mitigating Action Financial and regulatory – the financial risks associated with the The financial risks associated with the Company include market portfolio could result in losses to the Company. In addition, failure risk, liquidity risk and credit risk, all of which are mitigated by the to comply with relevant regulation (including the Companies Manager. Further details of the steps taken to mitigate the Act, the Financial Services and Markets Act, the Alternative financial risks associated with the portfolio are set out in Note 17 to Investment Fund Managers Directive, accounting standards, the financial statements. investment trust regulations and the Listing Rules, Disclosure The Board is responsible for ensuring the Company’s compliance Guidance and Transparency Rules and Prospectus Rules) may with applicable regulations. Monitoring of this compliance, and have an adverse impact on the Company. regular reporting to the Board thereon, has been delegated to the Manager. The Board receives updates from the Manager and AIC Any change in the Company’s tax status or in taxation legislation briefings concerning industry changes. From time to time, the either in India or in the UK (including the tax treatment of Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements Company also employs external advisers covering specific areas dividends, capital gains or other investment income received by of compliance. the Company) could affect the value of the investments held by the Company and the Company’s ability to provide returns to In particular, the Board receives reports from the Manager shareholders or alter the post-tax returns to shareholders. covering investment movements, the level and type of forecast income and expenditure and the amount of proposed dividends with a view to ensuring that the Company continues to qualify as an investment trust under Chapter 4 of Part 24 of the Corporation Tax Act 2010. A breach of these regulations would mean that the Company is no longer exempt from UK capital gains tax on profits realised from the sale of its investments. Gearing – while the use of gearing should enhance the total The Board is responsible for determining the gearing strategy for return on the Ordinary shares where the return on the the Company, with day-to-day gearing decisions being made by Company’s underlying assets is rising and exceeds the cost of the Investment Manager. Borrowings are short term in nature and borrowing, it will have the opposite effect where the underlying particular care is taken to ensure that any bank covenants permit return is less than the cost of borrowing, further reducing the maximum flexibility of investment policy. The Board has agreed total return on the Ordinary shares. A significant fall in the value certain gearing restrictions with the Manager and reviews of the Company’s investment portfolio could result in a breach compliance with these guidelines at each Board meeting. of bank covenants and trigger demands for early repayment. Loan agreements are entered into following review by the Company’s lawyers. ### Promoting the Company The Board recognises the importance of updating existing The Company’s financial contribution to the programme is investors as well as promoting the Company to matched by abrdn. abrdn’s promotional activities team prospective investors, with the aim of improving liquidity in reports quarterly to the Board giving analysis of the the Company’s shares and reducing the discount at which promotional activities as well as updates on the they trade, thereby enhancing value. Communicating the shareholder register and any changes in the composition long-term attractions of the Company is key. of that register. The Board seeks to achieve this through subscription to, The Company further supports the Manager’s investor and participation in, the promotional programme run by relations programme which involves regional roadshows abrdn on behalf of the investment companies under its as well as promotional and public relations campaigns. management. abrdn New India Investment Trust plc 15 ## Overview of Strate y ### Continued ### Board Diversity and Succession Global Greenhouse Gas Emissions and The Board recognises the importance of having a range ### Streamlined Energy and Carbon Reporting of skilled, experienced individuals with the right knowledge ### (“SECR”) represented on the Board in order to allow the Board to All of the Company’s activities are outsourced to third fulfil its obligations. The Board also recognises the benefits, parties. The Company therefore has no greenhouse gas and is committed to, the principle of diversity in its emissions to report from the operations of its business, nor recruitment of new Board members. The Board will does it have responsibility for any other emissions continue to ensure that all appointments are made on the producing sources under the Companies Act 2006 basis of merit against the specification prepared for each (Strategic Report and Directors’ Reports) Regulations appointment and will search widely when recruiting any 2013. For the same reason as set out above, the new Director with a view to maximising diversity. Company considers itself to be a low energy user under Consequently, the Company does not consider it the SECR regulations and therefore is not required to appropriate to set specific diversity targets. At 31 March disclose energy and carbon information. 2023, there were three male Directors and one female Director on the Board. ### Duration The Board has agreed a policy whereby no Director, The Company does not have a fixed life but, further to a including the Chairman, shall serve for longer than the change in the Articles of Association approved by ninth AGM after the date of their initial date of shareholders at the AGM on 28 September 2022, an appointment as a Director unless in relation to ordinary resolution to continue the Company is put to exceptional circumstances. shareholders at every fifth AGM. The next continuation resolution will be put to shareholders at the AGM in 2027. ### Environmental, Social and Human ### Viability Statement ### Rights Issues The Company does not have a fixed period strategic plan, The Company has no employees as it is managed by but the Board does formally consider risks and strategy on abrdn Fund Managers Limited and there are therefore no at least an annual basis. The Board regards the Company, disclosures to be made in respect of employees. The with no fixed life, as a long-term investment vehicle, but for Company’s responsible investment policy is outlined on the purposes of this viability statement has decided that a page 27 while the Manager’s ESG engagement is set out period of three years is an appropriate period over which on pages 28 to 31. to report. The Board considers that this period reflects a Due to the nature of the Company’s business, being a balance between looking out over a medium-term company that does not offer goods and services to horizon and the inherent uncertainties of looking out customers, the Board considers that it is not within the further than three years. scope of the Modern Slavery Act 2015 because it has no Taking into account the Company’s current position and turnover. The Company is therefore not required to make the potential impact of its principal risks and uncertainties, a slavery and human trafficking statement. the Directors have a reasonable expectation that the Notwithstanding this, the Board considers the Company’s Company will be able to continue in operation and meet supply chains, dealing predominantly with professional its liabilities as they fall due for a period of three years from advisers and service providers in the financial services the date of this Report. industry, to be low risk in relation to this matter. 16 abrdn New India Investment Trust plc ## g In forming this expectation, the Directors looked to ### Likely Future Developments the following: The Board expects the Company to continue to pursue its · the Company’s assets consist, substantially, of a investment objective and accepts that this may involve portfolio of readily realisable quoted securities, where divergence from the Benchmark. The companies which the Directors monitor the liquidity of each holding as well make up the investment portfolio are considered by the as reviewing the outcome of testing undertaken by the Investment Manager to demonstrate resilience and to Manager in which the portfolio is subject to adverse offer opportunities for investors to benefit from the market scenarios; development of the broader Indian economy. Further information on the outlook and future developments of · the principal risks and uncertainties detailed on pages the Company may be found in the Chairman’s Statement 13 to 15 and the steps taken to mitigate these; on pages 6 to 9 and in the Investment Manager’s Report · a significant proportion of the expenses are proportional on pages 10 and 11. to the Company’s NAV and will reduce if the NAV falls; Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements Michael Hughes, · the Directors regularly review the Company’s level of Chairman gearing, including the financial modelling undertaken by 28 June 2023 the Manager to establish what level of reduction in the Company’s NAV would require to occur in order to cause a breach in the covenants attached to the Company’s £30m loan facility; · the Company’s third-party suppliers continuing to deliver services to the Company in accordance with the underlying agreements and not experiencing significant operational difficulties in respect of the services provided to the Company, although, if required, alternative suppliers could be engaged to provide these services at limited notice; and · in advance of expiry in August 2025 of the Company’s £30m loan the Company will enter into negotiations with its bankers. If acceptable terms are available from the existing bankers, or any alternative, the Company would expect to continue to access borrowings. However, should these terms not be forthcoming, any outstanding borrowing would be repaid through the proceeds of equity sales. Accordingly, taking into account the Company’s current position and the potential impact of its principal risks and uncertainties, the Directors have a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due for a period of three years from the date of this report. In making this assessment, the Board has considered in particular the risk of a large economic shock, a continuing period of significant stock market volatility, a significant reduction in the liquidity of the portfolio or changes in investor sentiment, and how these factors might affect the Company’s prospects and viability in the future. abrdn New India Investment Trust plc 17 ## Promotin the Success of the Company The Board’s philosophy is that the Company should ### The Purpose of the Company and Role operate in a transparent culture where all parties are ### of the Board provided with respect as well as the opportunity to offer The Board is required to report on how it has discharged practical challenge and participate in positive debate its duties and responsibilities under section 172 of the which is focused on the aim of achieving the expectations Companies Act 2006. Under this legislation, the Directors of shareholders and other stakeholders alike. The Board have a duty to promote the success of the Company for expects the Manager to act as a responsible steward of the benefit of its members as a whole, taking into account the Company’s investments (see pages 27 to 31 for the likely long-term consequences of decisions, the need further information). The Manager’s approach to to foster relationships with the Company’s stakeholders responsible investing may be found at: and the impact of the Company’s operations on the www.abrdn.com/en-gb/seeing-things-differently environment. ### The purpose of the Company is to act as a vehicle to How the Board Engages with Stakeholders provide, over time, attractive financial returns to its The Company’s main stakeholders are its Shareholders, shareholders. Investment trusts, such as the Company, are the Manager, Investee Companies, Service Providers, Debt long-term investment vehicles and are typically externally Providers and the Environment and Community. The managed, have no employees, and are overseen by an Board considers its stakeholders at Board meetings independent non-executive board of directors. and receives feedback on the Manager’s interactions with them. During the year, the Board was comprised of between four and six independent non-executive Directors with a broad range of skills and experience across all major functions that affect the Company. The Board retains responsibility for taking all decisions relating to the Company’s investment objective and policy, gearing, corporate governance and strategy, and for monitoring the performance of the Company’s service providers. Stakeholder How the Board Engages Shareholders Its shareholders are key stakeholders and the Board places great importance on communication with them. The Board welcomes all shareholders’ views and aims to act fairly between all shareholders. The Chairman, Manager and Company’s broker regularly meet with current and prospective shareholders to discuss performance and shareholder feedback is discussed by the Directors at Board meetings. In addition, the Chairman meets with major shareholders in the absence of representatives of the Manager, as necessary. Regular updates are provided to shareholders through the Annual Report, Half Yearly Report, Manager’s monthly factsheets, Company announcements, including daily net asset value announcements, and the Company’s website. In normal years, the Company’s Annual General Meeting provides a forum, both formal and informal, for shareholders to meet and discuss issues with the Directors and Manager. Manager The Investment Manager’s Report on pages 10 and 11 details the key investment decisions taken during the year. The Investment Manager has continued to manage the Company’s assets in accordance with the mandate provided by shareholders, with the oversight of the Board. The Board regularly reviews the Company’s performance against its investment objective and the Board undertakes an annual strategy review to ensure that the Company is positioned well for the future delivery of its objective for its stakeholders. The Board receives presentations from the Investment Manager at every Board meeting to help it to exercise effective oversight of the Investment Manager and the Company’s strategy. The Board, through the Management Engagement Committee, formally reviews the performance of the Manager at least annually and further details are provided on page 42. 18 abrdn New India Investment Trust plc ## g Stakeholder How the Board Engages Investee Companies Responsibility for actively monitoring the activities of portfolio companies has been delegated by the Board to the Manager which has sub-delegated that authority to the Investment Manager. The Board has also given discretionary powers to the Investment Manager to exercise voting rights on resolutions proposed by the investee companies within the Company’s portfolio. The Manager reports on a quarterly basis on stewardship (including voting) issues. Through engagement and exercising voting rights, the Investment Manager actively works with companies to improve corporate standards, transparency and accountability. Service Providers The Board seeks to maintain constructive relationships with the Company’s suppliers either directly or through the Manager with regular communications and meetings. Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements The Audit Committee conducts an annual review of the performance, terms and conditions of the Company’s key service providers to ensure they are performing in line with Board expectations and providing value for money. Debt Providers On behalf of the Board, the Manager maintains a constructive working relationship with Royal Bank of Scotland International Limited (London Branch), part of NatWest Group plc, the provider of the Company’s £30m multi-currency loan facility, ensuring compliance with its loan covenants and arranging for regular updates for the lender on the Company’s business activities, where requested. Environment and The Board and Manager are committed to investing in a responsible manner and the Investment Manager Community integrates Environmental, Social and Governance (“ESG”) considerations into its research and analysis as part of the investment decision-making process. Further information on the Manager’s ESG engagement, with case studies from the investment portfolio, may be found on pages 28 to 33. ### Specific Examples of Stakeholder Visit to India Members of the Board, accompanied by the Investment ### Consideration During the Year Manager, visited India in February 2023 and met with a While the importance of giving due consideration to the number of investee companies. Company’s stakeholders is not new, and is considered as part of every Board decision, the Directors were ### Online Shareholder event particularly mindful of stakeholder considerations during the following decisions undertaken during the year ended As explained in the Chairman’s Statement on page 8, to 31 March 2023. encourage and promote interaction and engagement with the Company’s shareholders, the Board is holding an Online Shareholder Presentation at 10.30am on 14 ### Share buybacks September 2023. During the presentation, shareholders During the year the Company bought back into treasury will receive updates from the Chairman and Investment 2.1 million shares, providing a small accretion to the NAV Manager and then be able to participate in an interactive per share and a degree of liquidity to the market. The question and answer session. The online presentation is discount at which the Company’s share price sits as being held ahead of the AGM in order to allow compared to its NAV per share is wider than the historic shareholders to submit their proxy votes prior to the AGM. average and the Board has instructed a step-up in share buyback activity. It is the view of the Board that this policy ### Change in Management Fee is in the interest of all shareholders. Following discussions with the Manager, a fee reduction was agreed for the benefit of shareholders (see page 38 for details). abrdn New India Investment Trust plc 19 # Performance ## Ten Year Financial Record | Year to 31 March | 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Total income (£'000) | 376 | 341 | 374 | 3,104 | 3,318 | 3,602 | 5,185 | 4,517 | 5,059 | 6,123 | | **Per share (p)** | | | | | | | | | | | | Net revenue (loss)/return | (0.36) | (0.39) | (1.06) | (0.28) | (0.71) | (0.35) | 2.08 | 0.19 | (0.28) | (0.59) | | Dividends^{A} | n/a | n/a | n/a | n/a | n/a | n/a | 1.00 | n/a | n/a | n/a | | Total (loss)/return | (5.16) | 121.94 | (23.42) | 125.81 | 2.12 | 41.90 | (120.34) | 216.25 | 69.64 | (60.00) | | **Net asset value per share (p)** | | | | | | | | | | | | Basic | 263.55 | 385.49 | 362.07 | 487.88 | 490.00 | 531.90 | 411.41 | 627.05 | 697.30 | 641.32 | | Shareholders' funds (£'000) | 155,680 | 227,708 | 213,874 | 288,190 | 289,444 | 314,196 | 241,583 | 366,106 | 403,995 | 357,919 | $^{A}$ 2020 dividend represents 0.22p per share paid from revenue reserves and 0.78p per share paid from capital reserves. ## Share Price Discount to NAV Ten years ended 31 March 2023 ![img-0.jpeg](img-0.jpeg) ## Total Returns of NAV and Share Price versus Benchmark total return Ten years ended 31 March 2023 (rebased to 100 at 31 March 2013) ![img-1.jpeg](img-1.jpeg) 20 abrdn New India Investment Trust plc ## Portfolio ### Titan, a new holding purchased by the ### Company during the year, benefits from ### higher gold prices as part of a strong ### domestic consumption story in India. abrdn New India Investment Trust plc 21 ## Top Ten Active Wei hts ### As at 31 March 2023 | | Hindustan Unilever | | HDFC Bank | | --- | --- | --- | --- | | 4.0% | The largest fast-moving consumer goods | 3.4% | HDFC Bank is amongst the best retail banking | | | company (FMCG) in India, with an unrivalled | | franchises in India, with a high-quality | | | portfolio of brands, an extensive nationwide | | wholesale portfolio, solid underwriting | | | distribution network, and a long and | | standards and a progressive digital stance | | | successful operational track record in | | further strengthening its competitive edge. | the country. | | Power Grid Corporation of India | | Ultratech Cement | | --- | --- | --- | --- | | 3.4% | Power Grid Corporation of India forms the | 3.4% | A clear industry leader in India’s cement | | | backbone of India’s electricity infrastructure. It | | industry, backed by strong brand recognition, | | | is poised to play a key role in the growth of | | a good distribution and sales network and | | | renewable energy delivery to the grid over the | | solid product quality. Its focus on cost | | | next few decades as the government plans | | efficiency and an improving energy mix have | | | ambitious renewable targets for the | | given UltraTech a cost advantage. | electricity sector. | | SBI Life Insurance | | Aegis Logistics Ltd | | --- | --- | --- | --- | | 3.1% | Among the leading domestic life insurers, SBI | 2.9% | A strong and conservative player in India's gas | | | Life's competitive edge comes from a wide | | and liquids logistics sector, with a first mover | | | reach of SBI branches, highly productive | | advantage in key ports and a fair amount of | | | agents, a low cost ratio and a reputable | | capacity expansion to come. Its storage and | | | SBI brand. | | logistics segment is benefitting from the | burgeoning flow of chemicals and fuels across the country. In addition, the government’s push for the adoption of cleaner energy has boosted its liquefied natural gas business. | | ICICI Bank | | Fortis Healthcare | | --- | --- | --- | --- | | 2.8% | ICICI Bank has been delivering superior | 2.5% | Fortis Healthcare is one of the largest | | | growth and returns improvement without | | healthcare services in India, operating the | | | compromising on asset quality. It has | | second and third largest hospital chain in | | | leveraged on its scale as well as retail and | | India by revenue and beds, as well as a | | | digital franchise to grow in mortgages and | | diagnostic lab business of national scale. | | | also growing off a low base in business | | In both segments, Fortis operates at the | | | banking and SMEs, while the way it articulates | | premium end. | its growth approach also sounds sensible. | | Bharti Airtel | | Syngene International | | --- | --- | --- | --- | | 2.2% | Bharti Airtel remains the leading telecom | 2.2% | Syngene International is a leading contract | | | service provider with a pan-India reach and | | research organisation serving both | | | sophisticated customer base with higher | | pharmaceutical majors and biotech start-ups. | average mobile spending. 22 abrdn New India Investment Trust plc ## g # Portfolio As at 31 March 2023 | Company | Industry | Valuation 2023 £'000 | Total assets 2023 % | | --- | --- | --- | --- | | ICICI Bank | Financials | 35,816 | 9.2 | | Infosys | Information Technology | 33,442 | 8.6 | | Housing Development Finance Corporation | Financials | 31,462 | 8.1 | | Hindustan Unilever | Consumer Staples | 27,450 | 7.1 | | Tata Consultancy Services | Information Technology | 20,983 | 5.4 | | Power Grid Corporation of India | Utilities | 17,541 | 4.5 | | Bharti Airtel | Communication Services | 17,413 | 4.5 | | Ultratech Cement | Materials | 16,678 | 4.3 | | HDFC Bank | Financials | 14,318 | 3.7 | | SBI Life Insurance | Financials | 14,234 | 3.7 | | **Ten largest investments** | | **229,337** | **59.1** | | Aegis Logistics | Energy | 12,913 | 3.3 | | Maruti Suzuki India | Consumer Discretionary | 12,337 | 3.2 | | Fortis Healthcare | Healthcare | 9,789 | 2.5 | | Mahindra & Mahindra | Consumer Discretionary | 9,587 | 2.5 | | Kotak Mahindra Bank | Financials | 9,392 | 2.4 | | Nestlé India | Consumer Staples | 8,285 | 2.2 | | Asian Paints | Materials | 8,098 | 2.1 | | Syngene International | Healthcare | 7,314 | 1.9 | | ABB India | Industrials | 6,969 | 1.8 | | Hindalco Industries | Materials | 6,686 | 1.7 | | **Top twenty investments** | | **320,707** | **82.7** | Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General abrdn New India Investment Trust plc 23 # Portfolio ## Continued As at 31 March 2023 | Company | Industry | Valuation 2023 £'000 | Total assets 2023 % | | --- | --- | --- | --- | | Container Corporation of India | Industrials | 6,624 | 1.7 | | Prestige Estates Projects | Real Estate | 6,445 | 1.7 | | Godrej Properties | Real Estate | 6,333 | 1.7 | | PB Fintech | Financials | 6,170 | 1.6 | | Vijaya Diagnostic Centre | Healthcare | 5,934 | 1.5 | | Renew Energy | Energy | 5,474 | 1.4 | | Affle India | Communication Services | 5,226 | 1.4 | | Info Edge | Communication Services | 4,371 | 1.1 | | Tata Consumer Products | Consumer Staples | 4,000 | 1.0 | | Crompton Greaves Consumer Electricals | Consumer Discretionary | 3,961 | 1.0 | | **Top thirty investments** | | **375,245** | **96.8** | | Axis Bank | Financials | 3,922 | 1.0 | | Aptus Value Housing Finance | Financials | 3,390 | 0.9 | | KEI Industries | Industrials | 3,181 | 0.8 | | Titan | Consumer Discretionary | 3,173 | 0.8 | | JB Chemicals & Pharmaceuticals | Healthcare | 2,284 | 0.6 | | FSN E-Commerce Ventures | Consumer Discretionary | 176 | - | | **Total investments** | | **391,371** | **100.9** | | **Net liabilities (before deducting prior charges)^{A}** | | **(3,534)** | **(0.9)** | | **Total assets^{A}** | | **387,837** | **100.0** | $^{A}$ Excluding loan balances, but including non-current liabilities. Unless otherwise stated, investments are in common stock. 24 abrdn New India Investment Trust plc ## Sector Analysis and Sector Allocation ### Sector Breakdown As at 31 March 2023 4.3% 3.3% 4.5% Sector allocation 4.7% Financials 30.3% Information Technology 6.5% Consumer Staples Materials Consumer Discretionary Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements 6.9% Communication Services Healthcare Energy Utilities 7.5% 13.9% Industrials Real Estate 8.0% 10.1% ### Sector Allocation 2023 Financials 2022 Information Technology Consumer Staples Materials Consumer Discretionary Communication Services Healthcare Energy Utilities Industrials Real Estate 0% 5% 10% 15% 20% 25% 30% 35% abrdn New India Investment Trust plc 25 ## Currency Analysis ### Indian Rupee/Sterling Currency Movement Year ended 31 March 2023 102 100 98 96 94 92 90 31/03/22 31/05/22 31/07/22 30/09/22 30/11/22 31/01/23 31/03/23 26 abrdn New India Investment Trust plc ## Our Investment Manager’s Responsible ## Investment Process The Investment Manager believes that a company’s ability · Corporate governance factors can include the to generate sustainable returns for investors depends on corporate decision-making structure, independence of the management of its environmental impact, its board members, the treatment of minority consideration of the interests of society and stakeholders, shareholders, executive compensation and political and on the way it is governed. By putting ESG factors at contributions, among others. the heart of its investment process, the Investment At the investment stage, ESG factors and analysis can Manager aims to generate better outcomes for the help to frame where best to invest by considering Company’s shareholders. The three factors can be material risks and opportunities alongside other financial considered as follows: metrics. Due diligence can ascertain whether such risks are being adequately managed, and whether the · Environmental factors relate to how a company market has understood and priced them accordingly. conducts itself with regard to environmental conservation and sustainability. Types of environmental The Investment Manager is an active investor, voting at risks and opportunities include a company’s energy Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements shareholder meetings in a deliberate manner, working consumption, waste disposal, land development and with companies to drive positive change, and engaging carbon footprint, among others. with policymakers on ESG and stewardship matters. · Social factors pertain to a company’s relationship with its Furthermore, with respect to the Company, the Board employees and vendors. Risks and opportunities can has supported the Investment Manager in actively include (but are not limited to) a company’s initiatives on choosing, in future, not to invest in tobacco companies employee health and well-being, and how supplier nor investing in companies directly exposed to relationships align with corporate values. controversial weapons. There are three core principles which underpin the Investment Manager’s investment approach (shown below) and the time it dedicates to ESG analysis as part of its overall fundamental equity research process: abrdn New India Investment Trust plc 27 ## abrdn’s ESG En a ement ### How the Investment Manager embeds ESG into its Investment Process 01 Investment Insight 02 Active Ownership 03 Risk & Monitoring 04 Our People | High quality fundamental and | Engage and vote with aim of | | Combine in-house and external | | Over 130 equity professionals, | | | --- | --- | --- | --- | --- | --- | --- | | first hand research | | improving financial resilience | | scoring to inform view | | and 40+ central & on-desk | | | | and investment performance | | | | ESG specialists across | | Assessment of ESG for all | | | | Active tracking of fund holdings | | | the world stocks under coverage Raise standards in companies against ESG objectives and industries we invest in, and help drive best practice ### Can we measure it? There are elements of ESG that can be quantified, for example the diversity of a board, the carbon footprint of a company, and the level of employee turnover. While diversity can be monitored, measuring inclusion is more of a challenge. Although it is possible to measure the level of staff turnover, it is more challenging to quantify corporate culture. Relying on calculable metrics alone would potentially lead to misleading insights. As active managers, quantitative and qualitative assessments are blended to better understand the ESG performance of a company. The Investment Manager’s analysts consider such factors in a systematic and globally applied approach to assess and compare companies consistently on their ESG credentials, both regionally and against their peer group. Some of the key questions asked of companies include: · How material are ESG issues for this company, and how are they being addressed? · What is the quality of this company’s governance, ownership structure and management? · Are incentives and key performance indicators aligned with the company’s strategy and the interests of shareholders? The questions asked differ from company to company; the type of questions poised to a bank would be quite different from those of a semiconductor manufacturing firm. ### The ESG Scoring System Having considered the regional universe and peer group in which a company operates, the Investment Manager allocates it an ESG score between one and five. This is applied across every stock covered globally. Examples of each category and a small sample of the criteria used are detailed below: 1. Best in class 2. Leader 3. Average 4. Below average 5. Laggard ESG considerations are ESG considerations ESG risks are considered Evidence of some Many financially a material part of the not market leading as a part of principal financially material material controversies company’s core business controversies Disclosure is good, but Severe governance business strategy not best in class Disclosure in line with Poor governance or concerns Excellent disclosure regulatory requirements limited oversight of key Governance is Poor treatment of ESG issues Makes opportunities generally very good Governance is generally minority shareholders from strong ESG risk good but some minor Some issues in treating management concerns minority shareholders poorly 28 abrdn New India Investment Trust plc ## g g At the last review reported to the Board, 53% of the companies in the portfolio were rated under the Investment Manager’s scoring system as ‘Leaders’, reflecting the portfolio's focus on quality, while 45% of the companies were rated as ‘Average’. A generally positive momentum has been witnessed from companies in the portfolio in terms of ESG, in covering both practices and disclosure, and it was pleasing to note that the second half of the year saw a number of upgrades to company scores following extensive engagement by the Investment Manager. More generally, engagements in India continue to focus on environmental impact and climate change, as well as resource intensity, cybersecurity, board dynamics and independent directors. The portfolio did not hold any companies rated as either ‘Below Average’ or’ Laggard’. While the Investment Manager seeks to encourage better disclosure and ESG considerations by companies, it will not always necessarily exclude one if improvements are expected. Overall, the Company supports an approach seeking to target: · an aggregate portfolio ESG rating that is better than, or equal to, the benchmark measured by the MSCI ESG rating Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements (CCC-AAA) based on the weighted average of each company’s MSCI ESG rating; · a Carbon Intensity that is at least 10% lower than the benchmark, as measured by the abrdn Carbon Footprint Tool (which uses Trucost data for Scope 1 & 2 emissions). This tool enables analysis of company, sector, and the overall portfolio’s carbon footprint. The Board receives half-yearly updates with regards to these metrics which are published on the Company website and, while not guaranteed, there is an aim that the Investment Manager’s investment process will deliver against these targets at the same time as delivering long term growth. ### Climate Change Climate change is one of the most significant challenges of the 21st century and has big implications for investors. The energy transition is underway in many parts of the world, and policy changes, falling costs of renewable energy, and a change in public perception are happening at a rapid pace. Assessing the risks and opportunities of climate change is a core part of the investment process. In particular, the Investment Manager considers: Transition risks and opportunities Governments could take robust climate change mitigation actions to reduce emissions and transition to a low-carbon economy. This is reflected in targets, policies and regulation and can have a considerable impact on high-emitting companies. Physical risks and opportunities Insufficient climate change mitigation action will lead to more severe and frequent physical damage. This results in financial implications, including damage to crops and infrastructure, and the need for physical adaptation such as flood defences. The Investment Manager has aligned its approach with that advocated by the investor agenda of the Principles for Responsible Investment (PRI) – a United Nations-supported initiative to promote responsible investment as a way of enhancing returns and better managing risk. abrdn New India Investment Trust plc 29 ## abrdn’s ESG En a ement ### Continued PRI provides an intellectual framework to steer the massive transition of financial capital towards low-carbon opportunities. It also encourages fund managers to demonstrate climate action across four areas: investments; corporate engagement; investor disclosure; and policy advocacy, as explained below: To assist in the analysis, the Investment Manager has developed a proprietary climate scenario analysis tool. Climate scenario analysis involves modelling the impact on financial assets of a range of pathways (for both physical climate change and the transition to a low carbon economy) under plausible assumptions for future policy and technological change. This allows the Investment Manager to explore the impact of climate change on portfolios and to inform investment decisions. ### Importance of Engagement The Investment Manager is committed to regular, ongoing engagement with the companies in which it invests, to help to maintain and enhance their ESG standards into the future. As part of the investment process, the Investment Manager undertakes a significant number of company meetings each year on behalf of the Company. Your Company is supported by on-desk ESG analysts, as well as a well-resourced specialist ESG Investment team. These meetings provide an opportunity to discuss various relevant ESG issues including board composition, remuneration, audit, climate change, labour issues, human rights, bribery and corruption. Companies are strongly encouraged to set clear targets or key performance indicators on all material ESG risks. 30 abrdn New India Investment Trust plc ## g g ### Our Engagement Activity Our Voting Activity The Investment Manager regularly engages with companies we invest in. The following chart shows the Voting Summary Total engagements that have included ESG topics. Over the six months ended 31 December 2022, the Investment How many meetings were you eligible to vote? 90 Manager met with 17 portfolio companies on ESG topics and had 32 engagements with them. This does not include How many meetings did you vote at? 89 positions that have been sold or are under consideration for sale. These are the themes that the Investment How many resolutions were you eligible to vote on? 470 Manager has engaged on: What % of resolutions did you vote on for which you 99.6% were eligible? Climate Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements | | Of the resolutions on which you voted, what % did | 90.6% | | --- | --- | --- | | Environment | you vote with management? | | | Labour Management, | Of the resolutions on which you voted, what % did | 8.6% | Diversity & Inclusion you vote against management? Human Rights & Stakeholders | | Of the resolutions on which you voted, what % did | 0.9% | | --- | --- | --- | | Corporate Behaviour | you abstain from voting? | | | Corporate Governance | In what % of meetings, for which you did vote, did | 15.7% | you vote at least once against management? ESG engagements are conducted with consideration of the 10 principles of the United Nations Global Compact, and companies are expected to meet fundamental responsibilities in the areas of human rights, labour, the environment and anti-corruption. This engagement is not limited to a company’s management team. It can include many other stakeholders such as non- government agencies, industry and regulatory bodies, as well as activists and the company’s customers and clients. While the Investment Manager focuses on investing in quality companies, the investment team is aware that in some cases Asian companies can lag those in Western Europe in terms of ESG. This is perhaps more true of emerging Asia than developed Asia. In investing across Asia, the Investment Manager focuses on companies and management teams exhibiting desirable behavioural traits and characteristics (for example, a track record of fair treatment of minority shareholders, thoughtful capital allocation and return) rather than a strict focus on structures (for example, relating to board composition). Subsequent to an investment, the Investment Manager engages energetically with companies to improve and enhance ESG, aiming to encourage companies to implement processes and practises that will protect and enhance shareholder value. The Investment Manager has a long track record of such constructive engagement, drawing on investment experiences globally to bring these insights to the Company’s holdings. abrdn New India Investment Trust plc 31 # Investment Case Studies ## ReNew Energy Global **ReNew Energy Global** is one of India's largest renewable energy independent power producers. Founded in 2011, it has over 150 operational energy projects in solar, wind and hydro power spread across 18 Indian states¹. The Investment Manager likes ReNew for several reasons: First, the scale of its business and clarity on its steady pipeline of projects is reassuring. Secondly, the company has expertise around engineering, procurement, and construction in wind power, which is a rare occurrence amongst companies in India. Finally, ReNew has proven that it is able to undertake complex projects without losing focus on creating value for shareholders. The management team has also executed well on the company's expansion as well as its commercial and industrial strategy. Further, they have been disciplined in bidding at auctions. India is one of the world's largest and fastest-growing economies. It still relies heavily on fossil fuels to meet the country's rising energy demands – coal is a major contributor to India's carbon footprint, which accounts for 7% of global CO2 emissions². This is because the capacity to generate sufficient renewable power is currently being built. In the short-to-medium term, India will remain reliant on fossil fuels, however, renewables are expected to make up the lion's share of power sources in the country³ over the long run. Decarbonisation has been gaining notable traction in recent years. Supportive and consistent government policies have enabled capacity additions⁴ in solar, hydropower, wind, and biomass power. India has publicly set a target for achieving 500 gigawatts of installed renewable capacity by 2030. ReNew's clean energy projects at present account for only about 1.4% of India's total installed renewable capacity and helps to avoid ~0.5% of the country's carbon emissions annually⁵. This offers the company significant scope for growth as it continues to expand its clean energy capacity with more projects in the coming years. On the ESG front, ReNew has set sustainability targets it aims to achieve by 2030⁶. They include becoming water positive, sending zero solid waste to landfill and having 100% of the electricity for its operations sourced from clean energy sources. These are ambitious and commendable targets and the Investment Manager engaged with the company on its progress towards achieving them, including its efforts around recycling and water efficiency. On the latter, ReNew has been innovative in its use of robotic cleaning to minimise water consumption. The Investment Manager continues to engage with ReNew on these matters. 1 Source: https://investor.renewpower.in/static-files/3ee261b8-b606-41f4-8c2f-b824d5ceacfe 2 Source: https://ourworldindata.org/co2/country/india 3 Source: UBS. How to navigate India's net-zero US$20m capex across the supply chain? (July 2022) 4 Source: https://www.argusmedia.com/en/news/2436897-india-plans-250gw-of-renewable-capacity-in-five-years 5 Source: ReNew Energy Global 6 Source: https://renewpower.in/sustainability-renew/ 32 abrdn New India Investment Trust plc Backed by a solid balance sheet and low-cost base, SBI ### SBI Life Insurance Life is well placed to capitalise on its entrenched and In India, financial inclusion lies close to the heart of the broad network to tap the massive under-serviced government. Since August 2014, Pradhan Mantri Jan Dhan insurance market. Yojana, a national mission for financial inclusion, has aimed to provide financial services to large swathes of the Aside from aiding financial inclusion, this also offers the population who are un-served and under-served. insurer significant scope for growth. This is given its diversified products and rising share of higher-margin This means helping to ensure that individuals and protection business. businesses have access to useful and affordable financial products and services that meet their needs. These Its longer-term prospects are promising, when taking into include transactions, payments, savings, credit and account the growing middle class, young insurable insurance that are delivered in a responsible and population and growing awareness of the need for sustainable way. protection and insurance planning in India. While progress has been made, there is still some way to go. Take the life insurance ownership gap, for instance. Of India’s rural population, only 22% own a life insurance 1 policy. This compares with 73% across urban areas . The low rural rate is due to a lack of funds, high premiums and cumbersome buying processes. Across our holdings, SBI Life Insurance has what it takes to help tackle the under-provision of insurance. It is the largest private life insurance provider domestically, with a higher presence in rural and semi-rural areas than its local peers. SBI Life’s lower average ticket size versus that of its rivals also underscores its affordable premiums. This would help increase insurance access to those who would otherwise go without life protection. The company focuses on expanding its services to underpenetrated areas. It has good support from a reputable brand. It also has a productive agency force and an extensive bancassurance distribution network. This focus sits well with the United Nations’ Sustainable Development Goal 8.10 – to strengthen the capacity of domestic financial institutions to encourage and expand access to banking, insurance and financial services for all. 1 Around a fifth of rural population owns life insurance products vs 73% in urban India: Survey | Mint (livemint.com) abrdn New India Investment Trust plc 33 ## Governance 34 abrdn New India Investment Trust plc ### Solar panels are installed on the roof of ### the metro station in Noida, Delhi to help ### provide renewable energy and ### improve sustainability. abrdn New India Investment Trust plc 35 ## Board of Directors ### Michael Hughes David Simpson Independent Non-Executive Chairman and Senior Independent Non-Executive Director Chairman of the Nomination Committee ### Experience ### Experience Initially qualified as a solicitor before following a career in Currently, an investment consultant to a family office, an corporate finance, which included seven years with asset management company, and a national charity, Barclays de Zoete Wedd and 15 years with KPMG, latterly Michael was formerly a Director of Baring Asset as global head of mergers and acquisitions, David has Management Limited from 1998, and Chief Investment worked with numerous major corporates, listed Officer from 2000, until his retirement in 2007. Prior to this, companies, private equity, charitable and public bodies. he was a Managing Director of Barclays Capital His interest in India derives from his previous career and (previously BZW) and Chairman of the Board of pension from his current role as a non-executive director of ITC trustees. Before 'Big Bang' he was a Partner at Limited, a major listed Indian company. stockbrokers de Zoete and Bevan. ### Length of service: ### Length of service: 18 months; appointed a Director on 1 November 2021 and Six years; appointed a Director on 7 September 2016 and Senior Independent Director on 28 September 2022. Chairman on 28 September 2022. ### Contribution: ### Contribution: The Nomination Committee has reviewed the contribution The Nomination Committee has reviewed the contribution of David Simpson in light of his proposed re-election as a of Michael Hughes and has concluded that he has Director at the forthcoming AGM and has concluded that continued to chair the Company expertly, fostering a he continues to provide to the Board significant collaborative spirit between the Board and Manager while investment insight and knowledge of the investment trust ensuring that meetings remain focussed on the key areas sector, including his discharge of the additional of stakeholder relevance. responsibilities as Senior Independent Director. ### All other public company directorships: All other public company directorships: None Ecofin Global Utilities and Infrastructure Trust plc (Chairman) and M&G Credit Income Investment Trust plc (Chairman). 36 abrdn New India Investment Trust plc ### Andrew Robson Rebecca Donaldson Independent Non-Executive Director and Independent Non-Executive Director and Chairman of the Chairman of the Audit Committee Management Engagement Committee Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements ### Experience ### A qualified Chartered Accountant, with a background in Experience investment banking and as a finance director, Andrew Over the last twenty-eight years, Rebecca has led the was a director of Robert Fleming & Co Limited and SG development of global marketing, communications and Hambros and finance director at eFinancialGroup Limited investor relations solutions for a broad range of and the National Gallery. He has been a non-executive investment companies, most recently as Head of Channel director of JP Morgan Smaller Companies Investment Marketing, EMEA at BMO Global Asset Management, and Trust plc, Shires Income plc, Mobeus Income & Growth 4 previously with Fidelity Worldwide Investments, Dexion PLC and British Empire Securities & General Trust plc. Capital plc (now Fidante Partners) and UBS Global Asset Management AG. ### Length of service: ### 10 months; appointed a Director on 1 August 2022 and Length of service: Chairman of the Audit Committee on 28 September 2022. Two years; appointed a Director on 1 September 2020 and Chairman of the Management Engagement ### Contribution: Committee on 28 September 2022. The Nomination Committee has reviewed the contribution ### of Andrew Robson and has concluded that he chairs the Contribution: Audit Committee expertly as well as providing to the The Nomination Committee has reviewed the contribution Board significant investment insight and knowledge of the of Rebecca Donaldson in light of her proposed re-election investment trust sector. as a Director at the forthcoming AGM and has concluded that her strong digital marketing expertise continues to ### All other public company directorships: underpin the Company’s commitment to improve its BlackRock Energy and Resources Income Trust PLC and promotion to both existing and potential shareholders. Baillie Gifford China Growth Trust PLC (formerly Witan ### Pacific Investment Trust plc). All other public company directorships: None abrdn New India Investment Trust plc 37 # Directors' Report The Directors present their Report and the audited Financial Statements of the Company for the year ended 31 March 2023, taking account of any events between the year end and the date of approval of this Report. ## Results The Company's results, including its performance for the year against its Key Performance Indicators ("KPIs"), may be found on pages 3 and 13. ## Change of Name The Company changed name, on 31 March 2023, from Aberdeen New India Investment Trust PLC to abrdn New India Investment Trust plc. ## Investment Trust Status and ISA Compliance The Company is registered as a public limited company in England & Wales under registration number 02902424 and has been accepted by HM Revenue & Customs as an investment trust for accounting periods beginning on or after 1 April 2012, subject to the Company continuing to meet the eligibility conditions of s1158 of the Corporation Tax Act 2010 (as amended) and S.I. 2011/2099. In the opinion of the Directors, the Company's affairs have been conducted in a manner to satisfy these conditions to enable it to continue to qualify as an investment trust for the year ended 31 March 2023. The Company intends to manage its affairs so that its shares will be qualifying investments for the stocks and shares component of an Individual Savings Account ("ISA"). ## Capital Structure During the year ended 31 March 2023 the Company bought back into treasury 2,127,206 (2022 – 448,201) Ordinary shares. This was equivalent to 3.7% of the Company's issued share capital (excluding treasury shares) at 1 April 2022 (2022 – 0.8%). As at 31 March 2023, the Company's issued share capital consisted of 55,809,921 Ordinary shares (2022 – 57,937,127 Ordinary shares) with voting rights, each share holding one voting right in the event of a poll, and an additional 3,260,219 (2022 – 1,133,013) Ordinary shares in treasury, with no voting rights or entitlement to receive dividends. Between 1 April 2023 and 28 June 2023 as the date of approval of this Report, an additional 885,248 Ordinary shares were bought back resulting in the Company's issued share capital consisting of 54,924,673 Ordinary shares and an additional 4,145,467 shares in treasury. Ordinary shareholders are entitled to vote on all resolutions which are proposed at general meetings of the Company. The Ordinary shares carry a right to receive dividends. On a winding up, after meeting the liabilities of the Company, the surplus assets will be paid to Ordinary shareholders in proportion to their shareholdings. There are no restrictions on the transfer of Ordinary shares in the Company other than certain restrictions which may from time to time be imposed by law and regulation. ## Manager and Company Secretaries The Company has appointed the Manager (see Glossary on page 99) as its alternative investment fund manager, to provide investment management, risk management, promotional activities and administration and company secretarial services to the Company. The Company's portfolio is managed by the Investment Manager (see Glossary on page 99) by way of a group delegation agreement in place between the Manager and Investment Manager. In addition, the Manager has sub-delegated administrative and secretarial services to abrdn Holdings Limited and promotional activities to abrdn Investments Limited. Under the terms of the management agreement ("MA"), investment management fees payable to the Manager have been calculated and charged on the following basis throughout the year ended 31 March 2023: a monthly fee, payable in arrears, calculated at an annual rate of 0.85% of the Company's net assets up to £350m and 0.70% on net assets above £350m. The Company announced on 31 March 2023 that, with effect from 1 April 2023, investment management fees are calculated on the same basis as previously other than the rate is 0.8% of the Company's net assets up to £300m and 0.6% on net assets above £300m. There is a rebate for any fees received in respect of any investments by the Company in investment vehicles managed by abrdn. The MA is terminable by either party on not less than six months' notice. In the event of termination on less than the agreed notice period, compensation is payable to the Manager in lieu of the unexpired notice period. The fees, and other expenses, payable to abrdn during the year ended 31 March 2023 are disclosed in Notes 4 and 5 to the Financial Statements. The investment management fees are chargeable 100% to revenue. 38 abrdn New India Investment Trust plc The Board will not display any bias for age, gender, race, ### Corporate Governance sexual orientation, religion, ethnic or national origins, socio- The Company is committed to high standards of economic background or disability in considering the corporate governance and its Statement of Corporate appointment of its Directors. In view of its size, the Board Governance is set out on page 46. will continue to ensure that all appointments are made on ### Directors the basis of merit against the specification prepared for The Board consisted of a non-executive Chairman and each appointment. In doing so, the Board will take account between three and five non-executive Directors, all of of the three targets set out in the FCA’s Listing Rules, in whom served throughout the year under review, other effect for listed companies with year ends starting 1 April than Andrew Robson, Hasan Askari and Stephen White. 2022, which are set out in the two tables below. Andrew Robson joined the Board on 1 August 2022. Hasan As an externally managed investment company, the Askari was Chairman until 28 September 2022, when he Board employs no executive staff, and therefore does not was succeeded by Michael Hughes. The Senior Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements appoint either a chief executive officer (CEO) or a chief Independent Director was Michael Hughes until 28 financial officer (CFO), both of which are deemed senior September 2022 and David Simpson thereafter. Stephen board positions by the FCA. However, the Board considers White was Chairman of the Audit Committee until his the Chairs of the Audit Committee, Management retirement on 28 September 2022 when he was Engagement Committee and Nomination Committee to succeeded by Andrew Robson. Rebecca Donaldson was be senior board positions and the following disclosures are appointed Chairman of the Management Engagement made on this basis. Other senior board positions Committee on 28 September 2022. recognised by the FCA are chair of the board and senior independent director. Board Diversity The Board has resolved that the Company’s year end The Board recognises the importance of having a range date is the most appropriate date for disclosure purposes. of skilled, experienced individuals with the right knowledge The following information has been provided by each represented on the Board in order to allow it to fulfil its Director through the completion of questionnaires. There obligations. The Board also recognises the benefits and is have been no changes since the year end as at the date supportive of the principle of diversity in its recruitment of of approval of this Report. new Board members. Board Gender as at 31 March 2023 Number of senior Number in Percentage of Number of Board Percentage of the positions on the executive executive members Board Board management management B | Men 3 75% 3 | | n/a n/a | | --- | --- | --- | | | A | C, D | | Women 1 25% | 1 | n/a n/a | Not specified/prefer not to say - - - n/a n/a A Does not meet the target of at least 40% as set out in LR 9.8.6R (9)(a)(i) B Chairman of the Board (also Chairman of the Nomination Committee), Senior Independent Director, Chairman of the Audit Committee and Chairman of the Nomination Committee C Chairman of the Management Engagement Committee D Meets target of at least 1 as set out in LR 9.8.6R (9)(a)(ii) abrdn New India Investment Trust plc 39 ## Directors’ Report ### Continued Board Ethnic Background as at 31 March 2023 Number of Number of senior Number in Percentage of Board Percentage of positions on the executive executive members the Board Board management management A White British or other White 4 100% 100% n/a n/a (including minority-white groups) Mixed/Multiple Ethnic Groups - 0% - n/a n/a Asian/Asian British - 0% - n/a n/a Black/African/Caribbean/Black British - 0% - n/a n/a Other ethnic group, including Arab - 0% - n/a n/a Not specified/prefer not to say - 0% - n/a n/a A Is less than the target of at least 1 as set out in LR 9.8.6R (9)(a)(iii) As shown in the above tables, the Company has not as yet The Senior Independent Director acts as a sounding board met the targets set out in LR 9.8.6R (9)(a)(i) and LR 9.8.6R for the Chairman and acts as an intermediary for other (9)(a)(iii). The Board considers its normal size of four directors, when necessary. Working closely with the Directors to be appropriate for an investment trust, and Nomination Committee, the Senior Independent Director retirement of each Director at the AGM following the ninth takes responsibility for an orderly succession process for anniversary of their appointment to be an appropriate the Chairman and leads the annual appraisal of the individual tenure. While the targets for diversity are Chairman’s performance. The Senior Independent inevitably more challenging to achieve for a smaller board Director is also available to shareholders to discuss any with infrequent appointment opportunities, the Board is concerns they may have. fully supportive of the principles behind the targets and The names, biographies and contribution of each of the they will be carefully considered in all future appointments. Directors are shown on pages 36 and 37 and indicate their The biographical details of the Directors are included on range of experience as well as length of service. Each pages 36 and 37 while the most recent Board Director has the requisite high level and range of business appointment was in August 2022. and financial experience which enables the Board to provide clear and effective leadership and proper Chairman and Senior Independent Directors stewardship of the Company. The Chairman is responsible for providing effective leadership to the Board, by setting the tone of the David Simpson is a non-executive director of ITC Limited Company, demonstrating objective judgement and (“ITC”), a major listed Indian company. ITC represented promoting a culture of openness and debate. The 2.3% of the Company’s total portfolio as at 31 March 2022 Chairman facilitates the effective contribution and prior to its sale in December 2022. Between the date of his encourages active engagement by each Director. In appointment and up until the Company’s sale of its holding conjunction with the Company Secretary, the Chairman in ITC, David Simpson recused himself from all discussions ensures that Directors receive accurate, timely and clear regarding ITC to avoid any potential conflict of interest. information to assist them with effective decision-making. Hasan Askari and Stephen White retired as Directors at The Chairman acts upon the results of the Board the conclusion of the AGM on 28 September 2022. evaluation process by recognising strengths and addressing any weaknesses and also ensures that the Board engages with major shareholders and that all Directors understand shareholder views. 40 abrdn New India Investment Trust plc The Directors attended scheduled Board and Committee ### Directors' Insurances and Indemnities meetings during the year ended 31 March 2023 as The Company maintains insurance in respect of Directors’ follows (with their eligibility to attend the relevant and Officers’ liabilities in relation to their acts on behalf of meeting in brackets): the Company. Furthermore, each Director of the Company is entitled to be indemnified out of the assets of Management the Company to the extent permitted by law against all Board and Audit Engagement Nomination costs, charges, losses, expenses and liabilities incurred by Committee Committee Committee Committee them in the actual or purported execution and/or Director Meetings Meetings Meetings Meetings discharge of their duties and/or the exercise or purported Michael 9 (9) 3 (3) 1 (1) 2 (2) exercise of their powers and/or otherwise in relation to or Hughes in connection with their duties, powers or office. These rights are included in the Articles of Association of the David 8 (8) 3 (3) 1 (1) 2 (2) Company and the Company has granted deeds of Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements Simpson indemnities to each Director on this basis. Andrew 6 (6) 2 (2) 1 (1) 1 (1) ### A Management of Conflicts of Interest and Robson ### Anti-Bribery Policy Rebecca 8 (8) 3 (3) 1 (1) 2 (2) The Board has a procedure in place to deal with a Donaldson situation where a Director has a conflict of interest. As part Hasan 3 (3) 1 (1) - (-) - (-) of this process, the Directors prepare a list of other B Askari positions held and all other conflict situations that may need to be authorised either in relation to the Director Stephen 4 (4) 1 (1) - (-) 1 (1) B concerned or his/her connected persons. The Board White considers each Director’s situation and decides whether A Appointed as a Director on 1 August 2022. B to approve any conflict, taking into consideration what is in Retired as a Director on 28 September 2022. the best interests of the Company and whether the Director’s ability to act in accordance with his/her wider Michael Hughes, Rebecca Donaldson, David Simpson and duties is affected. Each Director is required to notify the Andrew Robson, each being eligible, retire and offer Company Secretaries of any potential, or actual, conflict themselves for individual re-election as Directors of situations which will need authorising by the Board. the Company. Authorisations given by the Board are reviewed at each The Board as a whole believes that each Director remains Board meeting. independent of the Manager and free of any relationship No Director has a service contract with the Company which could materially interfere with the exercise of his or although Directors are issued with letters of appointment her independent judgement on issues of strategy, upon taking up office. Other than the deeds of indemnity performance, resources and standards of conduct and referred to above, there were no contracts with the confirms that, following formal performance evaluations, Company during, or at the end of the year, in which any the individuals’ performance continues to be effective and Director was interested. demonstrates commitment to the role. The individual contribution of each Director is set out on pages 36 and 37. The Board takes a zero-tolerance approach to bribery and has adopted appropriate procedures designed to The Board has adopted a policy that all Directors, prevent bribery. abrdn also takes a zero-tolerance including the Chairman, shall not serve for more than nine approach and has its own detailed policy and procedures years from the date of their initial date of appointment as in place to prevent bribery and corruption. a Director of the Company unless in relation to exceptional circumstances. The Board therefore has no hesitation in recommending, at the next AGM, the individual re-elections of Michael Hughes, Rebecca Donaldson, David Simpson and Andrew Robson as Directors of the Company. abrdn New India Investment Trust plc 41 ## Directors’ Report ### Continued In relation to the corporate offence of failing to prevent tax ### Nomination Committee evasion, it is the Company’s policy to conduct all business in The Board has established a Nomination Committee, an honest and ethical manner. The Company takes a zero- comprising all of the Directors, which was chaired until 28 tolerance approach to facilitation of tax evasion whether September 2022 by Hasan Askari, and by Michael Hughes under UK law or under the law of any foreign country and is thereafter. The Committee is responsible for undertaking committed to acting professionally, fairly and with integrity an annual evaluation of the Board as well as longer term in all its business dealings and relationships. succession planning and, when appropriate, oversight of appointments to the Board. ### Board Committees The Company engaged Lintstock Ltd, an independent The Directors have appointed a number of Committees as external service provider which has no other connection set out below. Copies of each Committee’s terms of to the Company, to undertake a board evaluation in reference, which define its responsibilities and duties, are March 2021. Assisted by Lintstock Ltd, the Board assessed available on the Company’s website or from the that it had in place the appropriate balance of skills, Company Secretaries, on request. experience, length of service and knowledge of the Company, while also recognising the advantages of ### Audit Committee diversity. Details of the individual contribution made by The Audit Committee’s Report is on pages 47 to 49. each Director may be found on pages 36 and 37. ### Management Engagement Committee In May 2023, the Board facilitated a self-assessment The Board has established a Management Engagement evaluation which was collated and discussed by the Committee comprising all of the Directors, which was Chairman with the other Directors. David Simpson, as chaired until 28 September 2022 by Michael Hughes, and the Senior Independent Director, provided feedback to by Rebecca Donaldson thereafter. the Chairman. The Committee is responsible for reviewing matters As the Company has no employees and the Board is concerning the management agreement which exists comprised wholly of non-executive directors and, given between the Company and the Manager together with the size and nature of the Company, the Board has not the promotional activities programme operated by the established a separate remuneration committee and Manager to which the Company contributes. The terms Directors’ fees are determined by the Nomination and conditions of the Manager’s appointment, including Committee. In line with best practice in corporate an evaluation of performance and fees, are reviewed governance, Hasan Askari did not chair the Committee in annually and were last considered at the meeting of the relation to his own succession. Chaired by Stephen White, Committee in November 2022. the Committee approved the appointment of Michael Hughes as Chairman of the Company with effect from the In monitoring the performance of the Manager, the conclusion of the AGM on 28 September 2022. Committee considers the investment approach and investment record of the Manager over shorter and In relation to the appointment of Andrew Robson as a longer-term periods, taking into account the Company’s Director, the Company engaged Trust Associates, an performance against the Benchmark and peer group independent search agency with no other connection to funds. The Committee also reviews the management the Company. processes, risk control mechanisms and promotional ### activities of the Manager. Accountability and Audit The responsibilities of the Directors and the Auditor, in The Committee considers the continuing appointment of connection with the financial statements, appear on the Manager, on the terms agreed, to be in the interests of pages 53 and 59. the shareholders because it believes that the abrdn has the investment management, promotional and associated secretarial and administrative skills required for the effective and successful operation of the Company. A change to the investment management fee, with effect from 1 April 2023, was agreed during the year and further information may be found on page 38. 42 abrdn New India Investment Trust plc The Directors who held office at the date of approval of The results of stress testing prepared by the Manager, this Directors’ Report confirm that, so far as they are each which models a sharp decline in market levels and aware, there is no relevant audit information of which the income, demonstrated that the Company had the ability Company’s Auditor is unaware, and each Director has to raise sufficient funds so as to both pay expenses and taken all the steps that he or she could reasonably be remain within its debt covenants. expected to have taken as a Director in order to make ### himself or herself aware of any relevant audit information Responsible Investment and to establish that the Company’s Auditor is aware The Board is aware of its duty to act in the interests of the of that information. Additionally, there have been Company. The Board acknowledges that there are risks no important events since the year end which associated with investment in companies which fail to warrant disclosure. conduct business in a socially responsible manner. Responsibility for actively monitoring the sustainability The Directors review, as applicable, the level of non-audit investing activities of portfolio companies has been Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements services provided by the Auditor, together with the delegated by the Board to the Manager which has sub- Auditor's procedures in connection with the provision of delegated that authority to the Investment Manager. such services. No non-audit services were provided by the Further information may be found at: auditor during the year or to the date of this Report. The www.abrdn.com/en-gb/seeing-things-differently Directors remain satisfied that the Auditor is objective and independent. ### Substantial Interests The Company had been notified of the following share ### Going Concern interests above 3% in the Company as at 31 March 2023: In accordance with the Financial Reporting Council’s guidance on Going Concern and Liquidity Risk, the Number of Directors have reviewed the Company’s ability to continue Shareholder shares held % held as a going concern. The Company’s assets consist substantially of a portfolio of quoted securities which in City of London Investment most circumstances are realisable within a short Management 7,641,453 13.7 timescale. The Directors are mindful of the principal risks Lazard Asset Management 6,897,668 12.3 and uncertainties disclosed on pages 13 to 15 and in Note 17 to the financial statements and have reviewed income Clients of abrdn 5,461,416 9.8 forecasts detailing revenue and expenses; accordingly, Clients of Hargreaves Lansdown the Directors believe that, the Company has adequate (execution only) 4,106,422 7.4 financial resources to continue in operational existence for | the foreseeable future and for at least 12 months from the | Clients of Interactive Investor | | --- | --- | | date of this Report. | (execution only) 3,872,310 7.0 | | In August 2022, the Company entered into a three-year, | Allspring Global Investments 3,340,628 6.0 | £30 million revolving credit facility (the “Facility”) with Royal 1607 Capital Partners 2,657,410 4.8 Bank of Scotland International Limited (London Branch), part of NatWest Group plc, of which £30 million was drawn abrdn retail plans 2,438,534 4.4 down at 31 March 2023 (2022 - £30 million). The Board has set limits for borrowing and regularly reviews the level The above interests at 31 March 2023 were unchanged at of any gearing and compliance with banking covenants. In the date of approval of this Report other than in relation to advance of expiry of the Facility in 2025, the Company will 1607 Capital Partners, which advised the Company on 19 enter negotiations with its bankers. If acceptable terms May 2023 of a holding of 2,798,010 shares, equivalent to are available from the existing bankers, or any alternative, 5.1% of the Company’s shares in issue (excluding treasury the Company would expect to continue to access a shares) and City of London, which advised the Company facility. However, should these terms not be forthcoming, on 12 June 2023 of a holding of 7,711,453 shares, any outstanding borrowing would be repaid through the equivalent to 14.0% of the Company’s shares in issue proceeds of equity sales. (excluding treasury shares). abrdn New India Investment Trust plc 43 # Directors' Report ## Continued ### Relations with Shareholders The Directors place great importance on communication with shareholders. The Annual Report is widely distributed to other parties who have an interest in the Company's performance. Shareholders and investors may obtain up-to-date information on the Company through its website, abrdnnewindia.co.uk, or via the abrdn's Customer Services Department. The Company responds to letters from shareholders on a wide range of issues (see Contact Addresses on page 102). The Board's policy is to communicate directly with shareholders and their representative bodies without the involvement of the management group (either the Company Secretaries or abrdn) in situations where direct communication is required and representatives from the Board offer to meet with major shareholders on an annual basis in order to gauge their views. In addition, members of the Board may accompany the Manager when undertaking meetings with institutional shareholders. The Company Secretaries only act on behalf of the Board, not the Manager, and there is no filtering of communication. At each Board meeting the Board receives full details of any communication from shareholders to which the Chairman responds, as appropriate, on behalf of the Board. The Notice of AGM included within the Annual Report is normally sent out at least 20 working days in advance of the meeting. All shareholders have the opportunity to put questions to the Board and Manager prior to the Company's AGM. ### Annual General Meeting The AGM will be held on 27 September 2023 and the AGM Notice and related notes may be found on pages 94 to 98. Resolutions relating to the following items will be proposed at the AGM as special business. ### Change of Investment Policy (Resolution 9) The Company is proposing to amend its investment policy, to allow investment into unquoted companies and to introduce a limit on the maximum size of any individual investment in the portfolio. The full text of the proposed amendment may be found on page 12 while further information on the reasons for this amendment may be found in the Chairman's Statement on page 9. The amendment requires both FCA and shareholder approval and it is intended that Resolution 9 will be put to shareholders at the forthcoming AGM for their approval. ### Share Repurchases (Resolution 10) At the AGM held on 22 September 2022, shareholders approved the renewal of the authority for the Company to repurchase its Ordinary shares. The principal aim of a share buy back facility is to reduce the volatility in the discount. In addition, the purchase of shares, when they are trading at a discount, should result in an increase in the NAV per share for the remaining shareholders. This authority, if conferred, will only be exercised if to do so would result in an increase in the NAV per share for the remaining shareholders, and if it is in the best interests of shareholders generally. Any purchase of shares will be made within guidelines established from time to time by the Board. It is proposed to seek shareholder authority to renew this facility for another year at the AGM. Under the Listing Rules, the maximum price that may be paid on the exercise of this authority must not exceed the higher of: (i) 105% of the average of the middle market quotations for the shares over the five business days immediately preceding the date of purchase; and (ii) the higher of the last independent trade and the highest current independent bid on the trading venue where the purchase is carried out. The minimum price which may be paid is 25p per share. Shares which are purchased under this authority will either be cancelled or held as treasury shares. Renewal of the authority to buy back shares is sought at the AGM as the Board considers that this mechanism has assisted in lowering the volatility of the discount reflected in the Company's share price and is also accretive, in NAV terms, for continuing shareholders. Special resolution 10 in the Notice of AGM will, if passed, renew the authority to purchase in the market a maximum of 14.99% of shares in issue as at 28 June 2023, being the nearest practicable date to the approval of this Report (equivalent to approximately 8.2 million Ordinary shares). Such authority will expire on the date of the AGM in 2024 or on 30 September 2024, whichever is earlier. This means in effect that the authority will have to be renewed at the next AGM, or earlier, if the authority has been exhausted. ### Issue of Shares (Resolutions 11 and 12) Ordinary resolution 11 in the Notice of AGM will, if passed, renew the authority to allot unissued share capital up to an aggregate of 10%, equivalent to approximately 5.5 million Ordinary shares, of the Company's existing issued share capital, excluding treasury shares, as at 28 June 2023, being the nearest practicable date to the approval of this Report). Such authority will expire on the date of the AGM in 2024 or on 30 September 2024, whichever is earlier, 44 abrdn New India Investment Trust plc which means that the authority will have to be renewed at the next AGM or, earlier, if the authority has been exhausted. When shares are to be allotted for cash, the Companies Act 2006 (the "Act") provides that existing shareholders have pre-emption rights and that the new shares must be offered first to such shareholders in proportion to their existing holding of shares. However, shareholders can, by Special resolution, authorise the Directors to allot shares otherwise than by a pro rata issue to existing shareholders. Special resolution 12 will, if passed, give the Directors power to allot for cash equity securities up to 10% (equivalent to approximately 5.5 million Ordinary shares), of the Company's existing issued share capital as at 28 June 2023, being the nearest practicable date to the approval of this Report), as if Section 561(1) of the Act did not apply. This is the same nominal amount of share capital which the Directors are seeking the authority to allot pursuant to resolution 11. This authority will expire on the date of the AGM in 2024 or on 30 September 2024, whichever is earlier, which means that the authority will have to be renewed at the next AGM or, earlier, if the authority has been exhausted. This authority will not be used in connection with a rights issue by the Company. The Directors intend to use the authorities given by resolutions 11 and 12 to allot shares, or sell shares from treasury, and disapply pre-emption rights only in circumstances where this will be clearly beneficial to shareholders as a whole. The issue proceeds would be available for investment in line with the Company's investment policy. The Company is permitted to buy back and hold shares in treasury and then sell them at a later date for cash, rather than cancelling them. The Treasury Share Regulations require such sale to be on a pre-emptive, pro rata, basis to existing shareholders unless shareholders agree by Special resolution to disapply such pre-emption rights. Accordingly, in addition to giving the Directors power to allot unissued Ordinary share capital on a non pre-emptive basis, resolution 12, if passed, will give the Directors authority to sell Ordinary shares from treasury on a non pre-emptive basis. No dividends may be paid on any shares held in treasury and no voting rights will attach to such shares. The benefit of the ability to hold treasury shares is that such shares may be resold. This should give the Company greater flexibility in managing its share capital and improve liquidity in its shares. The Board would only expect to issue new Ordinary shares or sell Ordinary shares from treasury at a price per Ordinary share which represented a premium to the NAV per share. It is also the intention of the Board that sales from treasury would only take place when the Board believes that to do so would assist in the provision of liquidity to the market. ## Recommendation The Board considers all of the Resolutions to be put to shareholders at the AGM to be in the best interests of the Company and its members as a whole and are likely to promote the success of the Company for the benefit of its members as a whole. Accordingly, the Board unanimously recommends that shareholders should vote in favour of the resolutions to be proposed at the Annual General Meeting, as they intend to do in respect of their own shareholdings, amounting to 20,446 Ordinary shares. ## Additional Information Where not provided elsewhere in the Directors' Report, the following provides the additional information required to be disclosed by The Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008. The Company is not aware of any significant agreements to which it is a party, apart from the management agreement, that take effect, alter or terminate upon a change of control of the Company following a takeover. Other than the management agreement with the Manager, further details of which are set out on page 38, the Company is not aware of any contractual or other agreements which are essential to its business which might reasonably be expected to have to been disclosed in the Directors' Report. The financial risk management objectives and policies arising from its financial instruments and the exposure of the Company to risk are disclosed in Note 17 to the Financial Statements. **Michael Hughes,** Chairman 28 June 2023 abrdn New India Investment Trust plc 45 Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General ## Statement of Corporate Governance abrdn New India Investment Trust plc (the “Company”) is The Board considers that these provisions are not relevant committed to high standards of corporate governance. to the position of the Company being an externally The Board is accountable to the Company’s shareholders managed investment company. In particular, all of the for good governance and this statement describes how Company’s day-to-day management and administrative the Company has applied the principles identified in the functions are outsourced to third parties. As a result, the UK Corporate Governance Code as published in July 2018 Company has no executive directors, employees or (the “UK Code”), which is available on the Financial internal operations. The Company has therefore not Reporting Council’s (the “FRC”) website: frc.org.uk and is reported further in respect of these provisions. applicable for the Company’s Year. Further information on how the Company has applied the The Board has also considered the principles and AIC Code, the UK Code, the Companies Act 2006 and provisions of the AIC Code of Corporate Governance as the FCA’s DTR 7.2.6 can be found in the Annual Report published in February 2019 (the “AIC Code”). The AIC as follows: Code addresses the principles and provisions set out in the · the composition and operation of the Board and its UK Code, as well as setting out additional provisions on Committees are detailed on pages 39 to 42 and on issues that are of specific relevance to the Company. The page 47 in respect of the Audit Committee; AIC Code is available on the AIC’s website: theaic.co.uk. · the Board’s policy on diversity and information on Board The Board considers that reporting against the principles diversity is on pages 39 and 40; and provisions of the AIC Code, which has been endorsed · the Company’s approach to internal control and risk by the FRC, provides more relevant information to management is detailed on page 48; shareholders. · the contractual arrangements with the Manager are set The Board confirms that, during the year ended 31 March out on page 38 while details of the annual assessment of 2023, the Company has complied with the provisions of the Manager may be found on page 42; the AIC Code, and the relevant provisions of the UK Code, · the Company’s capital structure and voting rights are except for those provisions relating to: summarised on page 38; · the composition of the Audit Committee (AIC Code · the substantial interests disclosed in the Company’s provision 29): the other Directors consider that it is shares are listed on page 43; appropriate for the Chairman of the Board to be a · the rules concerning the appointment and replacement member of, but not chair, the Audit Committee, due to of Directors are contained in the Company’s Articles of the Board’s small size, the lack of any perceived conflict Association and are summarised on page 50. There are of interest, and because the other Directors believe that no agreements between the Company and its Directors Michael Hughes was independent on appointment and concerning compensation for loss of office; and continues to be independent; and · the powers to issue or buy back the Company’s ordinary · the establishment of a remuneration committee (AIC shares, which are sought annually, and any Code provision 37): for the reasons set out in the AIC amendments to the Company’s Articles of Association Code the Board considers that this provision is not require a special resolution (75% majority) to be passed relevant to the position of the Company, being an by shareholders and information on these resolutions externally managed investment company. In particular, may be found on pages 44 and 45. all of the Company’s day-to-day management and administrative functions are outsourced to third parties. Michael Hughes, As a result, the Company has no executive directors, Chairman employees or internal operations. The Company 28 June 2023 has therefore not reported further in respect of this provision. 46 abrdn New India Investment Trust plc ## Audit Committee’s Report The Audit Committee presents its Report for the year financial statements, half-yearly reports, ended 31 March 2023. announcements and related formal statements; · to review the content of the Annual Report and advise ### Committee Composition the Board on whether, taken as a whole, it is fair, The Directors have appointed an Audit Committee (the balanced and understandable and provides the “Committee”) consisting of the whole Board, which was information necessary for shareholders to assess the chaired by Stephen White until 28 September 2022, and Company’s position and performance, business model by Andrew Robson thereafter. The other Directors and strategy; consider that it is appropriate for the Chairman of the · to meet with the Auditor to review their proposed audit Board to be a member of, but not chair, the Committee. programme of work and the findings of the Auditor. The This is due to the Board’s small size, the lack of any Committee shall also use this as an opportunity to perceived conflict of interest and because the other assess the effectiveness of the audit process; Directors believe that Hasan Askari, the Chairman until 28 Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements · to develop and implement policy on the engagement of September 2022, was independent, while Michael Hughes, the Auditor to supply non-audit services. During the year the Chairman thereafter, continues to be independent under review, no non-audit services were provided to and brings considerable financial expertise to the the Company by KPMG LLP. All non-audit services must Committee. be approved in advance by the Committee and will be The Directors have satisfied themselves both that at least reviewed in light of statutory requirements to maintain one of the Committee’s members has recent and relevant the Auditor’s independence; financial experience (Andrew Robson is a member of the · to review a statement from the Manager detailing the Institute of Chartered Accountants in England and Wales), arrangements in place within abrdn whereby its staff and that the Committee as a whole possesses may, in confidence, escalate concerns about possible competence relevant to the investment trust sector. improprieties in matters of financial reporting or other matters (whistleblowing); ### Role of the Audit Committee · to review and approve the remuneration and terms of The principal function of the Committee is to assist the engagement of the Auditor; Board in relation to the reporting of financial information, · to monitor and review annually the Auditor’s the review of financial controls and the management independence, objectivity, effectiveness, resources and of risk. qualification; The Committee meets not less than twice each year, in · to monitor the requirement for rotation of the Auditor line with the cycle of annual and half-yearly reports, which and to oversee any tender for the external audit of the is considered by the Directors to be a frequency Company; appropriate to the size and complexity of the Company. · to keep under review the appointment of the Auditor The Committee has defined terms of reference which are and to recommend to the Board and shareholders the reviewed and re-assessed for their adequacy on an reappointment of the existing auditor or, if appropriate, annual basis. Copies of the terms of reference are the appointment of a new Auditor; and available from the Company's website or from the Company Secretaries, on request. · to evaluate its own performance each year, in relation to discharging its main functions, by means of a section In summary, the Committee’s main functions are: devoted to the Committee within the Directors’ annual · to review and monitor the internal control systems and self-evaluation. risk management systems (including review of non- ### financial risks) on which the Company is reliant; Activities during the Year · to consider annually whether there is a need for the The Committee met on three occasions during the year to Company to have its own internal audit function; consider the Annual Report, the Half-Yearly Report and the Company’s system of risk management and internal · to review and monitor the integrity of the half-yearly control. Reports from abrdn’s internal audit, business risk report and annual financial statements of the Company; and compliance departments were considered by the · to review, and report to the Board on, the significant Committee at these meetings. financial reporting issues and judgements made in connection with the preparation of the Company’s abrdn New India Investment Trust plc 47 ## Audit Committee’s Report ### Continued · the Board and Manager have agreed clearly-defined ### Review of Internal Controls Systems and Risk investment criteria, specified levels of authority and ### Management exposure limits. Reports on these issues, including The Board is ultimately responsible for the Company’s performance statistics and investment valuations, are system of internal control and risk management and for regularly submitted to the Board, and there are reviewing its effectiveness. The Committee confirms that meetings with the Manger and Investment Manager there is a robust process for identifying, evaluating and as appropriate; managing the Company's significant business and · as a matter of course, the Manager’s compliance operational risks, that it was in place for the year ended 31 department continually reviews the Manager’s March 2023 and up to the date of approval of this Annual operations; and Report, that it is regularly reviewed by the Board and · written agreements are in place which specifically accords with the FRC guidance on internal controls. define the roles and responsibilities of the Manager and The principal risks and uncertainties facing the Company other third-party service providers. are identified on pages 13 to 15 of this Report. The Committee has considered the need for an internal The design, implementation and maintenance of controls audit function but, due to the delegation of certain and procedures to safeguard the assets of the Company business functions to the Manager, has decided to place and, to manage its affairs properly, extends to operational reliance on abrdn’s systems and internal audit procedures, and compliance controls and risk management. This including the ISAE3402 Report, a global assurance includes controls over financial reporting risks related to standard for reporting on internal controls for service the preparation of the Annual Report, which are organisations, commissioned by the Manager’s delegated to the Manager as part of the Management immediate parent company, abrdn. At its June 2023 Agreement (“MA”) and the Committee receives regular meeting, the Committee carried out an annual reports from the Manager as to how these controls assessment of risk management and internal controls for are operating. the year ended 31 March 2023 by considering Internal control and risk management systems are documentation from the Manager, including the internal monitored and supported by the Manager’s business risk audit and compliance functions, and taking account of and compliance functions which undertake periodic events since 31 March 2023. examination of business processes, including compliance The system of internal control and risk management is with the terms of the MA, and ensures that any designed to meet the Company’s particular needs and recommendations to improve controls are implemented. the risks to which it is exposed. Accordingly, this system is Risk is considered in the context of the FRC and the UK designed to manage, rather than eliminate, the risk of Code guidance and includes financial, regulatory, market, failure to achieve business objectives and, by its nature, operational and reputational risk. Risks are identified and can only provide reasonable, and not absolute, assurance documented through a risk heat-map, which is a pictorial against misstatement and loss. representation of the risks faced by the Company, after taking account of any mitigating controls to minimise ### External Agencies the risk, ranked in order of likelihood and impact on The Board has contractually delegated to external the Company. agencies, including the Manager and other service The key components designed to provide effective risk providers, certain services: the management of the management and internal control are outlined below: investment portfolio, the depositary services (which include the custody and safeguarding of the assets), the · the Manager prepares forecasts and management share registration services and the day-to-day accounts which allow the Board to assess the accounting and company secretarial requirements. Each Company’s activities and review its performance; the of these contracts was entered into after full and proper emphasis is on obtaining the relevant degree of consideration by the Board of the quality and cost of assurance and not merely reporting by exception; services offered in so far as they relate to the affairs of the Company. The Board receives and considers reports from each service provider, including the Manager, on a regular basis. In addition, ad hoc reports and information are supplied to the Board as requested. 48 abrdn New India Investment Trust plc ## Financial Reporting and Significant Issues During its review of the Company's financial statements for the year ended 31 March 2023, the Committee identified one potentially significant financial reporting risk facing the Company which is unchanged from the prior year, namely valuation and existence of investments, as well as several additional risks, which also reflected the Auditor's assessment of the principal financial statement risks affecting the Company as part of the Auditor's planning and reporting of the year end audit. ## Valuation and Existence of Investments The valuation of investments is undertaken in accordance with the accounting policies, disclosed in Notes 2(a) and 2(g) to the financial statements. With reference to the IFRS 13 fair value hierarchy, all of the Company's investments at 31 March 2023 were categorised as Level 1 as they are considered liquid and quoted in active markets. The portfolio is reviewed and verified by the Manager on a regular basis and management accounts including a full portfolio listing are prepared each month and circulated to the Board. BNP Paribas Trust Corporation UK Limited (the 'Depository') has been appointed as depositary to safeguard the assets of the Company. The Depository checks the consistency and accuracy of its records on a monthly basis and reports its findings to the Manager. Separately, the investment portfolio is reconciled regularly by the Manager. ## Other Financial Reporting Issues As well as fraud risk and corporate governance and disclosures, the other accounting area of financial reporting particularly considered by the Committee was compliance with Sections 1158 and 1159 of the Corporation Tax Act 2010. Approval of the Company as an investment trust under those sections for financial years commencing on or after 1 April 2012 has been obtained and ongoing compliance with the eligibility criteria is monitored on a regular basis by the Manager and reported to the Directors. ## Review of Auditor The Committee has reviewed, and considered appropriate, the effectiveness of the Auditor including: - **Independence** – the Auditor discusses with the Committee, at least annually, the steps it takes to ensure its independence and objectivity and makes the Committee aware of any potential issues, explaining all relevant safeguards; - **Quality of audit work** – including the ability to resolve issues in a timely manner (identified issues are satisfactorily and promptly resolved), its communications/presentation of outputs (the explanation of the audit plan, any deviations from it and the subsequent audit findings are comprehensive and comprehensible), and working relationship with management (the Auditor has an effective working relationship with the Manager); and - **Quality of people and service** – including continuity and succession plans (the audit team is made up of sufficient, suitably experienced staff with provision made for knowledge of the investment trust sector and retention on rotation of the senior statutory auditor). ## Tenure and Reappointment of KPMG LLP as Auditor KPMG has expressed its willingness to be reappointed auditor to the Company. Resolution 8, which is to be put to shareholders at the forthcoming AGM, proposes the reappointment of KPMG as Independent Auditor of the Company, and also seeks authorisation for the Directors to fix KPMG's remuneration for the year to 31 March 2024. Listed companies are required to tender the external audit at least every ten years and change audit firm at least every twenty years. The Committee last undertook an audit tender process in 2016 when KPMG LLP was appointed as auditor in respect of financial years ended on or after 31 March 2017. The Company is required to tender the external audit no later than for the year ending 31 March 2027. In accordance with professional and regulatory standards, the audit director responsible for the audit is rotated at least every five years in order to protect independence and objectivity and to provide fresh challenge to the business. The year ended 31 March 2023 is the fifth year for which the present audit director from KPMG LLP, Gary Fensom, has served as the senior statutory auditor. **Andrew Robson** Chairman of the Audit Committee 28 June 2023 Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General abrdn New India Investment Trust plc 49 # Directors' Remuneration Report This Directors' Remuneration Report comprises three parts: 1. a Remuneration Policy, which is subject to a binding shareholder vote every three years – was most recently approved by shareholders at the AGM on 23 September 2020 where the proxy votes for the relevant resolution were: For – 34.8m votes (99.7%); Discretionary – 18,900 votes (0.1%); Against – 69,596 votes (0.2%); and Withheld – 80,801 votes. The Remuneration Policy will be put to shareholders again at the AGM on 27 September 2023, as resolution 3; 2. an annual Implementation Report, which is subject to an advisory vote; and 3. an Annual Statement. The law requires the Company's Auditor to audit certain of the disclosures provided. Where disclosures have been audited, they are indicated as such. The Auditor's opinion is included in their report on pages 54 to 59. The Directors' Remuneration Policy and level of Directors' remuneration are determined by the Nomination Committee, which was chaired by Hasan Askari until 28 September 2022, and by Michael Hughes thereafter, and comprises all of the Directors. The Remuneration Policy is reviewed by the Nomination Committee on an annual basis. ## Remuneration Policy The Board's policy is that the remuneration of non-executive Directors should be sufficient to attract Directors of the quality required to run the Company successfully. The remuneration should also reflect the nature of the Directors' duties, responsibilities and the value of their time spent and be fair and comparable to that of other investment trusts that are similar in size and have a similar capital structures and investment objectives. ## Appointment - The Company only intends to appoint non-executive Directors. - All the Directors are non-executive appointed under the terms of Letters of Appointment. - Directors must retire and be subject to election, at the first AGM after their appointment, and re-election at least every three years thereafter, although the Board has approved a policy of annual re-election. - New appointments to the Board will be placed on the fee applicable to all Directors at the time of appointment. - No incentive or introductory fees will be paid to encourage a Directorship. - The Directors are not eligible for bonuses, pension benefits, share options, long term incentive schemes or other benefits. - Directors are entitled to re-imbursement of out-of-pocket expenses incurred in connection with the performance of their duties, including travel expenses. - The Company indemnifies its Directors for all costs, charges, losses, expenses and liabilities which may be incurred in the discharge of their duties. ## Performance, Service Contracts, Compensation and Loss of Office - The Directors' remuneration is not subject to any performance-related fee. - No Director has a service contract. - No Director was interested in contracts with the Company during the period or subsequently. - The terms of appointment provide that a Director may be removed without notice. - Compensation will not be due upon leaving office. - No Director is entitled to any other monetary payment or to any assets of the Company. ## Statement of Voting at General Meeting At the Company's last AGM, held on 28 September 2022, shareholders approved the Directors' Remuneration Report (other than the Directors' Remuneration Policy) in respect of the year ended 31 March 2022 and the following proxy votes were received on the Resolution: For – 35.5m votes (99.8%); Discretionary – 22,055 votes (0.1%); Against – 62,421 votes (0.1%); and Withheld – 52,502 votes. The fact that the Remuneration Policy is subject to a binding vote at every third AGM does not imply any change on the part of the Company. The principles remain the same as for previous years. There have been no changes to the Directors' Remuneration Policy during the period of this Report nor are there any proposals for the foreseeable future. 50 abrdn New India Investment Trust plc This part of the Remuneration Report provides details of the Company's Remuneration Policy for Directors of the Company. This policy takes into consideration the principles of the UK Corporate Governance Code. No shareholder views were sought in setting the Remuneration Policy although any comments received from shareholders would be considered on an ongoing basis. As the Company has no employees and the Board is comprised wholly of non-executive Directors and, given the size and nature of the Company, the Board has not established a separate Remuneration Committee during the year under review. The Nomination Committee is responsible for determining Directors' remuneration. The Directors' Remuneration Policy was approved by shareholders at the AGM on 23 September 2020. ## Implementation Report The Directors are non-executive and the limit on their aggregate annual fees is set at £200,000 within the Company's Articles of Association. This limit may only be amended by shareholder resolution and a resolution to increase the limit from £150,000 was last approved by shareholders at the AGM in 2018. ## Review of Directors' Fees The levels of fees for the year and the preceding year are set out in the table below. | Year ended | 31 March 2023 £ | 31 March 2022 £ | 31 March 2021 £ | | --- | --- | --- | --- | | Chairman | 38,000 | 36,500 | 36,000 | | Chairman of Audit Committee | 33,000 | 30,500 | 30,000 | | Director | 29,000 | 27,500 | 27,000 | The Nomination Committee carried out a review of Directors' annual fees during the year, including assessing the prevailing inflation rate and the increased time required by the Company to devote to regulatory matters, and concluded that these should change, with effect from 1 April 2023, to the following fees per annum: £40,000 (Chairman), £34,500 (Audit Committee Chairman) and £30,000 for each other Director. There are no further fees to disclose as the Company has no employees, chief executive or executive directors. ## Spend on Pay As the Company has no employees, the Directors do not consider it appropriate to present a table comparing remuneration paid to employees with distributions to shareholders. The fees paid to Directors are shown in the table. ## Company Performance During the year the Board carried out a review of investment performance. The graph shows the share price total return (assuming all dividends are reinvested) to Ordinary shareholders compared to the total return from the Benchmark for the ten-year period to 31 March 2023 (rebased to 100 at 31 March 2013). This Benchmark was selected for comparison purposes as it is used by the Board for investment performance measurement. ![img-2.jpeg](img-2.jpeg) ## Fees Payable (Audited) The Directors who served in the year received the fees, as set out in the table below, which excluded employers' National Insurance contributions. | Director | Year ended 31 March 2023 £ | Year ended 31 March 2022 £ | | --- | --- | --- | | Michael Hughes^{A} | 33,803 | 27,500 | | David Simpson^{B} | 29,000 | 11,458 | | Andrew Robson^{C} | 21,355 | n/a | | Rebecca Donaldson | 29,000 | 27,500 | | Hasan Askari^{D} | 19,036 | 36,500 | | Stephen White^{D} | 16,317 | 30,500 | | **Total** | **148,511** | **133,458** | $^{A}$ Appointed as Chairman on 28 September 2022. $^{B}$ Appointed as a Director on 1 November 2021 and Senior Independent Director on 28 September 2022. $^{C}$ Appointed as a Director on 1 August 2022. $^{D}$ Retired as a Director on 28 September 2022. abrdn New India Investment Trust plc 51 Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General ## Directors’ Remuneration Report ### Continued Fees are pro-rated where a change takes place during a ### Annual Statement financial year. There were no payments to third parties On behalf of the Board and in accordance with Part 2 of from the fees referred to in the table. Schedule 8 of the Large and Medium-sized Companies Directors’ Interests in the Company (Audited) and Groups (Accounts and Reports) (Amendment) Regulations 2013, the Board confirms that the above The Directors are not required to have a shareholding in Report on Remuneration Policy and Remuneration the Company. The Directors (including their connected Implementation summarises, as applicable, for the year persons) at 31 March 2023 and 31 March 2022 had no ended 31 March 2023: interest in the share capital of the Company other than those interests, all of which are beneficial, in the table · the major decisions on Directors’ remuneration; below, which were also unchanged as at the date of · any substantial changes relating to Directors’ this Report: remuneration made during the year; and · the context in which the changes occurred and in which 31 March 2023 31 March 2022 decisions have been taken. Ord. 25p Ord. 25p Michael Hughes 8,115 8,115 Michael Hughes, David Simpson 3,860 3,860 Chairman 28 June 2023 Andrew Robson 4,000 n/a Rebecca Donaldson 4,471 4,471 A Hasan Askari 4,300 4,300 A Stephen White 12,500 12,500 A As at date of retirement on 28 September 2022. Annual Percentage Change in Directors’ Remuneration (Audited) The table below sets out the annual percentage change in Directors’ fees for the past year. | Year | | Year | Year | | --- | --- | --- | --- | | | ended | ended | ended 31 | | | 31 March | 31 March | March | | | 2023 | 2022 | 2021 | | | % | % | % | A Michael Hughes 22.9 1.9 1.9 B David Simpson 153.1 n/a n/a C Andrew Robson n/a n/a n/a D Rebecca Donaldson 5.5 74.6 n/a E Hasan Askari -47.8 1.4 1.4 E Stephen White -46.5 1.7 1.7 Rachel Beagles n/a n/a -51.0 A Appointed as Chairman on 28 September 2022. B Appointed as a Director on 1 November 2021 and Senior Independent Director on 28 September 2022. | C Appointed as a Director on 1 August 2022. | | --- | | D Appointed as a Director on 1 September 2020. | | E Retired as a Director on 28 September 2022. | 52 abrdn New India Investment Trust plc ## Statement of Directors’ responsibilities in respect of the ## Annual Report and financial statements The Directors are responsible for preparing the Annual Under applicable law and regulations, the Directors are Report and the financial statements in accordance with also responsible for preparing a Strategic Report, applicable law and regulations. Directors’ Report, Directors’ Remuneration Report and Corporate Governance Statement that complies with that Company law requires the Directors to prepare financial law and those regulations. statements for each financial year. Under that law they have elected to prepare the financial statements in The Directors are responsible for the maintenance and accordance with UK-adopted international accounting integrity of the corporate and financial information standards and applicable law. included on the Company’s website but not for the content of any information included on the website that Under company law the Directors must not approve the has been prepared or issued by third parties. Legislation in financial statements unless they are satisfied that they the UK governing the preparation and dissemination of give a true and fair view of the state of affairs of the financial statements may differ from legislation in Company and of its profit or loss for that period. In other jurisdictions. Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements preparing these financial statements, the Directors are required to: In accordance with Disclosure Guidance and Transparency Rule 4.1.14R, the financial statements will · select suitable accounting policies and then apply them form part of the annual financial report prepared using consistently; the single electronic reporting format under the TD ESEF · make judgements and estimates that are reasonable, Regulation. The auditor's report on these financial relevant and reliable; statements provides no assurance over the ESEF format. · state whether they have been prepared in accordance Responsibility Statement of the Directors in respect of the with UK adopted international accounting standards; Annual Financial Report · assess the Company’s ability to continue as a going We confirm that to the best of our knowledge: concern, disclosing, as applicable, matters related to going concern; and · the financial statements, prepared in accordance with · use the going concern basis of accounting unless they the applicable set of accounting standards, give a true either intend to liquidate the Company or to cease and fair view of the assets, liabilities, financial position operations or have no realistic alternative but to do so. and profit or loss of the Company; and · the strategic report includes a fair review of the The Directors are responsible for keeping adequate development and performance of the business and the accounting records that are sufficient to show and explain position of the issuer, together with a description of the the Company’s transactions and disclose with reasonable principal risks and uncertainties that they face. accuracy at any time the financial position of the Company and enable them to ensure that its financial We consider the annual report and accounts, taken as a statements comply with the Companies Act 2006. They whole, is fair, balanced and understandable and provides are responsible for such internal control as they determine the information necessary for shareholders to assess the is necessary to enable the preparation of financial Company’s position and performance, business model statements that are free from material misstatement, and strategy. whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to For and on behalf of the Board prevent and detect fraud and other irregularities. Michael Hughes, Chairman 28 June 2023 abrdn New India Investment Trust plc 53 ## Independent Auditor’s Report to the Members of ## abrdn New India Investment Trust plc ### 1 Our opinion is unmodified We have audited the financial statements of abrdn New Overview India Investment Trust plc (“the Company”) for the year Materiality: £4.0m (2022: £4.5m) ended 31 March 2023 which comprise the Statement of Financial statements as a whole 1% (2022: 1%) of Total Assets Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity, Statement of Cash Flows, Key audit matter vs 2022 and the related notes, including the accounting policies in note 2. Recurring risk Carrying amount of quoted investments In our opinion the financial statements: · give a true and fair view of the state of Company’s ### 2 Key audit matters: our assessment of risks affairs as at 31 March 2023 and of its loss for the year ### of material misstatement then ended; Key audit matters are those matters that, in our · have been properly prepared in accordance with UK- professional judgement, were of most significance in the adopted international accounting standards; and audit of the financial statements and include the most · have been prepared in accordance with the significant assessed risks of material misstatement requirements of the Companies Act 2006. (whether or not due to fraud) identified by us, including those which had the greatest effect on: the overall audit Basis for opinion strategy; the allocation of resources in the audit; and We conducted our audit in accordance with International directing the efforts of the engagement team. We Standards on Auditing (UK) (“ISAs (UK)”) and applicable summarise below the key audit matter (unchanged from law. Our responsibilities are described below. We believe 2022), in arriving at our audit opinion above, together with that the audit evidence we have obtained is a sufficient our key audit procedures to address this matter and, as and appropriate basis for our opinion. Our audit opinion is required for public interest entities, our results from those consistent with our report to the audit committee. procedures. This matter was addressed, and our results are based on procedures undertaken, in the context of, We were first appointed as auditor by the shareholders on and solely for the purpose of, our audit of the financial 6 September 2016. The period of total uninterrupted statements as a whole, and in forming our opinion thereon, engagement is for the seven financial years ended 31 and consequently are incidental to that opinion, and we March 2022. We have fulfilled our ethical responsibilities do not provide a separate opinion on this matter. under, and we remain independent of the Company in accordance with, UK ethical requirements including the FRC Ethical Standard as applied to listed public interest entities. No non-audit services prohibited by that standard were provided. 54 abrdn New India Investment Trust plc The risk Our response | Carrying amount of quoted | Low risk, high value | We performed the detailed tests below rather | | --- | --- | --- | | investments | The Company’s portfolio of level 1 quoted | than seeking to rely on the Company’s controls, | | (£391.4m: 2022 £439.9m) | investments makes up 97.3% (2022: 97.3%) of the | because the nature of the balance is such that we | | | Company’s total assets (by value) and is one of the | would expect to obtain audit evidence primarily | Refer to page 49 (Audit key drivers of results. through the detailed procedures below. Committee Report), page 67 Our procedures included: (accounting policy) and pages We do not consider these investments to be at a 72 and 73 (financial disclosures). high risk of significant misstatement, or to be · Tests of detail: Agreeing the valuation of 100% of subject to a significant level of judgement because level 1 quoted investments in the portfolio to they comprise liquid, quoted investments. externally quoted prices; and Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements However, due to their materiality in the context of · Enquiry of Depositary: Agreeing 100% of level 1 the financial statements as a whole, they are quoted investment holdings in the portfolio to considered to be the areas which had the greatest independently received third party effect on our overall audit strategy and allocation confirmations from the investment Depositary. of resources in planning and completing our audit. Our results: We found the carrying amount of quoted investments to be acceptable (2022: acceptable). ### 3 Our application of materiality and an ### overview of the scope of our audit Materiality for the financial statements as a whole was set Our audit of the Company was undertaken to the at £4.0m (2022: £4.5m), determined with reference to a materiality level specified above and was performed by a benchmark of total assets, of which it represents 1% single audit team. (2022: 1%). The scope of the audit work performed was fully In line with our audit methodology, our procedures on substantive as we did not rely upon the Company’s individual account balances and disclosures were internal control over financial reporting. performed to a lower threshold, performance materiality, so as to reduce to an acceptable level the risk that individually immaterial misstatements in individual account balances add up to a material amount across the financial statements as a whole. Performance materiality was set at 75% (2022: 75%) of materiality for the financial statements as a whole, which equates to £3.0m (2022: £3.4m). We applied this percentage in our determination of performance materiality because we did not identify any factors indicating an elevated level of risk. We agreed to report to the Audit Committee any corrected or uncorrected identified misstatements exceeding £201,000 (2022: £225,000), in addition to other identified misstatements that warranted reporting on qualitative grounds. abrdn New India Investment Trust plc 55 ## Independent Auditor’s Report to the Members of ## abrdn New India Investment Trust plc ### Continued · we have nothing material to add or draw attention to in ### 4 Going concern relation to the Directors’ statement in Note 2 (a) to the The Directors have prepared the financial statements on financial statements on the use of the going concern the going concern basis as they do not intend to liquidate basis of accounting with no material uncertainties that the Company or to cease its operations, and as they have may cast significant doubt over the Company’s use of concluded that the Company’s financial position means that basis for the going concern period, and we found that this is realistic. They have also concluded that there the going concern disclosure in note 2 (a) to be are no material uncertainties that could have cast acceptable; and significant doubt over its ability to continue as a going concern for at least a year from the date of approval of · the related statement under the Listing Rules set out on the financial statements (“the going concern period”). page 43 and is materially consistent with the financial statements and our audit knowledge. We used our knowledge of the Company, its industry, and the general economic environment to identify the However, as we cannot predict all future events or inherent risks to its business model and analysed how conditions and as subsequent events may result in those risks might affect the Company’s financial outcomes that are inconsistent with judgements that resources or ability to continue operations over the going were reasonable at the time they were made, the above concern period. The risks that we considered most likely to conclusions are not a guarantee that the Company will adversely affect the Company’s available financial continue in operation. resources and metrics relevant to debt covenants over this period were: ### 5 Fraud and breaches of laws and · The impact of a significant reduction in the valuation of ### regulations – ability to detect investments and the implications for the Company’s To identify risks of material misstatement due to fraud debt covenants; (“fraud risks”) we assessed events or conditions that could · The liquidity of the investment portfolio and its ability to indicate an incentive or pressure to commit fraud or meet the liabilities of the Company as and when they fall provide an opportunity to commit fraud. Our risk due; and assessment procedures included: · The operational resilience of key service organisations. · Enquiring of Directors as to the Company’s high-level policies and procedures to prevent and detect fraud, as We considered whether these risks could plausibly affect well as whether they have knowledge of any actual, the liquidity or covenant compliance in the going concern suspected or alleged fraud; period by assessing the degree of downside assumption · Assessing the segregation of duties in place between that, individually and collectively, could result in a liquidity the Directors, the Administrator and the Company’s issue, taking into account the Company’s current and Investment Manager; and projected cash and liquid investment position. · Reading Board and Audit Committee minutes. We considered whether the going concern disclosure in note 2(a) to the financial statements gives a full and As required by auditing standards, we perform accurate description of the Directors’ assessment of going procedures to address the risk of management override concern, including the identified risks, dependencies, and of controls, in particular to the risk that management may related sensitivities. be in a position to make inappropriate accounting entries. Our conclusions based on this work: We evaluated the design and implementation of the relevant controls over journal entries and other · we consider that the Directors’ use of the going concern adjustments and made inquiries of the Administrator basis of accounting in the preparation of the financial about inappropriate or unusual activity relating to the statements is appropriate; processing of journal entries and other adjustments. · we have not identified, and concur with the Directors’ Based on these procedures, we selected journal entries assessment that there is not, a material uncertainty for testing, which included material post-closing related to events or conditions that, individually or journal entries. collectively, may cast significant doubt on the Company's ability to continue as a going concern for the going concern period; 56 abrdn New India Investment Trust plc On this audit we do not believe there is fraud risk related to Secondly, the Company is subject to many other laws and revenue recognition because the revenue is non- regulations where the consequences of non-compliance judgemental and straightforward, with limited opportunity could have a material effect on amounts or disclosures in for manipulation. We did not identify any significant the financial statements, for instance through the unusual transactions or additional fraud risks. imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: money ### Identifying and responding to risks of laundering, data protection, bribery and corruption legislation and certain aspects of company legislation ### material misstatement related to recognising the financial and regulated nature of the ### compliance with laws and regulations Company’s activities and its legal form. Auditing standards We identified areas of laws and regulations that could limit the required audit procedures to identify non- reasonably be expected to have a material effect on the compliance with these laws and regulations to enquiry of financial statements from our general commercial and the Directors and the Administrator and inspection of Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements sector experience and through discussion with the regulatory and legal correspondence, if any. Therefore, if Directors, the Investment Manager and the Administrator a breach of operational regulations is not disclosed to us (as required by auditing standards) and discussed with or evident from relevant correspondence, an audit will not the Directors the policies and procedures regarding detect that breach. compliance with laws and regulations. As the Company is regulated, our assessment of risks involved gaining an ### Context of the ability of the audit to detect understanding of the control environment including the ### fraud or breaches of law or regulation entity’s procedures for complying with regulatory Owing to the inherent limitations of an audit, there is an requirements. unavoidable risk that we may not have detected some We communicated identified laws and regulations material misstatements in the financial statements, even throughout our team and remained alert to any though we have properly planned and performed our indications of non- compliance throughout the audit. audit in accordance with auditing standards. For example, the further removed non-compliance with laws and The potential effect of these laws and regulations on the regulations is from the events and transactions reflected financial statements varies considerably. in the financial statements, the less likely the inherently Firstly, the Company is subject to laws and regulations that limited procedures required by auditing standards would directly affect the financial statements including financial identify it. reporting legislation (including related companies In addition, as with any audit, there remained a higher risk legislation), distributable profits legislation, and its of non-detection of fraud, as these may involve collusion, qualification as an Investment Trust under UK taxation forgery, intentional omissions, misrepresentations, or the legislation, any breach of which could lead to the override of internal controls. Our audit procedures are Company losing various deductions and exemptions from designed to detect material misstatement. We are not UK corporation tax, and we assessed the extent of responsible for preventing non-compliance or fraud and compliance with these laws and regulations as part of our cannot be expected to detect non-compliance with all procedures on the related financial statement items. laws and regulations ### 6 We have nothing to report on the other ### information in the Annual Report The Directors are responsible for the other information presented in the Annual Report together with the financial statements. Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except as explicitly stated below, any form of assurance conclusion thereon. abrdn New India Investment Trust plc 57 ## Independent Auditor’s Report to the Members of ## abrdn New India Investment Trust plc ### Continued Our responsibility is to read the other information and, in · the Directors’ explanation in the viability statement of doing so, consider whether, based on our financial how they have assessed the prospects of the Company, statements audit work, the information therein is over what period they have done so and why they materially misstated or inconsistent with the financial considered that period to be appropriate, and their statements or our audit knowledge. Based solely on that statement as to whether they have a reasonable work we have not identified material misstatements in the expectation that the Company will be able to continue other information. in operation and meet its liabilities as they fall due over the period of their assessment, including any related Strategic report and Directors’ report disclosures drawing attention to any necessary Based solely on our work on the other information: qualifications or assumptions. · we have not identified material misstatements in the We are also required to review the Viability Statement, set Strategic Report and the Directors’ Report; out on pages 16 and 17, under the Listing Rules. Based on · in our opinion the information given in those reports for the above procedures, we have concluded that the above the financial year is consistent with the financial disclosures are materially consistent with the financial statements; and statements and our audit knowledge. · in our opinion those reports have been prepared in Our work is limited to assessing these matters in the accordance with the Companies Act 2006. context of only the knowledge acquired during our financial statements audit. As we cannot predict all future Directors’ remuneration report events or conditions and as subsequent events may result In our opinion the part of the Directors’ Remuneration in outcomes that are inconsistent with judgments that Report to be audited has been properly prepared in were reasonable at the time they were made, the accordance with the Companies Act 2006. absence of anything to report on these statements is not a guarantee as to the Company’s longer-term viability. Disclosures of emerging and principal risks and longer-term viability Corporate governance disclosures We are required to perform procedures to identify whether there is a material inconsistency between the We are required to perform procedures to identify Directors’ disclosures in respect of emerging and principal whether there is a material inconsistency between the risks and the viability statement, and the financial directors’ corporate governance disclosures and the statements and our audit knowledge. financial statements and our audit knowledge. Based on those procedures, we have nothing material to Based on those procedures, we have concluded that each add or draw attention to in relation to: of the following is materially consistent with the financial statements and our audit knowledge: · the Directors’ confirmation within the Viability Statement (on pages 16 and 17) that they have carried out a · the Directors’ statement that they consider that the robust assessment of the emerging and principal risks annual report and financial statements taken as a whole facing the Company, including those that would is fair, balanced and understandable, and provides the threaten its business model, future performance, information necessary for shareholders to assess the solvency and liquidity; Company’s position and performance, business model and strategy; · the Principal risks and Uncertainties disclosures describing these risks and how emerging risks are · the section of the annual report describing the work of identified, and explaining how they are being managed the Audit Committee, including the significant issues that and mitigated; and the audit committee considered in relation to the financial statements, and how these issues were addressed; and · the section of the annual report that describes the review of the effectiveness of the Company’s risk management and internal control systems. 58 abrdn New India Investment Trust plc We are required to review the part of the Corporate Auditor’s responsibilities Governance Statement relating to the Company’s Our objectives are to obtain reasonable assurance about compliance with the provisions of the UK Corporate whether the financial statements as a whole are free from Governance Code specified by the Listing Rules for our material misstatement, whether due to fraud or error, and review. We have nothing to report in this respect. to issue our opinion in an auditor’s report. Reasonable assurance is a high level of assurance, but does not ### 7 We have nothing to report on the other guarantee that an audit conducted in accordance with ### matters on which we are required to report ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error ### by exception and are considered material if, individually or in aggregate, Under the Companies Act 2006, we are required to report they could reasonably be expected to influence the to you if, in our opinion: economic decisions of users taken on the basis of the · adequate accounting records have not been kept, or financial statements. Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements returns adequate for our audit have not been received A fuller description of our responsibilities is provided on the from branches not visited by us; or FRC’s website at: www.frc.org.uk/auditorsresponsibilities · the financial statements and the part of the Directors’ The Company will be including these financial statements Remuneration Report to be audited are not in in an annual financial report prepared using the single agreement with the accounting records and returns; or electronic reporting format specified in the TD ESEF certain disclosures of directors’ remuneration specified Regulation. This auditor’s report provides no assurance by law are not made; or over whether the annual financial report has been · we have not received all the information and prepared in accordance with that format. explanations we require for our audit. ### 9 The purpose of our audit work and to We have nothing to report in these respects. ### whom we owe our responsibilities This report is made solely to the Company’s members, as ### 8 Respective responsibilities a body, in accordance with Chapter 3 of Part 16 of the Directors’ responsibilities Companies Act 2006. Our audit work has been As explained more fully in their statement set out on page undertaken so that we might state to the Company’s 53, the Directors are responsible for: the preparation of the members those matters we are required to state to them financial statements including being satisfied that they in an auditor’s report and for no other purpose. To the give a true and fair view; such internal control as they fullest extent permitted by law, we do not accept or determine is necessary to enable the preparation of assume responsibility to anyone other than the Company financial statements that are free from material and the Company’s members, as a body, for our audit misstatement, whether due to fraud or error; assessing the work, for this report, or for the opinions we have formed. Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going Gary Fensom concern; and using the going concern basis of accounting (Senior Statutory Auditor) unless they either intend to liquidate the Company or to for and on behalf of KPMG LLP, Statutory Auditor cease operations, or have no realistic alternative but to Chartered Accountants do so. Saltire Court 20 Castle Terrace Edinburgh EH1 2EG 28 June 2023 abrdn New India Investment Trust plc 59 ## Financial ## Statements ### ICICI Bank, at 9.2% of Total Assets, ### was the Company’s single largest ### investment at 31 March 2023. 60 abrdn New India Investment Trust plc # Statement of Comprehensive Income | | Notes | Year ended 31 March 2023 | | | Year ended 31 March 2022 | | | | --- | --- | --- | --- | --- | --- | --- | --- | | | | Revenue return £'000 | Capital return £'000 | Total £'000 | Revenue return £'000 | Capital return £'000 | Total £'000 | | **Income** | | | | | | | | | Income from investments | 3 | 5,725 | 302 | 6,027 | 4,904 | 155 | 5,059 | | Interest | 3 | 96 | - | 96 | - | - | - | | (Losses)/gains on investments held at fair value through profit or loss | 10(a) | - | (35,669) | (35,669) | - | 45,078 | 45,078 | | Currency losses | | - | (432) | (432) | - | (342) | (342) | | | | 5,821 | (35,799) | (29,978) | 4,904 | 44,891 | 49,795 | | **Expenses** | | | | | | | | | Investment management fees | 4 | (3,284) | - | (3,284) | (3,328) | - | (3,328) | | Administrative expenses | 5 | (1,028) | - | (1,028) | (927) | - | (927) | | | | (4,312) | - | (4,312) | (4,255) | - | (4,255) | | **Profit/(loss) before finance costs and taxation** | | **1,509** | **(35,799)** | **(34,290)** | **649** | **44,891** | **45,540** | | Finance costs | 6 | (1,309) | - | (1,309) | (290) | - | (290) | | **Profit/(loss) before taxation** | | **200** | **(35,799)** | **(35,599)** | **359** | **44,891** | **45,250** | | Taxation | 7 | (537) | 1,870 | 1,333 | (525) | (4,140) | (4,665) | | **(Loss)/profit for the year** | | **(337)** | **(33,929)** | **(34,266)** | **(166)** | **40,751** | **40,585** | | **(Loss)/return per Ordinary share (pence)** | 9 | **(0.59)** | **(59.41)** | **(60.00)** | **(0.28)** | **69.92** | **69.64** | The Company does not have any income or expense that is not included in "(Loss)/profit for the year", and therefore this represents the "Total comprehensive income for the year", as defined in IAS 1 (revised). All of the (loss)/profit and total comprehensive income is attributable to the equity holders of the Company. There are no non-controlling interests. The total column of this statement represents the Statement of Comprehensive Income of the Company, prepared in accordance with UK-adopted International Accounting Standards. The revenue and capital columns are supplementary to this and are prepared under guidance published by the Association of Investment Companies (see Note 2 to the Financial Statements). All items in the above statement derive from continuing operations. The accompanying notes are an integral part of these financial statements. abrdn New India Investment Trust plc 61 Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General # Statement of Financial Position | | Notes | As at 31 March 2023 £'000 | As at 31 March 2022 £'000 | | --- | --- | --- | --- | | **Non-current assets** | | | | | Investments held at fair value through profit or loss | 10 | 391,371 | 439,881 | | **Current assets** | | | | | Cash at bank | | 7,178 | 9,772 | | Other receivables | 11 | 3,715 | 2,160 | | | | 10,893 | 11,932 | | **Current liabilities** | | | | | Bank loan | 12(a) | (29,918) | (30,000) | | Other payables | 12(b) | (3,279) | (3,287) | | | | (33,197) | (33,287) | | **Net current liabilities** | | **(22,304)** | **(21,355)** | | **Non-current liabilities** | | | | | Deferred tax liability on Indian capital gains | 13 | (11,148) | (14,531) | | **Net assets** | | **357,919** | **403,995** | | **Share capital and reserves** | | | | | Ordinary share capital | 14 | 14,768 | 14,768 | | Share premium account | 2(i) | 25,406 | 25,406 | | Special reserve | 2(i) | - | 9,932 | | Capital redemption reserve | 2(i) | 4,484 | 4,484 | | Capital reserve | 2(i) | 313,655 | 349,462 | | Revenue reserve | 2(i) | (394) | (57) | | **Equity shareholders' funds** | | **357,919** | **403,995** | | **Net asset value per Ordinary share (pence)** | 16 | **641.32** | **697.30** | The financial statements were approved by the Board of Directors and authorised for issue on 28 June 2023 and were signed on its behalf by: **Michael Hughes** Chairman The accompanying notes are an integral part of these financial statements. 62 abrdn New India Investment Trust plc # Statement of Changes in Equity ## Year ended 31 March 2023 | | Share capital £'000 | Share premium account £'000 | Special reserve £'000 | Capital redemption reserve £'000 | Capital reserve £'000 | Revenue reserve £'000 | Total £'000 | | --- | --- | --- | --- | --- | --- | --- | --- | | Balance at 1 April 2022 | 14,768 | 25,406 | 9,932 | 4,484 | 349,462 | (57) | 403,995 | | Net loss after taxation | - | - | - | - | (33,929) | (337) | (34,266) | | Buyback of share capital to treasury | - | - | (9,932) | - | (1,878) | - | (11,810) | | **Balance at 31 March 2023** | **14,768** | **25,406** | **-** | **4,484** | **313,655** | **(394)** | **357,919** | ## Year ended 31 March 2022 | | Share capital £'000 | Share premium account £'000 | Special reserve £'000 | Capital redemption reserve £'000 | Capital reserve £'000 | Revenue reserve £'000 | Total £'000 | | --- | --- | --- | --- | --- | --- | --- | --- | | Balance at 1 April 2021 | 14,768 | 25,406 | 12,628 | 4,484 | 308,711 | 109 | 366,106 | | Net profit/ (loss) after taxation | - | - | - | - | 40,751 | (166) | 40,585 | | Buyback of share capital to treasury | - | - | (2,696) | - | - | - | (2,696) | | **Balance at 31 March 2022** | **14,768** | **25,406** | **9,932** | **4,484** | **349,462** | **(57)** | **403,995** | The accompanying notes are an integral part of these financial statements. abrdn New India Investment Trust plc 63 Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General # Statement of Cash Flows | | Notes | Year ended 31 March 2023 £'000 | Year ended 31 March 2022 £'000 | | --- | --- | --- | --- | | **Cash flows from operating activities** | | | | | Dividend income received | | 4,817 | 3,983 | | Interest income received | | (16) | - | | Investment management fee paid | | (3,057) | (3,573) | | Other cash receipts/(expenses) | | 692 | (921) | | **Cash inflow/ (outflow) from operations** | | **2,436** | **(511)** | | Interest paid | | (1,189) | (283) | | **Net cash inflow/(outflow) from operating activities** | | **1,247** | **(794)** | | **Cash flows from investing activities** | | | | | Purchases of investments | | (100,451) | (130,909) | | Sales of investments | | 109,314 | 139,176 | | Indian capital gains tax paid on sales | | (678) | (3,251) | | **Net cash inflow from investing activities** | | **8,185** | **5,016** | | **Cash flows from financing activities** | | | | | Buyback of shares | | (11,489) | (2,696) | | Drawdown of loan | | - | 6,000 | | Costs associated with loan | | (105) | - | | **Net cash (outflow)/inflow from financing activities** | | **(11,594)** | **3,304** | | **Net increase in cash and cash equivalents** | | **(2,162)** | **7,526** | | Cash and cash equivalents at the start of the year | | 9,772 | 2,588 | | Effect of foreign exchange rate changes | | (432) | (342) | | **Cash and cash equivalents at the end of the year** | 2(h),17 | **7,178** | **9,772** | The accompanying notes are an integral part of these financial statements. 64 abrdn New India Investment Trust plc ## Notes to the Financial Statements ### For the year ended 31 March 2023 ### 1. Princi al activit The principal activity of the Company is that of an investment trust company within the meaning of Section 1158 of the Corporation Tax Act 2010 (“s1158”). On 31 March 2023, the Company changed its name from Aberdeen New India Investment Trust PLC to abrdn New India Investment Trust plc. ### 2. Accountin olicies (a) Basis of preparation. The accounting policies which follow set out those policies which apply in preparing the financial statements for the year ended 31 March 2023. Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements The financial statements have been prepared in accordance with UK-adopted international accounting standards (“IFRS”). The Company adopted all of the IFRS which took effect during the year. The financial statements have also been prepared in accordance with the Companies Act 2006 and the Statement of Recommended Practice (SORP), “Financial Statements of Investment Trust Companies and Venture Capital Trusts,” issued in July 2022. The Directors have reviewed the Company’s ability to continue as a going concern. The Company’s assets consist substantially of a portfolio of quoted securities which in most circumstances are realisable within a short timescale. The Directors are mindful of the principal risks and uncertainties disclosed on pages 13 to 15 and in Note 17 to the financial statements and have reviewed cashflow forecasts detailing revenue and expenses; accordingly, the Directors believe that the Company has adequate financial resources to continue in operational existence for at least 12 months from the date of this Report. In August 2022, the Company entered into a three–year, £30 million revolving credit facility (the “Facility”) with Royal Bank of Scotland International Limited (London Branch), part of NatWest Group plc, of which £30m was drawn down at 31 March 2023 (2022 – £30m). The Board has set limits for borrowing and regularly reviews the level of any gearing and compliance with banking covenants. The results of stress testing prepared by the Manager, which models a sharp decline in market levels and income, demonstrated that the Company had the ability to raise sufficient funds so as to both pay expenses and remain within its debt covenants. Having taken these factors into account, the Directors believe that the Company has adequate resources to continue in operational existence and has the ability to meet its financial obligations as they fall due for a period of at least twelve months from the date of approval of this Report. For these reasons, the Company continues to adopt the going concern basis of accounting in preparing the financial statements. Significant estimates and judgements. The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates which requires management to exercise its judgement in the process of applying the accounting policies. The Directors do not believe that any accounting judgements or estimates have been applied to these financial statements that have a significant risk of causing material adjustment to the carrying amount of assets and liabilities within the next financial year. The Company considers the selection of Sterling as its functional currency to be a key judgement. Functional currency. The Company’s investments are made in Indian Rupee and US Dollar, however the Board considers the Company’s functional currency to be Sterling. In arriving at this conclusion, the Board considered that the shares of the Company are listed on the London Stock Exchange, it is regulated in the United Kingdom, principally having its shareholder base in the United Kingdom and also pays expenses in Sterling, as it would dividends, where declared by the Company. abrdn New India Investment Trust plc 65 ### p g p y ## Notes to the Financial Statements ### Continued New and amended accounting standards and interpretations. The Company applied certain Standards and Amendments, which are effective for annual periods beginning on or after 1 January 2022. The adoption of these Standards and Amendments did not have a material impact on the financial results of the Company. The nature is described below: – IAS 37 Amendments (Provisions, Contingent Liabilities and Contingent Assets) – IFRS 3 Amendments (Business Combinations) – IFRS 9 and 16 Amendments (Interest Benchmark reform Phase 2) At the date of authorisation of these financial statements, the following amendments to Standards and Interpretations were assessed to be relevant and are all effective for annual periods beginning on or after 1 January 2023 and thereafter; – IAS 1 Amendments (Classification of Liabilities as Current or Non-Current) – IAS 1 Amendments (Disclosure of Accounting Policies) – IAS 8 Amendments (Definition of Accounting Estimates) – IAS 12 Amendments (Deferred Tax related to Assets and Liabilities arising from a Single Transaction) The Company intends to adopt the Standards and Interpretations in the reporting period when they become effective and the Board does not anticipate that the adoption of these Standards and Interpretations in future periods will materially impact the Company’s financial results in the period of initial application although there may be revised presentations to the Financial Statements and additional disclosures. (b) Presentation of Statement of Comprehensive Income. In order to better reflect the activities of an investment trust company and in accordance with guidance issued by the AIC, supplementary information which analyses the Statement of Comprehensive Income between items of a revenue and capital nature has been presented in the Statement of Comprehensive Income. (c) Segmental reporting. The Board has considered the requirements of IFRS 8 ‘Operating Segments’ and is of the view that the Company is engaged in a single segment business, which is one of investing in Indian quoted equities and that therefore the Company has only a single operating segment. The Board of Directors, as a whole, has been identified as constituting the chief operating decision maker of the Company. The key measure of performance used by the Board to assess the Company’s performance is the total return on the Company’s net asset value, as calculated under IFRS, and therefore no reconciliation is required between the measure of profit or loss used by the Board and that contained in the financial statements. (d) Income. Dividends receivable on equity shares are recognised in the Statement of Comprehensive Income on the ex- dividend date, and gross of any applicable withholding tax. Dividends receivable on equity shares where no ex-dividend date is quoted are brought into account when the Company’s right to receive payment is established. Special dividends are credited to capital or revenue, according to their circumstances. Where a company has elected to receive dividends in the form of additional shares rather than in cash, the amount of the cash dividend foregone is recognised in the Statement of Comprehensive Income. Provision is made for any dividends not expected to be received. Interest receivable from cash and short-term deposits is accrued to the end of the financial year. (e) Expenses and interest payable. All expenses, with the exception of interest expenses, which are recognised using the effective interest method, are accounted for on an accruals basis. Expenses are charged to the revenue column of the Statement of Comprehensive Income except as follows: - expenses which are incidental to the acquisition or disposal of an investment are charged to the capital column of the Statement of Comprehensive Income and separately identified and disclosed in note 10 (b); and - expenses are charged to the capital column of the Statement of Comprehensive Income where a connection with the maintenance or enhancement of the value of the investments can be demonstrated. 66 abrdn New India Investment Trust plc (f) Taxation. The tax expense represents the sum of the tax currently payable and deferred tax. Tax payable is based on the taxable profit for the year. Taxable profit differs from profit before tax as reported in the Statement of Comprehensive Income because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the Statement of Financial Position date. Deferred tax. Deferred tax is recognised in respect of all temporary differences at the Statement of Financial Position date, where transactions or events that result in an obligation to pay more tax in the future or right to pay less tax in the future have occurred at the Statement of Financial Position date. This is subject to deferred tax assets only being recognised if it is considered more likely than not that there will be suitable profits from which the future reversal of the temporary differences can be deducted. Deferred tax assets and liabilities are measured at the rates applicable to the legal jurisdictions in which they arise, using enacted tax rates that are expected to apply at the date the deferred tax position is unwound. Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements (g) Investments. Investments have been designated upon initial recognition as fair value through profit or loss. Investments are recognised and de-recognised at trade date where a purchase or sale is under a contract whose terms require delivery within the timeframe established by the market concerned, and are measured initially at fair value. Subsequent to initial recognition, investments are recognised at fair value through profit or loss. The Company classifies its investments based on their contractual cash flow characteristics and the Company’s business model for managing the assets. The business model, which is the determining feature, is such that the portfolio of investments is managed, and performance and risk is evaluated, on a fair value basis. The Manager is also compensated based on the fair value of the Company’s assets. Consequently, all investments are measured at fair value through profit or loss. Investments are recognised and de-recognised at trade date where a purchase or sale is under a contract whose terms require delivery within the timeframe established by the market concerned, and are measured at fair value. For listed investments, this is deemed to be bid market prices or closing prices on a recognised stock exchange. Gains and losses arising from the changes in fair value are included in net profit or loss for the period as a capital item. Transaction costs are treated as a capital cost. (h) Cash and cash equivalents. Cash comprises cash in hand and at banks and short-term deposits. Cash equivalents are short-term, highly-liquid investments that are readily convertible to known amounts of cash, and that are subject to an insignificant risk of changes in value. (i) Other receivables. The Company has adopted the classification and measurement provisions of IFRS 9 ‘Financial Instruments’ as other receivables are held to collect contractual cash flows and give rise to cash flows representing solely payments of principal and interest. As such they are measured at amortised cost. Other receivables held by the Company do not carry any interest, they have been assessed as not having any expected credit losses over their lifetime due to their short-term nature and low credit risk. (j) Other payables. The Company has adopted the classification and measurement provisions of IFRS 9 ‘Financial Instruments’. Other payables are non-interest bearing and are stated at amortised cost. (k) Borrowings. Bank loans are initially recognised at cost, being the fair value of the consideration received, net of any issue expenses. Subsequently, they are measured at amortised cost using the effective interest method. Finance charges are accounted for on an accruals basis using the effective interest rate method and are charged 100% to revenue. abrdn New India Investment Trust plc 67 ## Notes to the Financial Statements ### Continued (l) Nature and purpose of reserves Called-up share capital. The Ordinary share capital on the Statement of Financial Position relates to the number of shares in issue and in treasury. Only when the shares are cancelled, either from treasury or directly, is a transfer made to the capital redemption reserve. This reserve is not distributable. Share premium account. The balance classified as share premium includes the premium above nominal value from the proceeds on issue of any equity share capital comprising Ordinary shares of 25p. This reserve is not distributable. Special reserve. The special reserve arose following Court approval in 1998 to transfer £30 million from the share premium account. This reserve is distributable for the purpose of funding share buy-backs by the Company. The reserve was extinguished in the year to 31 March 2023. Capital redemption reserve. The capital redemption reserve arose when Ordinary shares were redeemed, and subsequently cancelled by the Company, at which point an amount equal to the par value of the Ordinary share capital was transferred from the Ordinary share capital to the capital redemption reserve. This reserve is not distributable. Capital reserve. This reserve reflects any gains or losses on investments realised in the period along with any increases and decreases in the fair value of investments held that have been recognised in the Statement of Comprehensive Income. The part of this reserve represented by realised capital gains is available for distribution by way of dividend. Subsequent to the special reserve being extinguished, the capital reserve has been used to fund the share buy-backs by the Company. Revenue reserve. This reserve reflects all income and costs which are recognised in the revenue column of the Statement of Comprehensive Income. The revenue reserve is distributable by way of dividend. (m) Foreign currency. Overseas monetary assets and liabilities are converted into Sterling at the rate of exchange ruling at the Statement of Financial Position date. Transactions during the year involving foreign currencies are converted at the rate of exchange ruling at the transaction date. Any gain or loss arising from a change in exchange rates subsequent to the date of the transaction is included as an exchange gain or loss and recognised in the Statement of Comprehensive Income. ### 3. Income 2023 2022 £’000 £’000 Income from investments Overseas dividends 6,027 5,059 Other income Deposit interest 93 – Other interest 3 – 96 – Total income 6,123 5,059 68 abrdn New India Investment Trust plc Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General #### 4. Investment management fees | | 2023 £'000 | 2022 £'000 | | --- | --- | --- | | Investment management fees | 3,284 | 3,328 | The Company has an agreement with the Manager for the provision of management and secretarial services. During the year, the management fee was payable monthly in arrears and was based on an annual amount of 0.85% up to £350 million and 0.7% thereafter of the Company's net assets, valued monthly. The management agreement is terminable by either the Company or the Manager on six months' notice. The amount payable in respect of the Company for the year was £3,284,000 (2022 – £3,328,000) and the balance due to the Manager at the year end was £759,000 (2022 – £532,000). All investment management fees are charged 100% to the revenue column of the Statement of Comprehensive Income. From 1 April 2023, the management fee is based on 0.8% up to £300 million and 0.6% thereafter of the Company's net assets, valued monthly. #### 5. Administrative expenses | | 2023 £'000 | 2022 £'000 | | --- | --- | --- | | Directors' fees | 148 | 133 | | Promotional activities | 176 | 166 | | Auditor's remuneration: | | | | – fees payable for the audit of the Company's annual financial statements | 60 | 45 | | Legal and advisory fees | 68 | 62 | | Custodian and overseas agents' charges | 311 | 320 | | Depository fees | 40 | 40 | | Other | 225 | 161 | | | 1,028 | 927 | The Manager supports the Company with promotional activities through its participation in the abrdn Investment Trust Share Plan and ISA. The total fees paid and payable under the agreement during the year were £176,000 (2022 – £166,000) and £46,000 (2022 – £42,000) was due to the Manager at the year end. The only fees paid to KPMG LLP by the Company are the audit fees of £60,000 (2022 – £45,000). The amounts disclosed above for Auditor's remuneration are all shown net of VAT. abrdn New India Investment Trust plc 69 # Notes to the Financial Statements ## Continued ### 6. Finance costs | | 2023 £'000 | 2022 £'000 | | --- | --- | --- | | In relation to bank loans | 1,309 | 290 | Finance costs are charged 100% to revenue as disclosed in the accounting policies. ### 7. Taxation | | 2023 | | | 2022 | | | | --- | --- | --- | --- | --- | --- | --- | | | Revenue £'000 | Capital £'000 | Total £'000 | Revenue £'000 | Capital £'000 | Total £'000 | | **(a) Analysis of charge for the year** | | | | | | | | Indian capital gains tax charge on sales | - | 936 | 936 | - | 3,251 | 3,251 | | Under provision of Indian capital gains tax charged on sales for prior year | - | 577 | 577 | - | - | - | | Overseas taxation | 537 | - | 537 | 525 | - | 525 | | **Total current tax charge for the year** | **537** | **1,513** | **2,050** | **525** | **3,251** | **3,776** | | Movement in deferred tax liability on Indian capital gains | - | (3,383) | (3,383) | - | 889 | 889 | | **Total tax (credit)/charge for the year** | **537** | **(1,870)** | **(1,333)** | **525** | **4,140** | **4,665** | The Company is liable to Indian capital gains tax under Section 115 AD of the Indian Income Tax Act 1961. The Company has recognised a deferred tax liability of £11,148,000 (2022 – £14,531,000) on capital gains which may arise if Indian investments are sold. On 1 April 2020, the Indian Government withdrew an exemption from withholding tax on dividend income. Dividends are received net of 20% withholding tax and a cess charge of 4%. A further surcharge of either 2% or 5% is applied if the receipt exceeds a certain threshold. Of this total charge, 10% of the withholding tax is irrecoverable with the remainder being shown in the Statement of Financial Position as an asset due for reclaim. 70 abrdn New India Investment Trust plc Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General **(b) Factors affecting the tax charge for the year.** The tax charged for the year can be reconciled to the (loss)/profit per the Statement of Comprehensive Income as follows: | | 2023 | | | 2022 | | | | --- | --- | --- | --- | --- | --- | --- | | | Revenue £'000 | Capital £'000 | Total £'000 | Revenue £'000 | Capital £'000 | Total £'000 | | **(Loss)/profit before tax** | **200** | **(35,799)** | **(35,599)** | 359 | 44,891 | 45,250 | | UK corporation tax on profit at the standard rate of 19% (2021 – 19%) | 38 | (6,802) | (6,764) | 68 | 8,529 | 8,597 | | Effects of: | | | | | | | | Losses/(gains) on investments held at fair value through profit or loss not taxable not subject to UK corporation tax | - | 6,720 | 6,720 | - | (8,565) | (8,565) | | Currency losses not taxable | - | 82 | 82 | - | 65 | 65 | | Deferred tax not recognised in respect of tax losses | 1,047 | - | 1,047 | 857 | - | 857 | | Expenses not deductible for tax purposes | 3 | - | 3 | 6 | - | 6 | | Indian capital gains tax charged on sales | - | 936 | 936 | - | 3,251 | 3,251 | | Under provision of Indian capital gains tax charged on sales for prior year | - | 577 | 577 | - | - | - | | Movement in deferred tax liability on Indian capital gains | - | (3,383) | (3,383) | - | 889 | 889 | | Irrecoverable overseas withholding tax | 537 | - | 537 | 525 | - | 525 | | Non-taxable dividend income | (1,088) | - | (1,088) | (931) | (29) | (960) | | **Total tax (credit)/charge** | **537** | **(1,870)** | **(1,333)** | 525 | 4,140 | 4,665 | **(c)** At 31 March 2023, the Company had surplus management expenses and loan relationship debits of £33,305,000 (2022 – £27,796,000) with a tax value of £8,326,000 (2022 – £6,949,000) based on enacted tax rates, in respect of which a deferred tax asset has not been recognised. No deferred tax asset has been recognised because the Company is not expected to generate taxable income in the future in excess of the deductible expenses of those future periods. Therefore, it is unlikely that the Company will generate future taxable revenue that would enable the existing tax losses to be utilised. ## 8. Ordinary dividends on equity shares After the payment of operational expenses, there was no revenue available for distribution by way of dividend for the year ended 31 March 2023 (2022 – £nil). abrdn New India Investment Trust plc 71 # Notes to the Financial Statements Continued ## 9. (Loss)/return per Ordinary share | | 2023 | | | 2022 | | | | --- | --- | --- | --- | --- | --- | --- | | | Revenue | Capital | Total | Revenue | Capital | Total | | Net (loss)/profit for the year (£'000) | (337) | (33,929) | (34,266) | (166) | 40,751 | 40,585 | | Weighted average number of Ordinary shares in issue | | | 57,105,465 | | | 58,276,006 | | (Loss)/return per Ordinary share (pence) | (0.59) | (59.41) | (60.00) | (0.28) | 69.92 | 69.64 | ## 10. Investments held at fair value through profit or loss | (a) Valuation | 2023 £'000 | 2022 £'000 | | --- | --- | --- | | Opening book cost | 293,858 | 255,914 | | Opening investment holdings fair value gains | 146,023 | 145,755 | | **Opening valuation** | **439,881** | **401,669** | | *Movements in the year:* | | | | Purchases | 99,528 | 132,928 | | Sales – proceeds | (112,369) | (139,794) | | (Losses)/gains on investments | (35,669) | 45,078 | | **Closing valuation** | **391,371** | **439,881** | | | 2023 £'000 | 2022 £'000 | | --- | --- | --- | | Closing book cost | 296,380 | 293,858 | | Closing investment holdings fair value gains | 94,991 | 146,023 | | **Closing valuation** | **391,371** | **439,881** | The Company generated £112,369,000 (2022 – £139,794,000) from investments sold in the period. The book cost of these investments when they were purchased was £97,005,000 (2022 – £94,984,000). 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. 72 abrdn New India Investment Trust plc Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General **(b) Transaction costs.** During the year, expenses were incurred in acquiring or disposing of investments classified as fair value through profit or loss. These have been expensed through the capital column of the Statement of Comprehensive Income, and are included within (losses)/gains on investments at fair value through profit or loss in the Statement of Comprehensive Income. The total costs were as follows: | | 2023 £'000 | 2022 £'000 | | --- | --- | --- | | Purchases | 166 | 167 | | Sales | 173 | 211 | | | 339 | 378 | The above transaction costs are calculated in line with the AIC SORP. The transaction costs in the Company's Key Information Document provided by the Manager are calculated on a different basis and in line with the PRIIPs regulations. ## 11. Other receivables | | 2023 £'000 | 2022 £'000 | | --- | --- | --- | | Amounts due from brokers | 3,266 | 211 | | Recoverable tax on Indian dividends | 393 | 1,019 | | Prepayments and accrued income | 56 | 930 | | | 3,715 | 2,160 | None of the above amounts are past their due date or impaired (2022 – nil). ## 12. Current liabilities | (a) Bank loan | 2023 £'000 | 2022 £'000 | | --- | --- | --- | | Loans repayable within one year | 29,918 | 30,000 | In July 2020, the Company agreed a £30 million two year uncommitted multicurrency revolving loan facility with Royal Bank of Scotland International (London Branch). £30 million was drawn down at 31 March 2023 (31 March 2022 – £30 million) at an all-in interest rate of 7.777% until 3 April 2023 (2022 – 1.0135% until 8 April 2022). On 30 June 2022, the Company agreed an extension of the facility to 5 August 2025, incurring £105,000 of expenses which are amortised over the remaining life of the loan. At the date of this Report the Company had drawn down £26 million at an all-in interest rate of 8.028% until 2 August 2023. abrdn New India Investment Trust plc 73 # Notes to the Financial Statements ## Continued The terms of the loan facility contain covenants that consolidated gross borrowings should not exceed 20% of adjusted investment portfolio value, the net asset value shall not at any time be less than £150 million and the investment portfolio contains a minimum of 25 eligible investments. The Company complied with all covenants during the year and up to the date of signing this Report. | | 2023 £'000 | 2022 £'000 | | --- | --- | --- | | **(b) Other payables** | | | | Amounts due to brokers | 1,053 | 1,976 | | Amounts due to brokers relating to buybacks to treasury | 365 | 43 | | Other creditors | 1,861 | 1,268 | | | **3,279** | **3,287** | ### 13. Non-current liabilities | | 2023 £'000 | 2022 £'000 | | --- | --- | --- | | Deferred tax liability on Indian capital gains | 11,148 | 14,531 | ### 14. Ordinary share capital | | 2023 | | 2022 | | | --- | --- | --- | --- | --- | | | Number | £'000 | Number | £'000 | | **Authorised** | 200,000,000 | 50,000 | 200,000,000 | 50,000 | #### Issued and fully paid | Ordinary shares of 25p each | 55,809,921 | 13,953 | 57,937,127 | 14,485 | | --- | --- | --- | --- | --- | #### Held in treasury: | Ordinary shares of 25p each | 3,260,219 | 815 | 1,133,013 | 283 | | --- | --- | --- | --- | --- | | | **59,070,140** | **14,768** | **59,070,140** | **14,768** | The Ordinary shares give shareholders voting rights, the entitlement to all of the capital growth in the Company's assets, and to all the income from the Company that is resolved to be distributed. During the year 2,127,206 (2022 – 448,201) Ordinary shares of 25p each were repurchased by the Company at a total cost, including transaction costs, of £11,810,000 (2022 – £2,696,000). All of the shares were placed in treasury. Shares held in treasury represent 5.52% (2022 – 1.92%) of the Company's total issued shares at the year end. Shares held in treasury do not carry a right to receive dividends. 74 abrdn New India Investment Trust plc ## 15. Analysis of changes in net debt | | 2022 £'000 | Currency differences £'000 | Net Cash flows £'000 | Non-cash movements £'000 | 2023 £'000 | | --- | --- | --- | --- | --- | --- | | Cash and short term deposits | 9,772 | (432) | (2,162) | - | 7,178 | | Debt due within one year | (30,000) | - | - | 82 | (29,918) | | | (20,228) | (432) | (2,162) | 82 | (22,740) | | | 2021 £'000 | Currency differences £'000 | Net Cash flows £'000 | Non-cash movements £'000 | 2022 £'000 | | --- | --- | --- | --- | --- | --- | | Cash and short term deposits | 2,588 | (342) | 7,526 | - | 9,772 | | Debt due within one year | (24,000) | - | (6,000) | - | (30,000) | | | (21,412) | (342) | 1,526 | - | (20,228) | A statement reconciling the movement in net funds to the net cash flow has not been presented as there are no differences from the above analysis. ## 16. Net asset value per Ordinary share The net asset value per Ordinary share is based on a net asset value of £357,919,000 (2022 – £403,995,000) and on 55,809,921 (2022 – 57,937,127) Ordinary shares, being the number of Ordinary shares in issue at the year end, excluding shares held in treasury. ## 17. Financial instruments **Risk management.** The Company's investment activities expose it to various types of financial risk associated with the financial instruments and markets in which it invests. The Company's financial instruments comprise securities and other investments, cash balances and debtors and creditors that arise directly from its operations; for example, in respect of sales and purchases awaiting settlement, and debtors for accrued income. The Board has delegated the risk management function to the Manager under the terms of its management agreement with the Manager (further details of which are included under note 4). The Board regularly reviews and agrees policies for managing each of the key financial risks identified with the Manager. The types of risk and the Manager's approach to the management of each type of risk, are summarised below. Such approach has been applied throughout the year and has not changed since the previous accounting period. The numerical disclosures exclude short-term debtors and creditors on the grounds of their materiality. **Risk management framework.** The directors of the Manager collectively assume responsibility for the Manager's obligations under the AIFMD including reviewing investment performance and monitoring the Company's risk profile during the year. abrdn New India Investment Trust plc 75 Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General # Notes to the Financial Statements ## Continued The Manager is a fully integrated member of abrdn, which provides a variety of services and support to the Manager in the conduct of its business activities, including in the oversight of the risk management framework for the Company. The Manager has delegated the day to day administration of the investment policy to the Investment manager, which is responsible for ensuring that the Company is managed within the terms of its investment guidelines and the limits set out in its pre-investment disclosures to investors (details of which can be found on the Company's website). The Manager has retained responsibility for monitoring and oversight of investment performance, product risk and regulatory and operational risk for the Company. The Manager conducts its risk oversight function through the operation of the abrdn's risk management processes and systems which are embedded within the abrdn's operations. abrdn's Risk Division supports management in the identification and mitigation of risks and provides independent monitoring of the business. The Division includes Compliance, Business Risk, Market Risk and Risk Management. The team is headed up by abrdn's Chief Risk Officer, who reports to the CEO of the Group. The Risk Division achieves its objective through embedding the Risk Management Framework throughout the organisation using abrdn's operational risk management system ("SHIELD"). abrdn's Internal Audit Department is independent of the Risk Division and reports directly to the abrdn's CEO and to the Audit Committee of abrdn's Board of Directors. The Internal Audit Department is responsible for providing an independent assessment of the abrdn's control environment. abrdn's corporate governance structure is supported by several committees to assist the board of directors of abrdn, its subsidiaries and the Company to fulfil their roles and responsibilities. abrdn's Risk Division is represented on all committees, with the exception of those committees that deal with investment recommendations. The specific goals and guidelines on the functioning of those committees are described on the committees' terms of reference. **Market risk.** The fair value or 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 – interest rate risk, foreign currency risk and other price risk. Interest rate risk. The interest rate risk profile of the portfolio of the Company's financial assets and liabilities, excluding equity holdings which are all non-interest bearing, at the Statement of Financial Position date was as follows: | | Weighted average period for which rate is fixed Years | Weighted average interest rate % | Fixed rate £'000 | Floating rate £'000 | | --- | --- | --- | --- | --- | | **At 31 March 2023** | | | | | | **Assets** | | | | | | Sterling | - | 3.18 | - | 7,139 | | US Dollars | - | - | - | 8 | | Indian Rupee | - | - | - | 31 | | | | | - | 7,178 | | **Liabilities** | | | | | | Bank loan – £30,000,000 | 0.16 | 3.43 | 29,918 | - | 76 abrdn New India Investment Trust plc Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General | At 31 March 2022 | Weighted average period for which rate is fixed Years | Weighted average interest rate % | Fixed rate £'000 | Floating rate £'000 | | --- | --- | --- | --- | --- | | **Assets** | | | | | | Sterling | - | - | - | 8,676 | | US Dollars | - | - | - | 15 | | Indian Rupee | - | - | - | 1,081 | | | | | - | 9,772 | | | **Weighted average period for which rate is fixed Years** | **Weighted average interest rate %** | **Fixed rate £'000** | **Floating rate £'000** | | **Liabilities** | | | | | | Bank loan – £30,000,000 | 0.02 | 1.01 | 30,000 | - | The weighted average interest rate is based on the current yield of each asset, weighted by its market value. The weighted average interest rate on bank loans is based on the interest rate payable, weighted by the total value of the loans. The maturity date of the Company's loans is shown in note 12. The floating rate assets consist of cash deposits on call earning interest at prevailing market rates. The Company's equity portfolio and short-term debtors and creditors (excluding bank loans) have been excluded from the above tables. **Management of the risk.** The possible effects on fair value and cash flows that could arise as a result of changes in interest rates are taken into account when making investment and borrowing decisions. **Interest rate sensitivity.** The sensitivity analyses below have been determined based on the exposure to interest rates for both derivative and non-derivative instruments at the Statement of Financial Position date and the stipulated change taking place at the beginning of the financial year and held constant throughout the reporting period in the case of instruments that have floating rates. The rate of interest on the loan is the percentage rate per annum which is the aggregate of the applicable margin, adjusted SONIA rate and mandatory cost if any. If interest rates had been 100 basis points higher or lower (based on current parameter used by Manager's Investment Risk Department on risk assessment) and all other variables were held constant, the Company's revenue return for the year ended 31 March 2023 would have decreased/increased by £199,000 (2022 – decrease/increase £202,000). This is mainly attributable to the Company's exposure to interest rates on its floating rate cash balances and bank loans. These figures have been calculated based on cash positions and bank loans at each year end. abrdn New India Investment Trust plc 77 # Notes to the Financial Statements ## Continued In the opinion of the Directors, the above sensitivity analyses are not representative of the year as a whole, since the level of exposure changes frequently as part of the interest rate risk management process used to meet the Company's objectives. The risk parameters used will also fluctuate depending on the current market perception. **Foreign currency risk.** The Company's total return and net assets can be significantly affected by currency translation movements as the majority of the Company's assets and income are denominated in currencies other than Sterling, which is the Company's functional currency. **Management of the risk.** It is not the Company's policy to hedge this risk but it reserves the right to do so, to the extent possible. The revenue account is subject to currency fluctuation arising on dividends paid in foreign currencies. The Company does not hedge this currency risk. Foreign currency exposure by currency of denomination: | | 2023 | | | 2022 | | | | --- | --- | --- | --- | --- | --- | --- | | | Overseas investments £'000 | Net monetary assets £'000 | Total currency exposure £'000 | Overseas investments £'000 | Net monetary assets £'000 | Total currency exposure £'000 | | US Dollar | 5,474 | 8 | 5,482 | 8,731 | 15 | 8,746 | | Indian Rupee | 385,897 | 31 | 385,928 | 431,150 | 1,081 | 432,231 | | | 391,371 | 39 | 391,410 | 439,881 | 1,096 | 440,977 | **Foreign currency sensitivity.** The following table details the positive impact to a 10% decrease in Sterling against the foreign currency in which the Company has exposure. The sensitivity analysis includes foreign currency denominated monetary items and adjusts their translation at the year end for a 10% change in foreign currency rates. In the event of a 10% increase in Sterling then there would be a negative impact on the Company's returns. | | 2023 Revenue £'000 | 2023 Equity^{A} £'000 | 2022 Revenue £'000 | 2022 Equity^{A} £'000 | | --- | --- | --- | --- | --- | | US Dollar | - | 548 | - | 875 | | Indian Rupee | 603 | 38,593 | 506 | 43,223 | | | 603 | 39,141 | 506 | 44,098 | $^{A}$Represents equity exposure to relevant currencies. **Price risk.** Price risks (ie, changes in market prices other than those arising from interest rate or currency risk) may affect the value of the quoted investments. 78 abrdn New India Investment Trust plc **Management of the risk.** It is the Board's policy to hold an appropriate spread of investments in the portfolio in order to reduce the risk arising from factors specific to a sector. Both the allocation of assets and the stock selection process act to reduce market risk. The Manager actively monitors market prices throughout the year and reports to the Board, which meets regularly in order to review investment strategy. The investments held by the Company are all listed on the Bombay (Mumbai) Stock Exchange and/or The Indian National Stock Exchange. **Price risk sensitivity.** If market prices at the Statement of Financial Position date had been 15% higher or lower while all other variables remained constant, the return attributable to Ordinary shareholders for the year ended 31 March 2023 would have increased /(decreased) by £58,706,000 (2022 – increased/(decreased) by £65,982,000) and capital reserves would have increased /(decreased) by the same amount. **Liquidity risk.** This is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities. **Management of the risk.** The Board imposes borrowing limits to ensure gearing levels are appropriate to market conditions and reviews these on a regular basis. Borrowings comprise a £30 million revolving multi-currency credit facility, which expires on 5 August 2025. Other payables are settled within one year. Details of borrowings and other payables at 31 March 2023 are shown in note 12. Liquidity risk is not considered to be significant as the Company's assets comprise mainly readily realisable securities, which can be sold to meet funding commitments if necessary. Short-term flexibility is achieved through the use of the loan facility, details of which can be found in note 12. Details of the Board's policy on gearing are shown in the interest rate risk section of this note. **Liquidity risk exposure.** The Company has a £30 million uncommitted multicurrency revolving loan facility, of which £30,000,000 (2022 – £30,000,000) was drawn down at the year end. Other payables amounted to £3,279,000 (2022 – £3,287,000). **Credit risk.** This is failure of the counterparty to a transaction to discharge its obligations under that transaction, which could result in the Company suffering a loss. **Management of the risk.** The risk is actively managed as follows: - investment transactions are carried out with a number of brokers, whose credit standing is reviewed periodically by the Manager, and limits are set on the amount that may be due from any one broker; - the risk of counterparty exposure due to failed trades causing a loss to the Company is mitigated by the review of failed trade reports by the Manager on a daily basis. In addition, both stock and cash reconciliations to custodians' records are performed on a daily basis by the Manager to ensure discrepancies are investigated on a timely basis. The Manager's Compliance department carries out periodic reviews of the Custodian's operations and reports its findings to the Manager's Risk Management Committee and to the Board of the Company. This review will also include checks on the maintenance and security of investments held; and - cash is held only with reputable banks whose credit ratings are monitored on a regular basis. None of the Company's financial assets are secured by collateral or other credit enhancements (2022 – same). Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General abrdn New India Investment Trust plc 79 # Notes to the Financial Statements ## Continued **Credit risk exposure.** In summary, compared to the amounts included in the Statement of Financial Position, the maximum exposure to credit risk at 31 March was as follows: | | 2023 | | 2022 | | | --- | --- | --- | --- | --- | | | Statement of Financial Position £'000 | Maximum Exposure £'000 | Statement of Financial Position £'000 | Maximum Exposure £'000 | | Current assets | | | | | | Loans and receivables | 3,715 | 3,715 | 1,086 | 1,086 | | Cash at bank and in hand | 7,178 | 7,178 | 9,772 | 9,772 | | | 10,893 | 10,893 | 10,858 | 10,858 | The exposure noted in the above table is not representative of the exposure across the year as a whole. None of the Company's financial assets are past due or impaired (2022 – same). Fair values of financial assets and financial liabilities. The fair value of bank loans are represented in the table below: | | 2023 £'000 | 2022 £'000 | | --- | --- | --- | | Bank loan | 29,918 | 30,000 | Investments held at fair value through profit or loss are valued at their quoted bid prices which equate to their fair values. For the fixed rate GBP loan, the fair value of borrowings has been calculated at £29,918,000 as at 31 March 2023 (2022 – £30,000,000) compared to an accounts value in the financial statements £29,918,000 (2022 – £30,000,000) (note 12). The Directors are of the opinion that the other financial assets and liabilities carried at amortised cost equates to their fair value. 80 abrdn New India Investment Trust plc ### 18. Capital management policies and procedures The Company’s capital management objectives are: - to ensure that the Company will be able to continue as a going concern; and - to maximise the income and capital return to its equity shareholders through an appropriate balance of equity capital and debt. The policy is that debt should not exceed 25% of net assets. 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 includes taking account of the Manager’s views on the market; Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements - the opportunity to buy back equity shares for cancellation or holding in treasury, which takes account of the difference between the net asset value per share and the share price (ie the level of share price discount or premium); - the opportunity for new issues of equity shares; and - the extent to which any revenue in excess of that which is required to be distributed should be retained. The Company’s objectives, policies and processes for managing capital are unchanged from the preceding accounting period. ### 19. Fair value hierarchy IFRS 13 ‘Fair Value Measurement’ requires an entity to classify fair value measurements using a fair value hierarchy that reflects the subjectivity of the inputs used in making measurements. The fair value hierarchy has the following levels: Level 1: quoted (unadjusted) market prices in active markets for identical assets or liabilities; Level 2: valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable; and Level 3: valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable. The financial assets and liabilities measured at fair value in the Statement of Financial Position are grouped into the fair value hierarchy at the Statement of Financial Position date are as follows: Level 1 Level 2 Level 3 Total As at 31 March 2023 Note £’000 £’000 £’000 £’000 Financial assets at fair value through profit or loss Quoted equities a) 391,371 – – 391,371 Net fair value 391,371 – – 391,371 abrdn New India Investment Trust plc 81 # Notes to the Financial Statements ## Continued | As at 31 March 2022 | Note | Level 1 £'000 | Level 2 £'000 | Level 3 £'000 | Total £'000 | | --- | --- | --- | --- | --- | --- | | Financial assets at fair value through profit or loss | | | | | | | Quoted equities | a) | 439,881 | - | - | 439,881 | | Net fair value | | 439,881 | - | - | 439,881 | **a) Quoted equities.** The fair value of the Company's investments in quoted equities has been determined by reference to their quoted bid prices at the reporting date. Quoted equities included in Fair Value Level 1 are actively traded on recognised stock exchanges. ## 20. Controlling party In the opinion of the Directors on the basis of shareholdings advised to them, the Company has no immediate or ultimate controlling party. ## 21. Related party transactions Directors' fees and interests. Fees payable during the year to the Directors and their interests in shares of the Company are disclosed within the Directors' Remuneration Report on pages 50 to 52. ## 22. Transactions with the Manager The Company has an agreement with abrdn Fund Managers Limited for the provision of management, secretarial, accounting and administration services and for the carrying out of promotional activities in relation to the Company. Details of transactions during the year and balances outstanding at the year end are disclosed in notes 4 and 5. 82 abrdn New India Investment Trust plc # Alternative Performance Measures Alternative performance measures are numerical measures of the Company's current, historical or future performance, financial position or cash flows, other than financial measures defined or specified in the applicable financial framework. The Company's applicable financial framework includes IFRS and the AIC SORP. The Directors assess the Company's performance against a range of criteria which are viewed as particularly relevant for closed-end investment companies. ## Adjusted net asset value per Ordinary share$^{A}$ This performance measure is used to provide a like for like comparison with the Company's Benchmark for the purposes of the potential five-yearly performance-related conditional tender offer announced on 24 March 2022, which was first in effect from 1 April 2022 and is therefore not applicable to earlier reporting periods. Further details may be found in the Chairman's Statement on page 7. | | 2023 | 2022 | | --- | --- | --- | | Net assets attributable (£'000) | 357,919 | N/A | | Indian CGT charge for the period (£'000) | (1,870) | N/A | | Net assets attributable excluding Indian CGT charge (£'000) | 356,049 | N/A | | Number of Ordinary shares in issue | 55,809,921 | N/A | | Adjusted net asset value per Ordinary share^{B} | 637.97p | N/A | $^{A}$Adjusted NAV is the Company's NAV after adding back all Indian capital gains tax paid or accrued in respect of realised and unrealised gains made on investments. Comparatives for 2022 are not applicable given the commencement date of 1 April 2022. ## Discount to net asset value per Ordinary share The discount is the amount by which the share price is lower than the net asset value per share with debt at par value, expressed as a percentage of the net asset value. | | | 2023 | 2022 | | --- | --- | --- | --- | | NAV per Ordinary share | a | 641.32p | 697.30p | | Share price | b | 512.00p | 562.00p | | Discount | (a-b)/a | 20.2% | 19.4% | abrdn New India Investment Trust plc 83 Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General # Alternative Performance Measures ## Continued ### Net gearing Net gearing measures the total borrowings less cash and cash equivalents divided by shareholders' funds, expressed as a percentage. Under AIC reporting guidance cash and cash equivalents includes amounts due to and from brokers at the year end. | | | 2023 | 2022 | | --- | --- | --- | --- | | Borrowings (£'000) | a | 29,918 | 30,000 | | Cash (£'000) | b | 7,178 | 9,772 | | Amounts due to brokers (£'000) | c | 1,418 | 2,019 | | Amounts due from brokers (£'000) | d | 3,266 | 211 | | Shareholders' funds (£'000) | e | 357,919 | 403,995 | | **Net gearing** | (a-b+c-d)/e | **5.8%** | **5.5%** | ### Ongoing charges ratio The ongoing charges ratio has been calculated in accordance with guidance issued by the AIC as the total of investment management fees and administrative expenses are expressed as a percentage of the average net asset values with debt at par value throughout the year. | | 2023 | 2022 | | --- | --- | --- | | Investment management fees (£'000) | 3,284 | 3,328 | | Administrative expenses (£'000) | 1,028 | 927 | | Less: non-recurring charges^{a} (£'000) | (27) | (28) | | Ongoing charges (£'000) | 4,285 | 4,227 | | Average net assets (£'000) | 394,420 | 399,442 | | **Ongoing charges ratio** | **1.09%** | **1.06%** | $^{a}$Professional fees unlikely to recur. The ongoing charges ratio provided in the Company's Key Information Document is calculated in line with the PRIIPs regulations which includes amongst other things, the cost of borrowings and transaction costs. 84 abrdn New India Investment Trust plc Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General ## Total return NAV and share price total returns show how the NAV and share price has performed over a period of time in percentage terms, taking into account both capital returns and dividends paid to shareholders. Share price and NAV total returns are monitored against open-ended and closed-ended competitors, and the Benchmark, respectively. Adjusted NAV is the Company's NAV after adding back all Indian capital gains tax paid or accrued in respect of realised or unrealised gains made on investments. | Year ended 31 March 2023 | | NAV | Adjusted NAV | Share Price | | --- | --- | --- | --- | --- | | Opening at 1 April 2022 | a | 697.30p | 697.30p | 562.00p | | Closing at 31 March 2023 | b | 641.32p | 637.97p | 512.00p | | Price movements | c=(b/a)-1 | -8.0% | -8.5% | -8.9% | | Dividend reinvestment^{a} | d | N/A | N/A | N/A | | **Total return** | **c+d** | **-8.0%** | **-8.5%** | **-8.9%** | | Year ended 31 March 2022 | | NAV | NAV | Share Price | | --- | --- | --- | --- | --- | | Opening at 1 April 2021 | a | 627.05p | N/A | 542.00p | | Closing at 31 March 2022 | b | 697.30p | N/A | 562.00p | | Price movements | c=(b/a)-1 | 11.2% | N/A | 3.7% | | Dividend reinvestment^{a} | d | N/A | N/A | N/A | | **Total return** | **c+d** | **+11.2%** | **N/A** | **+3.7%** | $^{a}$NAV total return involves investing the net dividend in the NAV of the Company with debt at par value on the date on which that dividend goes ex-dividend. Share price total return involves reinvesting the net dividend in the share price of the Company on the date on which that dividend goes ex-dividend. abrdn New India Investment Trust plc 85 ## Alternative Investment Fund Managers Directive ## Disclosures unaudited abrdn Fund Managers Limited and the Company are required to make certain disclosures available to investors in accordance with the Alternative Investment Fund Managers Directive (“AIFMD”). Those disclosures that are required to be made pre-investment are included within a pre-investment disclosure document (“PIDD”) which can be found on the Company’s website: abrdnnewindia.co.uk. There have been no material changes to the disclosures contained within the PIDD since its publication in June 2023. The periodic disclosures as required under the AIFMD to investors are made below: · information on the investment strategy, geographic and sector investment focus and principal stock exposures is included in the Strategic Report; · none of the Company’s assets are subject to special arrangements arising from their illiquid nature; · the Strategic Report on pages 6 to 20, Note 17 to the Financial Statements and the PIDD, together set out the risk profile and risk management systems in place. There have been no changes to the risk management systems in place in the period under review and no breaches of any of the risk limits set, with no breach expected; · there are no new arrangements for managing the liquidity of the Company or any material changes to the liquidity management systems and procedures employed by the Manager; · all authorised Alternative Investment Fund Managers are required to comply with the AIFMD Remuneration Code. In accordance with the Remuneration Code, the Manager’s remuneration policy is available from the Company Secretaries on request (see contact address on page 102) and the remuneration disclosures in respect of the Manager’s reporting period ended 31 December 2022 are available from its website at: abrdn.com. ### Leverage The table below sets out the current maximum permitted limit and actual level of leverage for the Company. Gross Method Commitment Method Maximum level of leverage 2.50:1 2.00:1 Actual level at 31 March 2023 1.19:1 1.21:1 There have been no breaches of the maximum level during the period and no changes to the maximum level of leverage employed by the Company. There is no right of re-use of collateral or any guarantees granted under the leveraging arrangement. Changes to the information contained either within this Annual Report or the PIDD in relation to any special arrangements in place, the maximum level of leverage which the Manager may employ on behalf of the Company; the right of use of collateral or any guarantee granted under any leveraging arrangement; or any change to the position in relation to any discharge of liability by the Depositary will be notified via a regulatory news service without undue delay in accordance with the AIFMD. The information on this page has been approved for the purposes of Section 21 of the Financial Services and Markets Act 2000 (as amended by the Financial Services Act 2012) by abrdn Fund Managers Limited which is authorised and regulated by the Financial Conduct Authority in the United Kingdom. 86 abrdn New India Investment Trust plc ## ( ) ## Corporate ## Information ## The Company’s Investment ## Manager is a subsidiary of abrdn. ## Assets under the management ## and administration of abrdn were ## £500 billion at 31 December 2022. ### Architectural details of the white columns of ### Mumbai International Airport, which serves a ### metropolitan population of over 20 million residents. abrdn New India Investment Trust plc 87 ## Information about the Investment Mana er The Manager, authorised and regulated by the Financial Conduct Authority, has been appointed as alternative investment fund manager to the Company. The Manager has delegated portfolio management to the Investment Manager. The Manager and Investment Manager are subsidiaries of abrdn, a global asset manager with its headquarters in Edinburgh and operations in financial capitals and important regional centres thoughout the world. abrdn managed or administered over £500 billion (as at 31 December 2022) in assets for a range of clients, including individuals and institutions, through mutual and segregated funds. ### The Investment Team ### Kristy Fong James Thom Senior Investment Director Senior Investment Director Chartered Financial Analyst, B.Acc from Nanyang MBA, Insead; MA, Johns Hopkins University; BSc, University Technological University (Singapore). Before joining College, London. Previously with Actis, the emerging the Investment Manager in 2004 Kristy worked as an markets private equity firm. Joined the Investment analyst at UOB Kay Hian Pte Ltd. Manager in 2010. ### Pruksa Iamthongthong Flavia Cheong Senior Investment Director Head of Equities - Asia Pacific ex Japan CFA® charterholder, BA in Business Administration, Masters in Economics from University of Auckland. Chulalongkorn University, Thailand. Joined the Investment Previously with Investment Company of the People’s Manager in 2007. Republic of China and Development Bank of Singapore. Started investment career in 1987. Joined the Investment Manager in 1996. 88 abrdn New India Investment Trust plc ## g ### The Investment Process Philosophy and Style Risk Controls The Investment Manager will not invest in a company The Investment Manager seeks to minimise risk by its in without first having met its management team. Having depth research. Divergence from an index is not seen as invested in a company, the Investment Manager typically risk – the Investment Manager views, as one example, risk meets the management team twice a year. Over the to be associated with investment in poorly run, expensive years, the Investment Manager's fund managers have companies that are not fully understood. In fact, where risk visited many thousands of companies, and more than parameters are expressed in index relative terms, asset – 1,000 meetings are held annually with companies' including sector – allocation constitutes a significant management teams. constraint on stock selection. Hence diversification of stocks provides the Investment Manager’s main control. Portfolios are managed by the Investment Manager on a team basis, with individual fund managers doing their own abrdn’s performance and investment risk unit Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements research and analysis. Each asset class has a model independently monitors portfolio positions and reports portfolio that contains the team's best ideas for that asset monthly. As well as attributing performance it also class and forms the basis for constructing individual produces statistical analysis, which is used by the portfolios focused on that asset class. Investment Manager primarily to check the portfolio is behaving as expected, not as a predictive tool. The Investment Manager’s investment process concentrates on a company’s business strategy, management, financial strength, ownership structure and corporate governance seeking companies that it can invest in for the long term. This quality test means that there are stocks in the Benchmark universe that will not be considered for investment due to a lack of transparency or poor corporate governance. The investment process also takes account of responsible investment, encompassing an assessment of environmental, social and governance factors. abrdn New India Investment Trust plc 89 ## Investor Information ### Shareholder Enquiries ### Pre-Investment Disclosure Document (“PIDD”) For queries regarding shareholdings, lost certificates The Company has appointed the Manager as its dividend payments, registered details and related alternative investment fund manager and BNP Paribas matters, shareholders holding their shares directly in the Trust Corporation UK Limited (formerly BNP Paribas Company are advised to contact the registrar, Securities Services, London Branch) as its depositary, Computershare Investor Services plc (see Contact under the Alternative Investment Fund Managers Directive Addresses on page 102). Changes of address must be (“AIFMD”). notified to the registrar in writing. The AIFMD requires the Manager, as the alternative If you have any general questions about your Company, investment fund manager of qbrdn New India Investment the Manager or performance, please contact abrdn Trust plc, to make available to investors certain Customer Services Department by calling 0808 500 0040, information prior to such investors’ investment in the sending an email to inv.trusts@abrdn.com or by writing to: Company. Details of the leverage and risk policies which abrdn Investment Trusts, PO Box 11020, Chelmsford, the Company is required to have in place under AIFMD are Essex CM99 2DB. published in the Company’s Pre-Investment Disclosure Document (“PIDD”) which can be found on its website: ### How to Invest abrdnnewindia.co.uk. The periodic disclosures required to be made by the Manager under the AIFMD are set out on Investors can buy and sell shares in the Company directly page 86. through a stockbroker or indirectly through a lawyer, accountant or other professional adviser. Alternatively, for retail clients, shares can be bought directly through the ### Benchmark abrdn Plan for Children, abrdn Investment Trust Share The Company’s Benchmark is the MSCI India Index Plan or abrdn Investment Trust ISA. (Sterling-adjusted). ### abrdn Plan for Children ### Investor Warning: Be alert to share fraud and abrdn operates an Investment Plan for Children (the ### boiler room scams “Children’s Plan”) which covers a number of investment abrdn has been contacted by investors informing us that companies under its management including abrdn New they have received telephone calls and emails from India Investment Trust plc. Anyone can invest in the people who have offered to buy their investment Children’s Plan, including parents, grandparents and company shares, purporting to work for abrdn or for third family friends (subject to the eligibility criteria as stated party firms. abrdn has also been notified of emails within terms and conditions). All investments are free of claiming that certain investment companies under our dealing charges on the initial purchase of shares, although management have issued claims in the courts against investors will suffer the bid-offer spread, which can, on individuals. These may be scams which attempt to gain some occasions, be a significant amount. Lump sum your personal information with which to commit identity investments start at £150 per trust, while regular savers fraud or could be ‘boiler room’ scams where a payment may invest from £30 per month. Investors simply pay from you is required to release the supposed payment for Government Stamp Duty (currently 0.5%) on purchases, your shares. These callers/senders do not work for abrdn where applicable. Selling costs are £10 + VAT. There is no and any third party making such offers/claims has no link restriction on how long an investor need invest in the with abrdn. Children’s Plan, and regular savers can stop or suspend abrdn does not ‘cold-call’ investors in this way. If you have participation by instructing abrdn in writing at any time. any doubt over the veracity of a caller, do not offer any personal information, end the call and contact our Customer Services Department using the details on page 102. The Financial Conduct Authority provides advice with respect to share fraud and boiler room scams: fca.org.uk/consumers/scams 90 abrdn New India Investment Trust plc ## abrdn Share Plan abrdn operates a Share Plan (the "Plan") through which shares in the Company can be purchased. There are no dealing charges on the initial purchase of shares, although investors will suffer the bid-offer spread, which can, on some occasions, be a significant amount. Lump sum investments start at £250, while regular savers may invest from £100 per month. Investors only pay Government Stamp Duty (currently 0.5%) on purchases, where applicable. Selling costs are £10 + VAT. There is no restriction on how long an investor need invest in a Plan, and regular savers can stop or suspend participation by instructing abrdn in writing at any time. ## abrdn ISA abrdn offers an Investment Trust ISA ("ISA") through which an investment may be made of up to £20,000 in tax year 2023/2024. There are no brokerage or initial charges for the ISA, although investors will suffer the bid-offer spread, which can, on some occasions, be a significant amount. Investors only pay Government Stamp Duty (currently 0.5%) on purchases, where applicable. Selling costs are £15 + VAT. The annual ISA administration charge is £24 + VAT, calculated annually and applied on 31 March (or the last business day in March) and collected soon thereafter either by direct debit or, if there is no valid direct debit mandate in place, from the available cash in the ISA prior to the distribution or reinvestment of any income, or, where there is insufficient cash in the ISA, from the sale of investments held under the ISA. Under current legislation, investments in ISAs can grow free of capital gains tax. ## ISA Transfer You can choose to transfer previous tax year investments to us which can be invested in abrdn New India Investment Trust plc while retaining your ISA wrapper. The minimum lump sum for an ISA transfer is £1,000 and is subject to a minimum per investment trust of £250. ## Nominee Accounts and Voting Rights In common with other schemes of this type, all investments in the abrdn Children's Plan for Children, abrdn Investment Trust Share Plan and abrdn Investment Trust ISA are held in nominee accounts and investors are provided with the equivalent of full voting and other rights of share ownership. ## Keeping You Informed Further information on the Company can be found on its own dedicated website: abrdnnewindia.co.uk. This provides access to information on the Company's share price performance, capital structure, stock exchange announcements and a Manager's monthly factsheet. Alternatively, you can call 0808 500 0040 (free when dialling from a UK landline) for trust information. If private investors have any questions about the Company, the Manager or performance, please contact abrdn Customer Services Department using the details on page 102. ## Key Information Document ("KID") The KID relating to the Company, for which the Manager is responsible, may be found on the Company's website. ## Literature Request Service For literature and application forms for abrdn Children's Plan for Children, Share Plan, ISA or ISA Transfer please contact: abrdn PO Box 11020 Chelmsford Essex CM99 2DB Telephone: 0808 500 4000 (free when dialling from a UK landline) Terms and conditions for abrdn savings products can also be found under the 'Literature' section of invtrusts.co.uk ## Suitability for Retail/NMPI Status The Company's securities are intended for investors primarily in the UK (including retail investors), professionally-advised private clients and institutional investors who are seeking long term capital appreciation from investment in companies which are incorporated in India or which derive significant revenue or profit from India, with dividend yield being of secondary importance, via an investment company, and who understand and are willing to accept the risks of exposure to equities within a single emerging country fund. Investors should consider consulting a financial adviser who specialises in advising on the acquisition of shares and other securities before acquiring shares. Investors should be capable of evaluating the risks and merits of such an investment and should have sufficient resources to bear any loss that may result. abrdn New India Investment Trust plc 91 Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General ## Investor Information ### Continued The Company currently conducts its affairs so that the ### Note securities issued by the Company can be recommended Please remember that past performance is not a guide to by a financial adviser to ordinary retail investors in the future. Stock market and currency movements may accordance with the Financial Conduct Authority’s rules in cause the value of shares and the income from them to relation to non-mainstream pooled investments (“NMPIs”) fall as well as rise and investors may not get back the and intends to continue to do so for the foreseeable future. amount they originally invested. The Company’s securities are excluded from the Financial Conduct Authority’s restrictions which apply to NMPIs As with all equity investments, the value of investment because they are securities issued by an investment trust. trusts purchased will immediately be reduced by the difference between the buying and selling prices of the shares, the market maker’s spread. ### Online Dealing There are a number of online dealing platforms for private Investors should further bear in mind that the value of any investors that offer share dealing, ISAs and other means to tax relief will depend on the individual circumstances of invest in the company. Real-time execution-only the investor and that tax rates and reliefs, as well as the stockbroking services allow you to trade online, manage tax treatment of ISAs, may be changed by future your portfolio and buy UK listed shares. These sites do not legislation. give advice. Some comparison websites also look at The information on pages 90 to 92 has been approved for dealing rates and terms. the purposes of Section 21 of the Financial Services and Markets Act 2000 (as amended by the Financial Services ### Discretionary Private Client Stockbrokers Act 2012) by Aberdeen Asset Managers Limited which is If you have a large sum to invest, you may wish to contact authorised and regulated by the Financial Conduct a discretionary private client stockbroker. They can Authority in the United Kingdom. manage your entire portfolio of shares and will advise you on your investments. To find a private client stockbroker visit The Personal Investment Management & Financial Advice Association at: pimfa.co.uk. ### Financial Advisers To find an adviser who recommends on investment trusts, visit: unbiased.co.uk. ### Regulation of Stockbrokers Before approaching a stockbroker, always check that they are regulated by the Financial Conduct Authority: Tel: 0800 111 6768 or at: fca.org.uk/firms/financial-services-register Email: consumerqueries@fca.org.uk 92 abrdn New India Investment Trust plc ## General ## The Annual General Meeting of abrdn ## New India Investment Trust plc will be ## held at Wallacespace, 15 Artillery Lane, ## London E1 7HA, at 12.30pm on 27 ## September 2023. ### Paint manufactured by Asian ### Paints is sold in a supermarket ### in Jaipur, Rajasthan. abrdn New India Investment Trust plc 93 # Notice of Annual General Meeting Notice is hereby given that the Annual General Meeting of abrdn New India Investment Trust plc will be held at Wallacespace, 15 Artillery Lane, London E1 7HA, at 12.30pm on 27 September 2023 for the following purposes: ## Ordinary Business As ordinary business to consider and, if thought fit, pass the following Resolutions 1 to 9 inclusive, as Ordinary Resolutions: 1. To receive and adopt the Directors' and Auditor's Reports and adopt the Financial Statements for the year ended 31 March 2023. 2. To receive and adopt the Directors' Remuneration Report for the year ended 31 March 2023 (other than the Directors' Remuneration Policy). 3. To receive and adopt the Directors' Remuneration Policy. 4. To re-elect David Simpson as a Director of the Company. 5. To re-elect Andrew Robson as a Director of the Company. 6. To re-elect Rebecca Donaldson as a Director of the Company. 7. To re-elect Michael Hughes as a Director of the Company. 8. To reappoint KPMG LLP as Independent Auditor of the Company and to authorise the Directors to determine their remuneration for the year to 31 March 2024. 9. THAT, the proposed investment policy, amendments to which are set out in the Appendix to the Notice of the Annual General Meeting on page 99 of the Annual Report for the year ended 31 March 2023, be and is hereby adopted as the investment policy of the Company to the exclusion of all previous investment policies of the Company with immediate effect. ## Special Business As special business to consider and, if thought fit, pass the following Resolutions in the case of Resolutions 10 and 12 as Special Resolutions and Resolution 11 as an Ordinary Resolution: ## Authority to Make Market Purchases of Shares 10. THAT, the Directors of the Company be and are hereby generally and unconditionally authorised in accordance with Section 701 of the Companies Act 2006 (the "Act"), but without prejudice to the exercise of any such authority prior to the date of this resolution, to make market purchases (within the meaning of Section 693(4) of the Act) of Ordinary shares of 25p each in the capital of the Company ("Ordinary shares"), and to cancel or hold these Ordinary shares in treasury provided that:- i. the maximum aggregate number of Ordinary shares hereby authorised to be purchased shall be an aggregate of 8,233,208 Ordinary shares, being 14.99% of the issued Ordinary share capital of the Company (excluding treasury shares) as at the date of approval of this notice; ii. the minimum price which may be paid for an Ordinary share is 25p (exclusive of expenses); iii. the maximum price (exclusive of expenses) which may be paid for an Ordinary share shall be not more than the higher of (i) 5% above the average market values of the shares taken from the Daily Official List of the London Stock Exchange for the 5 business days before the purchase is made or that stipulated by Article 5(1) of the Commission Regulation (EC) No. 2273/2003 and, (ii) the higher of the price of the last independent trade and the highest current independent bid on the trading venue where the purchase is carried out; and iv. unless renewed, the authority hereby conferred shall expire at the conclusion of the Annual General Meeting of the Company in 2024 or on 30 September 2024, whichever is earlier, save that the Company may, prior to such expiry, enter into a contract to purchase Ordinary shares which will or may be completed or executed wholly or partly after the expiration of such authority and may make a purchase of Ordinary shares pursuant to any such contract: 94 abrdn New India Investment Trust plc ## Authority to Allot Shares 11. THAT, in substitution for any existing authority under Section 551 of the Companies Act 2006 (the "Act"), but without prejudice to the exercise of any such authority prior to the date of this resolution, the Directors be and they are hereby generally and unconditionally authorised, in accordance with Section 551 of the Companies Act 2006, to allot equity securities (within the meaning of the Section 551 of the Act) up to an aggregate nominal amount of £1,373,116 (representing approximately 10% of the Company's issued Ordinary share capital as at the date of approval of this notice) during the period commencing on the date of the passing of this resolution and expiring at the conclusion of the Annual General Meeting of the Company in 2024 or on 30 September 2024, whichever is earlier, but so that this authority shall allow the Company to make, before the expiry of this authority, offers or agreements which would or might require relevant securities to be allotted after such expiry and notwithstanding such expiry, the Directors may allot relevant securities in pursuance of any such offers or agreements. ## Disapplication of Pre-emption Rights 12. THAT, subject to the passing of Resolution 11 above ("the Section 551 resolution") and in substitution for any existing authority under Sections 570 and 573 of the Companies Act 2006 (the "Act") but without prejudice to the exercise of any such authority prior to the date of this resolution, the Directors of the Company be and are hereby generally and unconditionally authorised in accordance with Sections 570 and 573 of the Act to allot equity securities (within the meaning of Section 560 of the Act) either pursuant to the Section 551 resolution or by way of a sale of treasury shares, in each case for cash as if Section 561(1) of the Act did not apply to such allotment, provided that this power shall be limited to the allotment of equity securities: i. (otherwise than pursuant to sub-paragraph (b) below) up to an aggregate nominal amount of £1,373,116 (representing approximately 10% of the Company's issued Ordinary share capital, excluding treasury shares, as at the date of approval of this notice); ii. in connection with or the subject of an offer or invitation, open for acceptance for a period fixed by the Directors, to holders of Ordinary shares and such other equity securities of the Company as the Directors may determine on the register of members on a fixed record date in proportion (as nearly as may be) to their respective holdings of such securities, (but subject to such exclusions, limits or restrictions or other arrangements as the Directors of the Company may consider necessary or appropriate to deal with treasury shares, fractional entitlements, record dates or legal, regulatory or practical problems in or under the laws of, or requirements of, any regulatory body or any stock exchange in any territory or otherwise howsoever); and iii. at a price per Ordinary share which represents a premium to the prevailing NAV per Ordinary share from time to time (as determined by the Directors and excluding treasury shares). Such power shall expire at the conclusion of the Annual General Meeting of the Company in 2024 or on 30 September 2024, whichever is earlier, but so that this power shall enable the Company to make an offer or agreement before such expiry which would or might require equity securities to be allotted after such expiry and the Directors of the Company may allot equity securities in pursuance of any such offer or agreement as if such expiry had not occurred. By order of the Board abrdn Holdings Limited Company Secretary Registered Office 280 Bishopsgate London EC2M 4AG 28 June 2023 abrdn New India Investment Trust plc 95 Overview Strategic Report Portfolio Governance Financial Statements Corporate Information General ## Notice of Annual General Meetin ### Continued ### Notes i. A shareholder entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend, speak and vote instead of him/her or on his/her behalf at the Meeting. A proxy need not be a shareholder. The shareholder may appoint more than one proxy, provided that each proxy is appointed to attend, speak and vote in respect of a different share or shares. If you wish your proxy to speak on your behalf at the meeting, you will need to appoint your own choice of proxy (not the Chairman of the meeting) and give instructions directly to them. Appointing a proxy will not prevent a shareholder from attending in person and voting at the meeting. A proxy form which may be used to make such appointment and give proxy instructions accompanies this notice. If you do not have a proxy form and believe that you should, or if you would like to appoint more than one proxy, please contact the Company's Registrars, Computershare Investor Services PLC, on 0370 707 1153. In the case of joint holders, the vote of the first named in the register of members of the Company who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of other joint holders. ii. To be valid, the appointment of a proxy, and the original or duly certified copy of the power of attorney or other authority, if any, under which it is signed or authenticated, should be sent to the Company’s Registrars, Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol, BS99 6ZY so as to arrive not less than 48 hours (excluding non-working days) before the time fixed for the Meeting. iii. Pursuant to Regulation 41 of the Uncertificated Securities Regulations 2001, the Company specifies that only those shareholders registered in the register of members of the Company not later than 6.30pm on the date two days (excluding non-working days) before the time fixed for the meeting (or, if the meeting is adjourned, registered in the register of members not later than 6.30pm on the date two days (excluding non-working days) before the time fixed for the adjourned meeting) shall be entitled to attend or vote at the meeting in respect of the number of Ordinary shares registered in their name at that time. In each case, changes to entries on the register of members of the Company after that time shall be disregarded in determining the rights of any person to attend or vote at the meeting. iv. Any shareholder holding 3% or more of the total voting rights of the Company who appoints a person other than the Chairman of the meeting as his or her proxy(ies) will need to ensure that both he or she and his/her proxy(ies) comply with their respective disclosure obligations under the UK Disclosure Guidance and Transparency Rules. v. 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 utilising the procedures described in the CREST Manual. CREST personal members or other CREST sponsored members, and those CREST members who have appointed a voting service provider(s), should refer to their CREST sponsor or voting service provider(s), who will be able to take the appropriate action on their behalf. vi. In order for a proxy appointment made by means of CREST to be valid, the appropriate CREST message (a “CREST Proxy Instruction”) must be properly authenticated in accordance with Euroclear UK & Ireland Limited's (“EUI”) specifications and must contain the information required for such instructions, as described in the CREST Manual. The message must be transmitted so as to be received by the issuer's agent (3RA50) no later than 48 hours before the time of the meeting or any adjournment. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp applied to the message by the CREST Applications Host) from which the issuer's agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. vii. CREST memb ers and, where applicable, their CREST sponsors or voting service providers should note that EUI does not make available special procedures in CREST for any particular messages. Normal system timings and limitations will therefore apply in relation to the input of CREST Proxy Instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member or sponsored member or has appointed a voting service provider(s), to procure that his CREST sponsor or voting service provider(s) take(s)) such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection, CREST members and, where applicable, their CREST sponsors or voting service providers are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings. 96 abrdn New India Investment Trust plc ## g viii. The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001. ix. In order to facilitate voting by corporate representatives at the Meeting, arrangements will be put in place at the meeting so that (i) if a corporate shareholder has appointed the Chairman of the meeting as its corporate representative to vote on a poll in accordance with the directions of all of the other corporate representatives for that shareholder at the meeting then, on a poll, those corporate representatives will give voting directions to the Chairman and the Chairman will vote (or withhold a vote) as corporate representative in accordance with those directions; and (ii) if more than one corporate representative for the same corporate shareholder attends the meeting but the corporate shareholder has not appointed the Chairman of the meeting as its corporate representative, a designated corporate representative will be nominated from those corporate representatives who attend, who will vote on a poll, and the other corporate representatives will give voting directions to that designated corporate representative. Corporate shareholders are referred to the guidance issued by the Institute of Chartered Secretaries and Administrators on proxies and corporate representatives (icsa.org.uk), for Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements further details of this procedure. The guidance includes a sample form of representation letter if the Chairman is being appointed as described in (i) above. x. A person to whom this notice is sent who is a person nominated under Section 146 of the Companies Act 2006 to enjoy information rights (a "Nominated Person") may, under an agreement between him/her and the shareholder by whom he/she was nominated, have a right to be appointed (or to have someone else appointed) as a proxy for the Meeting. If a Nominated Person has no such proxy appointment right or does not wish to exercise it, he/she may, under any such agreement, have a right to give instructions to the shareholder as to the exercise of voting rights. The statements of the rights of members in relation to the appointment of proxies in Notes (i) and (ii) above do not apply to a Nominated Person. The rights described in those Notes can only be exercised by registered members of the Company. xi. The terms of appointment of the Directors of the Company are available for inspection on any day (except Saturdays, Sundays and bank holidays) from the date of this notice of until the date of the meeting during usual business hours at the registered office of the Company and will, on the date of the Meeting, be available for inspection at the venue of the Meeting for 15 minutes prior to, and at, the Meeting. xii. Shareholders are advised that, unless otherwise stated, any telephone number, website or email address which may be set out in this notice of Annual General Meeting or in any related documents (including the proxy form) is not to be used for the purposes of serving information or documents on, or otherwise communicating with, the Company for any purposes other than those expressly stated. xiii. Following the Meeting, the results of the voting at the meeting and the numbers of proxy votes cast for and against and the number of votes actively withheld in respect of each of the resolutions will be announced via a Regulatory Information Service and placed on the Company’s website: abrdnnewindia.co.uk xiv. Further information regarding the meeting is available from: abrdnnewindia.co.uk xv. Under Section 338 of the Companies Act 2006, members may require the Company to give to members of the Company entitled to receive this notice of meeting, notice of a resolution which may properly be moved and is intended to be moved at the meeting. Under Section 338A of that Act, members may request the Company 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. abrdn New India Investment Trust plc 97 # Notice of Annual General Meeting Continued xvi. It is possible that, pursuant to requests made by members of the Company under Section 527 of the Companies Act 2006, the Company may be required to publish on a website a statement setting out any matter relating to: (i) the audit of the Company's accounts (including the auditor's report and the conduct of the audit) that are to be laid before the meeting; or (ii) any circumstances connected with an auditor of the Company ceasing to hold office since the previous meeting at which annual accounts and reports were laid in accordance with Section 437 of the Companies Act 2006. The Company may not require the members requesting any such website publication to pay its expenses in complying with Sections 527 or 528 of the Companies Act 2006. Where the Company is required to place a statement on a website under Section 527 of the Companies Act 2006, it must forward the statement to the Company's auditor not later than the time when it makes the statement available on the website. The business which may be dealt with at the meeting includes any statement that the Company has been required under Section 527 of the Companies Act 2006 to publish on a website. xvii. As at 28 June 2023 (being the last practicable date prior to publication of this notice) the Company's issued share capital comprised 54,924,673 Ordinary shares of 25p each with voting rights and 4,145,467 shares in treasury. Each Ordinary share carries the right to one vote at a general meeting of the Company. Accordingly, the total number of voting rights in the Company as at 28 June 2023 was 54,924,673. xviii. There are special arrangements for holders of shares through the abrdn Share Plan, abrdn Investment Trusts ISA or abrdn Investment Plan for Children. These are explained in the separate 'Letter of Direction' which such holders will have received with this Annual Report. xix. If the law or Government guidance so requires at the time of the meeting, the Chairman will limit, in his sole discretion, the number of individuals in physical attendance at the meeting in order to ensure the safety of those attending the meeting. THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt about the action you should take, you are recommended to seek your own financial advice from your stockbroker, bank manager, solicitor, accountant or other financial adviser authorised under the Financial Services and Markets Act 2000 (as amended by the Financial Services Act 2012) if you are in the United Kingdom or, if not, from another appropriately authorised financial adviser. If you have sold or otherwise transferred all your Ordinary shares in abrdn New India Investment Trust plc, please forward this document, together with any accompanying documents, immediately to the purchaser or transferee, or to the stockbroker, bank or agent through whom the sale or transfer was effected for onward transmission. 98 abrdn New India Investment Trust plc ## Appendix to Notice of Annual General Meetin ### Proposed change to Investment Policy to be put to shareholders at the ### Annual General Meeting on 27 September 2023 ### Investment Policy The Company invests primarily in Indian equity securities. ### Delivering the Investment Policy Risk Diversification The Company’s investment policy is flexible, enabling it to invest in all types of securities, including equities, debt and convertible securities in companies listed on the Indian stock exchanges or which are listed on other international Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements exchanges, and which derive significant revenue or profit from India. The Company may, where appropriate, invest in open-ended collective investment schemes and closed-end funds which invest in India and are listed on the Indian stock exchanges. The Company is free to invest in any particular market segment or geographical region of India or in small, mid or large capitalisation companies. The Company may invest up to 10% of its NAV in unquoted companies in aggregate, measured at the time of each investment. The Company’s portfolio will typically comprise in the region of 25 to 50 holdings, but with due consideration given to spreading investment risk. No individual issuer is expected normally to represent a greater weight in the portfolio than the higher of (i) 10% of the Company’s net assets or (ii) the individual issuer’s weight in the MSCI India Index (in sterling terms) plus 2%, both as measured at the time of each investment, although there is a maximum permitted exposure to a single issuer of 20% of the Company’s net assets at all times. Gearing The Company is permitted to borrow up to 25% of its net assets (measured when new borrowings are incurred). It is intended that this power should be used to leverage the Company’s portfolio in order to enhance returns when and to the extent that it is considered appropriate to do so. Under normal circumstances, over the longer term and in tandem with the rising value of the Company’s investments, gearing is expected to improve returns. The Company’s Gearing is essentially structural in nature but, in addition, may be used for specific opportunities or circumstances. The Directors take care to ensure that borrowing covenants permit flexibility of investment policy. Currency, Hedging Policy and Derivatives The Company’s financial statements are maintained in Sterling while, because of its investment focus, nearly all of its portfolio investments are denominated and quoted in the Indian Rupee. Although it is not the Company’s present intention to do so, the Company may, where appropriate and economic to do so, employ a policy of hedging against fluctuations in the rate of exchange between Sterling and other currencies in which its investments are denominated. Cash balances are held in such currency or currencies as the Manager considers appropriate, although it is expected that this would primarily be Sterling. Although the Company does not employ derivatives presently, it may do so, if appropriate, to enhance portfolio returns (of a capital or income nature) and for efficient portfolio management, that is, to reduce, transfer or eliminate risk in its investments, including protection against currency risks, or to gain exposure to a specific market. Investment Restrictions It is the investment policy of the Company to invest no more than 15% of its gross assets in other listed investment companies (including listed investment trusts). The Company held no investments in other listed investment companies during the year ended 31 March 2023. abrdn New India Investment Trust plc 99 ## g ## Glossary of Terms ### Leverage ### abrdn For the purposes of the Alternative Investment Fund abrdn plc, which is a company whose shares are admitted Managers Directive, leverage is any method which to listing on the London Stock Exchange. increases the Company’s exposure, including the borrowing of cash and the use of derivatives. It is ### AIC expressed as a ratio between the Company’s exposure The Association of Investment Companies. and its NAV and can be calculated on a gross and a commitment method. Under the gross method, exposure ### Alternative Investment Fund Managers represents the sum of the Company’s positions after the ### Directive or AIFMD deduction of Sterling cash balances, without taking into The Alternative Investment Fund Managers Directive is account any hedging and netting arrangements. Under European legislation which created a European-wide the commitment method, exposure is calculated without framework for regulating managers of alternative the deduction of Sterling cash balances and after investment funds. It is designed to regulate any fund which certain hedging and netting positions are offset is not a UCITS fund and which is managed and/or against each other. marketed in the EU. The Company has been designated ### as an alternative investment fund which is subject to the Net Asset Value/NAV/Adjusted NAV Alternative Investment Fund Managers Directive. The value of total assets less liabilities. Liabilities for this purpose include current and long-term liabilities. The net ### Alternative Performance Measures asset value divided by the number of shares presently in Alternative performance measures are numerical issue produces the basic net asset value per share. measures of the Company’s current, historical or future The Adjusted NAV is the Company’s NAV after adding performance, financial position or cash flows, other than back all Indian capital gains tax paid or accrued in respect financial measures defined or specified in the applicable of realised and unrealised gains made on investments. financial framework. The Company’s applicable financial framework includes IFRS and the AIC SORP. ### Net Gearing/(Cash) Net gearing/(cash) is calculated by dividing total assets ### Benchmark (as defined below) less cash or cash equivalents by MSCI India Index (sterling adjusted). shareholders’ funds expressed as a percentage. This is in accordance with the AIC guidance “Gearing Disclosures ### Company post RDR”. abrdn New India Investment Trust plc (formerly Aberdeen New India Investment Trust PLC, until 31 March 2023). ### Ongoing Charges Ratio of expenses as a percentage of average daily ### Discount shareholders’ funds calculated as per the AIC’s industry The amount by which the market price per share of an standard method. investment trust is lower than the NAV per share. The discount is normally expressed as a percentage of the ### Premium NAV per share. The amount by which the market price per share of an investment trust exceeds the NAV per share. The premium ### Investment Manager is normally expressed as a percentage of the NAV abrdn Asia Limited, a wholly owned subsidiary of abrdn. per share. ### Manager ### Price/Earnings or PE Ratio abrdn Fund Managers Limited (formerly Aberdeen The ratio is calculated by dividing the middle-market price Standard Fund Managers Limited until 1 August 2022) a per share by the earnings per share. The calculation wholly owned subsidiary of abrdn, has been appointed as assumes no change in earnings but in practice the the alternative investment fund manager of the multiple reflects the stock market’s view of a company’s Company. The Manager is authorised and regulated by prospects and profit growth potential. the Financial Conduct Authority. 100 abrdn New India Investment Trust plc ### Prior Charges The name given to all borrowings including debentures, loan and short term loans and overdrafts that are to be used for investment purposes, reciprocal foreign currency loans, currency facilities to the extent that they are drawn down, index-linked securities, and all types of preference or preferred capital and the income shares of split capital trusts, irrespective of the time until repayment. ### Total Assets Total assets as per the balance sheet less current liabilities (before deducting prior charges as defined above). Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements ### Total Return NAV total return involves investing the dividend in the NAV of the Company on the date on which that dividend goes ex-dividend. Share price total return involves reinvesting the dividend in the share price of the Company on the date on which that dividend goes ex-dividend. ### Financial Calendar ### Financial year end 31 March 2023 ### Annual General Meeting 27 September 2023 ### Expected announcement of the Annual Report for the year to 31 March 2024 June 2024 abrdn New India Investment Trust plc 101 ## Contact Addresses | Directors | Alternative Investment Fund Manager | | --- | --- | | Michael Hughes (Chairman) | abrdn Fund Managers Limited | | David Simpson (Senior Independent Director) | 280 Bishopsgate | | Andrew Robson (Chairman of the Audit Committee) | London EC2M 4AG | Rebecca Donaldson (Chairman of the Management Authorised and regulated by the Financial Conduct Engagement Committee) Authority ### Company Secretaries ### Investment Manager abrdn Holdings Limited (formerly Aberdeen Asset | Management PLC, until 25 November 2022) | abrdn Asia Limited | | --- | --- | | 1 George Street | 21 Church Street | | Edinburgh EH2 2LL | #01-01 Capital Square Two | Singapore 049480 ### Registered Office and Company Number ### 280 Bishopsgate Registrars (for direct shareholders) London EC2M 4AG Computershare Investor Services PLC The Pavilions Registered in England & Wales under company Bridgwater Road number 02902424 Bristol BS99 6ZZ ### Website Telephone: 0370 707 1153 abrdnnewindia.co.uk (Lines are open Monday to Friday from 8.30am – 5.30pm, excluding public holidays in England & Wales. Charges for ### Points of Contact ‘03’ numbers are determined by the caller’s service The Chairman or Company Secretaries at the provider. Calls may be recorded and monitored randomly Registered Office of the Company. for security and training purposes.) ### Legal Entity Identifier Website: uk.computershare.com/investor 549300D2AW66WYEVKF02 E-mail is available via the website ### United States Internal Revenue Service ### Independent Auditor ### FATCA Registration Number (“GIIN”) KPMG LLP U2I09D.99999.SL.826 20 Castle Terrace Edinburgh EH1 2EG ### abrdn Customer Services Department and ### abrdn Children’s Plan, Share Plan and ISA ### Depositary ### enquiries BNP Paribas Trust Corporation UK Limited | abrdn Investment Trusts | (formerly BNP Paribas Securities Services, London Branch until 30 | | --- | --- | | PO Box 11020 | June 2022) | | Chelmsford | 10 Harewood Avenue | | Essex CM99 2DB | London NW1 6AA | Freephone: 0808 500 0040 ### (Lines are open Monday to Friday from 9.00am – 5.00pm, Stockbrokers excluding public holidays in England & Wales) Winterflood Securities Limited The Atrium Building Email: inv.trusts@abrdn.com Cannon Bridge Or new.india@abrdn.com 25 Dowgate Hill London EC4R 2GA ### abrdn Social Media Accounts Twitter: @abrdnTrusts LinkedIn: abrdn Investment Trusts 102 abrdn New India Investment Trust plc Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements abrdn New India Investment Trust plc 103 104 abrdn New India Investment Trust plc Strategic Report Governance Overview General Portfolio Corporate Information Financial Statements abrdn New India Investment Trust plc 105 For more information visit abrdnnewindia.co.uk ## abrdn.com