TRUST IN A STYLE TO LAST THROUGH THE AGES
ANNUAL FINANCIAL REPORT
FOR THE YEAR ENDED 31 MARCH 2026
Contents
STRATEGY
OVERVIEW
Annual Results at a Glance 1
About The Edinburgh Investment Trust 2
Investment Policy 4
Nature of the Company 5
Financial Information and Performance Statistics 6
Chair’s Statement 10
STRATEGIC REPORT
Portfolio Managers’ Report 15
The Portfolio Managers’ Investment Principles 22
Business Review 23
Investments in Order of Valuation 25
Portfolio Analysis 26
Principal Risks and Uncertainties 27
Viability Statement 32
Section 172 Statement, Company Sustainability and Stakeholders 33
GOVERNANCE
The Directors 39
The Company’s Corporate Governance Framework 41
Corporate Governance Statement 42
Audit Committee Report 43
Directors’ Report 46
Statement of Directors’ Responsibilities 54
Directors’ Remuneration Report 55
FINANCIAL REVIEW
Independent Auditors’ Report 59
Income Statement 65
Statement of Changes in Equity 66
Balance Sheet 67
Statement of Cash Flows 68
Notes to the Financial Statements 69
OTHER INFORMATION FOR SHAREHOLDERS
Notice of Annual General Meeting 84
Shareholder Information 88
Directors, Advisors and Principal Service Providers 89
Glossary of Terms and Alternative Performance Measures (“APM”) 90
Alternative Investment Fund Managers Directive Disclosure 94
If you wish to contact members of The Edinburgh Investment Trust Board then please
get in touch with the Company Secretary on +44 (0)20 3697 5770. Alternatively,
please email the Board via the Company Secretary at EIT@nsm.group. If you have any
enquiries for the Manager, please contact them on +44 (0)20 7412 1700.
www.edinburgh-investment-trust.co.uk
The Company is a
member of
ANNUAL RESULTS
AT A GLANCE
AS AT
31 MAR 2025
5.0%
AS AT
31 MAR 2026
5.8%
AS AT
31 MAR 2026
AS AT
31 MAR 2025
AS AT
31 MAR 2026
£1,059m
AS AT
31 MAR 2025
£1,126m
NET ASSETS
12 MONTHS TO
MAR 2026
0.52%
(8.6)%
(9.4)%
12 MONTHS TO
MAR 2025
0.51%
ONGOING CHARGES
RATIO*
DISCOUNT*
AS AT
31 MAR 2026
773.00p
AS AT
31 MAR 2025
740.00p
SHARE PRICE
AS AT
31 MAR 2026
4.1%
AS AT
31 MAR 2025
3.9%
DIVIDEND YIELD*
GEARING (NET)*
*Alternative Performance Measures as defined on pages 90 to 93
THE EDINBURGH INVESTMENT TRUST PLC OVERVIEW 1
Investment objective
The Company aims to exceed the total return on the FTSE All-Share Index and grow its dividend faster than UK
inflation. This objective will be assessed over the long term and performance against the FTSE All-Share Index will
be measured on a NAV total return basis.
Exceed the total return
on the FTSE All-Share Index
Grow its dividend faster
than UK inflation
About The Edinburgh Investment Trust
The Edinburgh Investment Trust was established in 1889 and
has been managed by the current team since March 2020,
with Imran Sattar taking over as Portfolio Manager and Emily
Barnard as Deputy Portfolio Manager in February 2024.
The portfolio management team construct a high-conviction portfolio of 40 to 50 holdings based on
fundamental company research. Up to 20% of the portfolio may be invested in non-UK stocks.
2 OVERVIEW THE EDINBURGH INVESTMENT TRUST PLC
THE EDINBURGH INVESTMENT TRUST PLC OVERVIEW 3
Investment policy
The Company invests primarily in the shares of companies
quoted on a recognised stock exchange in the UK. Securities
of companies quoted on a recognised stock exchange
outside of the UK may also be held but will not exceed 20%
of the market value of the investment portfolio, measured at
the time of any acquisition.
The portfolio is selected by the Portfolio Manager, and
monitored carefully by the Board, on the basis of the Portfolio
Manager’s assessment of the fundamental value available in
individual securities, whilst giving due regard to sector and
industry weightings and to broader economic and market
conditions. Companies are chosen by the Portfolio Manager
on the basis of their individual business strengths, growth
and income characteristics and valuation, and not according
to specific rules of asset allocation.
Borrowings may be used to provide gearing to the equity
portfolio of up to 25% of net assets.
Investment decisions are restricted by the following:
• No acquisition may be made which would result in a
holding being greater than 10% of the market value of the
investment portfolio;
• The Company will not invest more than 15% of its total
assets in the shares of other UK-listed investment trusts or
investment companies;
• The Company will not hold more than 5% of the issued
share capital (or voting shares) of any one company.
In addition, the Company may:
• invest in convertibles (securities which are typically
expected to convert into shares on a recognised stock
exchange) subject to no acquisition or conversion resulting
in a holding breaching the limits in this investment policy;
• use derivative instruments, monitored carefully by the Board
and subject to constraints, including the writing of covered
calls against securities (which in aggregate amount to no
more than 10% of the value of the investment portfolio) and
the investment in FTSE 100 futures (subject to the value of
such positions, if exercised, not exceeding 15% of the value
of the investment portfolio). Other derivative instruments
may be employed, subject to prior Board approval,
provided that the cost (and potential liability) of exercise
of all outstanding derivative positions should not exceed
25% of the value of the investment portfolio at any time;
• hedge exposure to changes in foreign currency rates in
respect of its overseas investments
At the Company’s Annual General Meeting on 22 July 2025,
shareholders unanimously approved the above Investment
Objective and Policy. The revisions simplified the language but
changed neither the way the Company’s portfolio is managed
nor what the Company is seeking toachieve.
4 OVERVIEW THE EDINBURGH INVESTMENT TRUST PLC
Nature of the Company
The Company is a FTSE 250 Investment Company whose
shares are listed on the London Stock Exchange (‘LSE’). The
business of the Company consists of investing its assets
according to a specified investment objective and policy, with
the aim of spreading investment risk and generating a return
for shareholders.
The Company uses borrowing to enhance returns to
shareholders. This increases the risk to shareholders should
the value of investments fall.
The Company has contracted with an external manager,
Liontrust Fund Partners LLP (‘LFP’ or ‘the Manager’) to act
as its Alternative Investment Fund Manager (‘AIFM’) and to
manage its investments. Other administrative functions are
contracted to external services providers. The Company has a
Board of non-executive directors who oversee and monitor the
activities of the Manager and other service providers on behalf
of shareholders and ensure that the investment objective and
policy are adhered to. The Company has no employees.
The Company’s ordinary shares qualify as mainstream
investment products suitable for promotion to both retail
and professional investors. The Company’s ordinary shares
are eligible for investment in an ISA.
THE EDINBURGH INVESTMENT TRUST PLC OVERVIEW 5
Capital Return
(1)(3)
At 31 March 2026 At 31 March 2025 Change %
Net asset value - debt at fair value 846.04p 817.16p +3.5
Share price
(4)
773.00p 740.00p +4.5
FTSE All-Share Index
(4)
5,430.69 4,623.62 +17.5
Discount
(1)(2)(3)
– debt at fair value (8.6)% (9.4)%
Gearing (debt at fair value)
(1)(2)(3)
– gross gearing 5.9% 5.6%
– net gearing 5.8% 5.0%
Revenue and Dividends
(2)
Year Ended
31March 2026
Year Ended
31March 2025 Change %
Revenue return per ordinary share 26.60p 25.02p +6.3
Dividends – first interim 7.60p 6.90p
– second interim 7.60p 6.90p
– third interim 8.40p 7.50p
– proposed final 8.40p 7.50p
– total dividends 32.00p 28.80p +11.1
Consumer Price Index
(3)(4)
– annual change 3.3% 2.3%
Dividend Yield
(1)(2)(3)
4.1% 3.9%
Ongoing Charges Ratio
(1)(2)(3)
0.52% 0.51%
Net asset value
(1)
(NAV) -
debt at fair value
Share price
(4)
FTSE All-Share Index
(4)
7.2% 8.5% 21.5%
Notes:
(1)
These terms are defined in the Glossary of Terms and Alternative Performance Measures, including reconciliations, on pages 90 to 93. NAV
with debt at fair value is widely used by the investment company sector for the reporting of performance, premium or discount, gearing and
ongoing charges.
(2)
Key Performance Indicator.
(3)
Alternative Performance Measures.
(4)
Source: LSEG Data & Analytics.
Financial Information and Performance Statistics
TOTAL RETURN
(1)(2)(3)
(ALL WITH DIVIDENDS REINVESTED)
Year ended 31 March 2026 % Change. The Company’s benchmark is the FTSE All-Share Index.
6 OVERVIEW THE EDINBURGH INVESTMENT TRUST PLC
Year ended
31 March
Per ordinary share
Ordinary
shareholders’
funds
£m
Shares
(bought
back)/
issued
m
Revenue
return
p
Dividend
rate
p
NAV
(debt at
fair
value)
p
Share
price
p
Discount
(debt at
fair
value)
%
Gross
gearing
(debt at
fair
value)
%
Net
gearing
(debt at
fair
value)
%
2016 1,392 0.55 26.66 24.35 695.30 665.00 (4.4) 15.5 15.3
2017 1,535 – 27.94 25.35 768.81 713.50 (7.2) 15.9 15.7
2018 1,400 – 29.25 26.60 703.34 642.00 (8.7) 12.1 11.8
2019 1,382 (0.19) 28.66 28.00 696.91 644.00 (7.6) 11.0 10.8
2020 872 (20.80) 27.83 28.65 490.40 434.00 (11.5) 13.4 8.3
2021 1,091 (2.50) 16.21 28.65
(1)
628.29 600.00 (4.5) 10.1 7.1
2022 1,176 (1.10) 22.41 24.80 686.69 634.00 (7.7) 10.3 4.4
2023 1,139 (5.60) 25.99 26.20 713.75 660.00 (7.5) 6.6 4.7
2024 1,135 (13.99) 23.93 27.20 779.97 690.00 (11.5) 6.2 3.1
2025 1,126 (7.17) 25.02 28.80 817.16 740.00 (9.4) 5.6 5.0
2026 1,059 (12.67) 26.60 32.00 846.04 773.00 (8.6) 5.9 5.8
(1) including special dividend of 4.65p.
Capital Returns (excluding dividends paid) to 31 March 2026
2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 3yr 5yr 10yr
NAV (debt at fair value) (%) 10.6 -8.5 -0.9 -29.6 28.1 9.3 3.9 9.3 4.8 3.5 18.5 34.6 21.7
Share Price (%) 7.3 -10.0 0.3 -32.6 38.2 5.7 4.1 4.5 7.2 4.5 17.1 28.8 16.2
FTSE All-Share Index (%) 17.5 -2.4 2.2 -21.9 23.3 9.3 -0.7 4.3 6.6 17.5 30.6 41.8 60.0
Source: LSEG Data & Analytics
Total Returns (with dividends reinvested) to 31 March 2026
2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 3yr 5yr 10yr
NAV (debt at fair value) (%) 14.7 -5.9 2.9 -26.7 34.8 14.1 7.9 13.4 8.3 7.2 31.7 62.2 78.8
Share Price (%) 11.2 -6.7 4.6 -29.4 46.4 10.6 8.4 8.9 11.3 8.5 31.5 57.6 76.8
FTSE All-Share Index (%) 22.0 1.2 6.4 -18.5 26.7 13.0 2.9 8.4 10.5 21.5 45.6 69.3 129.8
Source: LSEG Data & Analytics
Ten Year Historical Information
THE EDINBURGH INVESTMENT TRUST PLC OVERVIEW 7
TEN YEAR HISTORICAL INFORMATION / CONTINUED
Total Returns Over Ten Years
Rebased to 100 at 31 March 2026
Share price
Net Asset Value (debt at fair value) FTSE All-Share Index
202620252016 2017 2018 2019 2020 2021 2022 2023 2024
50
100
150
200
250
Total Returns since appointment of the Manager (March 2020)
Rebased to 100 at 31 March 2026
Share price
Net Asset Value (debt at fair value) FTSE All-Share Index
202620252020 2021 2022 2023 2024
100
150
200
250
One Year Three Years
Cumulative Dividend Growth
Five Years Ten Years
to 31 March 2026
Dividends (excluding specials) Inflation (RPI)
0%
10%
20%
30%
40%
11.1%
22.1%
33.3%
28.2% 31.4%
39.9%
8.8%
2.7%
Source: LSEG Data & Analytics
Source: Consumer Price Inflation - Office for National Statistics
Source: LSEG Data & Analytics
Source: LSEG Data & Analytics
8 OVERVIEW THE EDINBURGH INVESTMENT TRUST PLC
Capital Returns Over Ten Years
Rebased to 100 at 31 March 2026
20262016 2017 2018 2019 202020212022 202320242025
Share price
Net Asset Value – debt at fair value FTSE All-Share Index
50
100
150
200
Source: LSEG Data & Analytics
THE EDINBURGH INVESTMENT TRUST PLC OVERVIEW 9
Chair’s Statement
DEAR SHAREHOLDERS,
The Company’s financial year to 31 March 2026
marks the second consecutive year during
which the UK equity index has outperformed
both the US equity index and broader global
equity indices, with the FTSE All-Share Index
(the “Index”) recording double digit returns
over the last two years. This denotes the
continuation of a more benevolent backdrop
for investing in UK equities than was the case
previously. In this context, while positive in
absolute terms, the Company’s investment
returns over the last twelve months have been
disappointing relative to the Index. The share
price and net asset value (“NAV”) total returns
were 8.5% and 7.2% respectively compared
with the Index at 21.5%. This in turn has had a
detrimental effect on the Company’s three and
five year returns. However, over the six years
since the appointment of the management
team, it is encouraging to record that the
Company’s share price and NAV total returns
were 15.0% per annum (p.a.) and 13.9% p.a.
respectively. This compares with the UK equity
Index total return of 13.6% p.a.. Of the 17 peer
investment trusts in the UK equity income
sector over the same period, Edinburgh ranks
fourth. Table 1, below, sets out the Company’s
returns over all the key periods.
While we accept that short-term returns
for an actively managed portfolio will be
volatile, the Board is focused on ensuring
that the Company’s returns improve after
this challenging twelve month period. We
are engaging robustly with the Managers
and broader executive team at Liontrust to
ensure that the investment team and their
process identify attractive companies that will
contribute to the strong overall returns that
the Company seeks to achieve.
The underperformance last year was a function
of three main factors: share price weakness
in holdings perceived to be losers from
the Artificial Intelligence (“AI”) revolution,
some operational underperformance in
a small number of holdings, and being
underweight in certain companies with a
more pronounced ‘value’ orientation. The
Managers’ report explores each of these
factors in more detail. As you will also
read in the Managers’ report, there
is well-founded optimism that the
Company’s diversified portfolio of
stocks will drive attractive returns in
the years ahead.
10 OVERVIEW THE EDINBURGH INVESTMENT TRUST PLC
Table 1: The Edinburgh Investment Trust NAV, share price and benchmark total returns to 31 March
2026
1 year 3 years p.a. 5 years p.a. 6 years p.a. 10 years p.a.
(Manager
inception)
NAV 7.2% 9.6% 10.2% 13.9% 6.0%
Share price 8.5% 9.6% 9.5% 15.0% 5.9%
FTSE All-Share 21.5% 13.3% 11.1% 13.6% 8.7%
DIVIDENDS
The Company’s investment objective has
two elements: to outperform the Index, and
to grow dividends per share in excess of UK
inflation. The Company is meeting this second
part. Last month, we declared a third interim
dividend of 8.40 pence per share. As a Board
we are proposing the same payment of
8.40pence per share for the final dividend, to
be paid this summer. Assuming this proposal
is approved by shareholders at July’s Annual
General Meeting (“AGM”), the total dividend
for the financial year will be 32.0 pence per
share. This will represent an increase of 11.1%
compared with the previous year, comfortably
in excess of the rate of UK inflation of 3.3%.
These dividend payments are funded largely
by the portfolio’s natural underlying income:
the Company generated a revenue return of
26.6 pence per share. Compared with a total
dividend of 32.0 pence per share, the gap of
5.4 pence per share is funded from capital. We
keep this draw on capital under review and are
content that this level is sustainable. Indeed, as
the Managers note in their report, the headline
level of portfolio income is only part of the
story, as many investee companies also return
significant sums through share buybacks (in
aggregate the Managers estimate that the
combined ‘yield’ from buybacks and dividends
would be c.1.7x the dividend yield alone).
As I flagged in the Interim Report of last
November, we are recommending a small
change to the timing of the Company’s dividend
payments. At present the first three interim
dividends are equally spaced at three monthly
intervals, with the fourth ‘final’ dividend two
months after the third. This means that there
is a four month gap between the final dividend
and the first dividend in a new financial year.
Resolution 4 at the AGM proposes paying four
interim dividends throughout the year.
This would mean that for the 2027 financial
year and beyond, shareholders would receive
four equally-spaced dividends. We believe
this schedule of dividend payments should be
more appealing to investors.
BORROWINGS
The Company has £120m of long-term debt
(the ‘par’ value) which was negotiated in 2021.
The blended fixed annual coupon across the
four tranches of debt is 2.4% and the average
period to maturity is 22 years. At the end of
the financial year the Company had de minimis
cash balances, meaning that net debt at par as
a percentage of NAV was 11.3%.
It is the general convention in the investment
trust sector to look at the ‘fair’ value of debt
for valuation purposes, which takes account of
changing bond yields. These can have dramatic
effects on the value of long-term debt such as
ours. Indeed, as bond yields have risen since
we negotiated the borrowings, the fair value
of the debt has fallen from £120m to £66m
(it was £67m at the previous year end). Once
cash is deducted, net borrowing at fair value as
a percentage of NAV is a more modest 5.8%.
This fair value adjustment also means that
the debt’s ‘redemption yield’ of c.6.3% is the
effective hurdle for the portfolio to add value
net of the cost of the debt. The portfolio’s
return exceeded this hurdle last year: the value
added from the borrowings is quantified in the
table on page 24. We have every confidence
that the long-term annualised returns of the
portfolio should continue to add value above
this fair value hurdle. Taking all this into
account, we view the current 5.8% level of
net borrowing as a suitable balance between
the likely long-term positive returns from the
portfolio and the Managers’ shorter term more
cautious view of markets.
THE EDINBURGH INVESTMENT TRUST PLC OVERVIEW 11
CHAIR’S STATEMENT / CONTINUED
SHARE PRICE DISCOUNT TO NAV
The Company’s discount finished the year at 8.6%, a little
tighter than the 9.4% level a year ago. At the time of writing,
it is 8.4%. During the year, the Board used the Company’s
share buyback authority to repurchase 8.8% of the shares
outstanding. This has enhanced the NAV by 0.7% over the
period – this is set out in the table on page 24. We recognise
that during a period of less strong investment returns, there
may be less appetite for the Company’s shares and, in this
circumstance, we believe buying back shares represents an
attractive capital allocation decision. Despite this shrinkage
of the Company’s share capital, the strong investment returns
of recent years mean that Edinburgh remains a large and
well-resourced Company. We continue to deploy resources
to enhance the awareness and reputation of the Company:
combined with attractive future investment returns, this
should deliver a tighter discount over time.
MARKETING
As an example of reputation building, we continue to execute
a marketing plan to raise the profile of the Company and
drive demand for shares from new and existing shareholders.
Initiatives include digital and print advertising, videos,
podcasts and high-profile attendance at a range of events
including the major retail investment trust event in London
hosted by the Association of Investment Companies (“AIC”).
These initiatives are in addition to our own two major
shareholder events: the AGM in Edinburgh and a similar
shareholder event in London each October. We have also
upgraded the format of this annual report and the interim
report published last November.
In the print media, the management team and I have been
interviewed and quoted in a range of publications over the
year, including the Financial Times, Investment Week and
the Daily Mail as well as a wide range of online publications.
The Company’s social media profile continues to grow in
prominence.
BOARD AND GOVERNANCE
There have been no changes to the composition of the
Board over the year. It has operated well throughout, with all
Directors making significant contributions to our discussions.
Following the guidance of the AIC Corporate Governance
Code, an internal Board review was undertaken using the
services of Boardforms, an external evaluation consultancy
which is independent of the Company. The review covered
performance of the Board and its Committees, individual
Directors and the Chair. The overall results were positive
and demonstrated that the Board and its Committees
were operating effectively. The Board continues to meet
the FCA Listing Rules targets on gender diversity, female
representation in senior roles and ethnic representation on
the Board. All Directors also conform with the UK Corporate
Governance Code’s guidance on board tenure. I thank all
the Directors for their continued hard work on behalf of
shareholders.
ANNUAL GENERAL MEETING
This year’s AGM will take place on Tuesday 21 July 2026 at
11:00 a.m. at the Balmoral Hotel in Edinburgh. We warmly
invite all shareholders to attend. Refreshments will be
available from 10.30 a.m. and we encourage early arrival so
that the formal business of the meeting can begin promptly
at 11.00 a.m..
As usual, shareholders will be asked to vote on the resolutions
set out on pages 84 and 85 of this report. Shareholders are
encouraged to attend and also submit voting instructions in
advance of the meeting. Full details on how to vote ahead of
the meeting are set out in the Notice of AGM on pages 84 to
87. Shareholders who would like to vote at the meeting itself
and do not hold shares in their own name will need to obtain
a corporate letter of representation from their investment
platform or nominee ahead of the AGM in order to attend
and vote in person at the meeting.
The meeting will also include a presentation by the Managers
and an opportunity to ask questions of both the Managers
and Board. Following the conclusion of the meeting, there
will be an informal lunch and a chance to meet a range of
colleagues and advisors that manage the Company on a day-
to-day basis.
LONDON SHAREHOLDER EVENT
We will host a presentation to shareholders in central London
on Thursday 8 October 2026. This will be another chance to
meet the Board, Portfolio Managers and other members of
the team. Further details will be posted on the Company’s
website in the summer. We had a full house for this event
last year and I encourage you to sign-up via the Company
website once the registration facility opens.
12 OVERVIEW THE EDINBURGH INVESTMENT TRUST PLC
OUTLOOK / CONCLUSION
In closing, I would like to reiterate that all of us involved with
the day-to-day management or oversight of the Company are
working very hard to ensure that the Company’s investment
returns improve after this recent challenging period. I thank
all our investors for their ongoing support. As ever we
welcome feedback – contact details are at the back of this
report – and my colleagues and I look forward to meeting
shareholders at our various events in the months ahead.
ELISABETH STHEEMAN
Chair
20 May 2026
THE EDINBURGH INVESTMENT TRUST PLC OVERVIEW 13
Strategic Report
14 STRATEGIC REPORT THE EDINBURGH INVESTMENT TRUST PLC
During this period it has also been a pleasure
to meet a wide range of shareholders and
we are looking forward to continuing this
engagement at the Company’s AGM and other
events. As ever, the stock market has provided
challenges as well as exciting opportunities. In
this report we will first review performance and
activity, before turning to the current shape
of the portfolio and the investment outlook.
Despite recent returns below that of the UK
index, we are confident that the positioning of
the portfolio will lead to stronger returns in the
years ahead.
PERFORMANCE REVIEW
While the Company has delivered solid longer-
term returns since our appointment in 2020,
the last financial year was disappointing
relative to the market. The NAV total return
was 7.2% and the share price total return was
8.5%. These compare with a total return of
21.5% from the Company’s benchmark, the
FTSE All-Share Index. Gearing contributed
0.5% to returns over the course of the year.
As the Chair has set out in her statement, the
last twelve months have contributed to three
and five year returns being behind the index.
All our energies are now focused on returning
these metrics back into positive territory.
Portfolio Managers’ Report For the year ended 31 March 2026
The UK equity market has delivered another strong set of
returns and we have had an active year positioning the
portfolio to take advantage of the available opportunities.
THE EDINBURGH INVESTMENT TRUST PLC STRATEGIC REPORT 15
We remain committed to a flexible and pragmatic investment
approach. Over the last year the portfolio has had a bias to
‘quality growth’ stocks – this was born out of judgement and
was principally driven by where we find the best bottom-
up opportunities. Over the year this bias was a headwind
to our returns relative to that of the index, even though the
majority of portfolio holdings have delivered strategically,
operationally and financially. There was, however, a notable
derating in a number of portfolio holdings which the market
has, we believe erroneously, characterised as ‘Artificial
Intelligence losers’. Alongside this were a few holdings which
underperformed operationally which we discuss further
below. Stronger performance from a number of larger value-
oriented benchmark companies in which we are underweight
was also a headwind. As we describe later in this report, our
investment process continues to uncover a range of different
investment opportunities, some of which are more growth
oriented, some of which are more value oriented and many
of which most recently fall into the category of self-help
turnarounds.
The banking sector was a strong performer in the UK market
last year, which was another significant factor in the portfolio’s
return lagging that of the index. The sector has continued to
be supported by the lagged benefit from higher interest rates
into net interest income (via the ‘structural hedge’ which
smooths net interest income over the course of an interest
rate cycle), improved capital positions and continued strong
distributions to shareholders. NatWest, a 5.3% position in the
portfolio at the year end, had a strong rally until early 2026,
subsequently giving back the outperformance, as investors
digested the announcement of the acquisition of Evelyn
Partners, a strategically attractive but optically expensive
deal. HSBC performed strongly but was a detractor for your
portfolio with the 2.9% position underweight compared
against the benchmark. The transformation at HSBC under
the new chief executive continues with a streamlining of
operations and refocus on areas of competitive advantage
– notably wealth management in Hong Kong and broader
Asia, and its market-leading position in the region was
cemented with the acquisition of the remaining stake in Hang
Seng Bank.
The aerospace and defence, and metals and mining sectors
were standout performers in the UK market, as geopolitical
tensions rose. The holding in Anglo American, a world class
copper and iron ore miner, performed strongly with solid
operating performance, progress on the simplification of
the business and the announcement of a highly synergistic
proposed merger with Teck Resources. Another positive
contributor to performance was the position in Tesco, the
leading UK supermarket that is more defensively positioned
and which continues to gain market share through strong
execution, taking advantage of distracted competitors.
Another more defensive company, GlaxoSmithKline (“GSK”),
the global pharmaceutical business, upgraded guidance
during the year, reaffirmed medium term targets and
appointed a new CEO, Luke Miels – a highly regarded internal
appointment. Alongside Tesco and GlaxoSmithKline, the
other two largest contributors to relative performance were
not owning Diageo, the global alcoholic beverages giant,
and not owning Experian, the global credit bureau. Experian
suffered AI-induced sentiment declines, like many of its data
and analytics peers. Diageo is a company we have been
reassessing regularly over the last two years, and one we are
continuing to monitor closely. The shares have been weak
amidst a debate on whether the weak topline performance is
indicative of structurally weaker alcohol demand particularly
in developed markets. The new CEO, Sir Dave Lewis, formerly
of Tesco, is set to give a strategic update later this year.
THE PORTFOLIO’S AI-EXPOSED STOCKS
Thematically, since late 2024, we have seen the largest
P/E multiple de-rating of capital-light companies vs
capital intensive companies since the global financial crisis
(GFC). The capex to sales ratio in developed markets (ex-
technology spend) went from 7-9% pre GFC, to circa 6-7%
post. This reduced capital intensity has shown up in areas
such as the systemic underinvestment in defence, the
outsourcing of energy sovereignty, the outsourcing of supply
chains, and outdated physical infrastructure in a number of
developed markets. That implicit trade-off between higher
market free cash flow vs. ensuring security and stability has
been questioned more in recent years, particularly following
the outbreak of the Russia-Ukraine war and the pandemic-
induced supply chain gyrations. The value of tangible assets
is being reappraised, with this process further intensified with
ongoing announcements of significant capital investments in
AI infrastructure. It may take time to see whether the returns
on these very significant AI investments justify the cost.
These emerging AI innovations have also raised concerns
about the future profitability of capital light businesses. We
hold a number of these companies and they have been a
drag to relative performance during the year, most notably
Rightmove, AutoTrader and Baltic Classifieds.
Rightmove is the dominant property portal in the UK, with a
strong and well developed economic moat. With the business
having essentially all the supply of available properties in the
UK, and over 80% share of viewership, Rightmove as the
PORTFOLIO MANAGERS’ REPORT / CONTINUED
16 STRATEGIC REPORT THE EDINBURGH INVESTMENT TRUST PLC
matching engine has a very powerful moat as its competitive
advantage. We judge that AI is most likely to make the
searching and filtering process more efficient for consumers,
whilst Rightmove can use AI to provide higher value add
products – rather than AI replacing the two-sided network it
has built. However, Rightmove was also one of the holdings
which underperformed financially during the year, with its
second margin reset of the last few years as the management
team increase costs by investing to future-proof the platform.
AutoTrader is the dominant used car portal in the UK. As with
Rightmove, the platform brings together disparate pools of
buyers and sellers and that network is its economic moat.
This moat comes from the market depth, importance in the
dealer workflows, and increasingly the value added data
and services provided to the car dealers by AutoTrader.
Rather than AI disintermediating AutoTrader, we think the
much more likely outcome is that it can use AI to enhance
their proposition, helping dealers improve conversion and
productivity.
Baltic is the leading online classifieds group in the Baltics,
which owns and operates fourteen leading vertical and
generalist online classifieds portals in Lithuania, Estonia
and Latvia. It has suffered from a similar swing in sentiment
and – like Rightmove – was one of the holdings which also
underperformed operationally and financially during the
year, in its case owing to short term cyclical weakness in the
Estonian car market.
The Company’s revenue return per share rose from 25.0p
to 26.6p, an increase of 6.3%. Top line revenues were
£40.8m, and the portfolio yield is 3.2%. The underlying cash
generation of the portfolio remains strong, with an increasing
number of companies embracing the flexibility of share
buybacks to return capital to shareholders. We calculate
the ‘share buyback yield’ of the portfolio over the year to
have been 2.3%, which represents a significant additional
return of capital, even though it does not affect the numbers
immediately above. Looking ahead, the portfolio’s weighted-
average estimated dividend growth remains in mid-high
single digits which should support the Company’s objective
of growing the dividend per share in excess of UK inflation.
TRANSACTIONS
Notable purchases during the year fall into three categories:
First, purchases of de-rated data and analytics companies
which we judge will turn out to be winners from the AI
evolution:
• Softcat is a new position in the portfolio. Softcat is a
value-added reseller of technology to medium sized
companies, with exposure to more than 200 technology
vendors, and partners with companies to help them
navigate an evolving technology landscape. Softcat is just
the partner medium sized companies need during this rapid
evolution in AI and technology offerings. Softcat has an
exceptional long-term track record and is well positioned
to benefit from continued growth in technology spending,
particularly in areas such as AI, cybersecurity, and cloud
services. Softcat generates high returns on invested capital,
is strongly cash generative, and consistently returns excess
capital to shareholders. We believe the current valuation
offers an attractive opportunity to initiate a position in this
high-quality business.
• We topped up the position in Sage. Sage develops software
that helps small and mid-sized businesses manage their
accounting, payroll and HR processes, underpinned
by a highly recurring revenue model and strong cash
generation. The business continues to deliver consistent
growth, driven by its transition to cloud and increasing
adoption of AI-enabled solutions, which are enhancing
customer productivity and supporting pricing and upsell
opportunities. We believe Sage is well positioned to
sustain attractive growth and margin expansion, with AI
innovation and a large installed base providing a durable
competitive advantage.
• We also added to London Stock Exchange Group (“LSEG”)
and RELX. Both are leading providers of data and analytics
tools within their respective industries, with a high
proportion of recurring subscription based revenues and
strong cash generation which they are using to buy back
shares at what they judge to be attractive valuations; we
agree.
THE EDINBURGH INVESTMENT TRUST PLC STRATEGIC REPORT 17
PORTFOLIO MANAGERS’ REPORT / CONTINUED
Second, additions to existing positions in specialised
instrumentation companies experiencing short term cyclical
weakness in end markets, and so providing opportunities
to buy shares at attractive valuations in these long-term
structural winners:
• Oxford Instruments is a leading player in high-end scientific
instruments. It is a high quality, differentiated business
exposed to structural growth drivers such as healthcare
R&D, and a self-help opportunity in moving their Advanced
Technologies division from a low single digit margin
towards the medium term target for the division of 10-12%
operating margins. Like other scientific instrumentation
companies, it has suffered some cyclical headwinds more
recently but we think the medium-term opportunity is very
attractive.
• Renishaw is a world-leading engineering company
specialising in precision measurement. The business is
exposed to structurally growing end-markets such as
robotics & automation, semiconductors and electronics.
These end-markets can be cyclical and this has weighed
on the company’s sales and profitability. However, we
believe these markets remain attractive longer-term and
short-term uncertainty has enabled us to add to the
position in a world-class company.
Finally, purchases of Marshalls and Ibstock: cyclically
depressed and lower valuation multiple UK construction and
RMI (repair, maintenance, improvement) exposed businesses
– and both going through turnarounds. These are new
positions in the portfolio, are naturally higher risk investments
and have been sized accordingly, both presenting attractively
skewed risk-reward profiles.
• Marshalls is a UK manufacturer of landscaping, building
and roofing products. Landscaping volumes are down
over 30% from their peak and profits are almost 80%
down - there is significant recovery potential within
the division. The building products division also offers
recovery potential, with volumes down around 25% from
peak levels. Meanwhile, the roofing business continues to
perform extremely well and is one of the best performing
businesses in the industry. There is huge earnings recovery
potential for the business with volumes close to all-time
lows and an attractive valuation, alongside a self-help
turnaround with a new chief executive focused on cost
cutting and realigning the product offering to more closely
match customer requirements.
• Ibstock is the UK market leader in brick manufacturing.
Brick market volumes are down around 30% from their peak
and profits down around 50% - there is significant earnings
recovery potential here given the operating leverage in
the business. With its recent capex cycle ending, Ibstock
should become increasingly cash generative, and recent
share price weakness due to concerns on market volumes
in the short-term provided an attractive entry point.
Notable sales during the year included Thermo Fisher
Scientific, the global leader in life sciences tools and
services. The shares recovered strongly as the academic
research end markets in the US have held up better than
expected and there had been a cyclical recovery in some
of their other markets. Following the share price recovery
and significant valuation rerating we exited the position
to redeploy capital into more attractive opportunities.
We exited the position in BAE Systems, one of the leading
global defence contractors. We sold as we felt the positive
outlook for higher defence budgets was largely reflected in
the share price following a period of re-rating, with some
risk that spending would be more back-end loaded than
the market expected. Finally, we trimmed the position in
Whitbread, the UK’s leading value hotel operator through its
Premier Inn brand. While trading has remained depressed
but not worsening, and cost efficiencies have improved,
uncertainty around the medium term cost impact of higher
business rates impacting cost inflation has increased the
range of outcomes and lowered our conviction. We have
therefore reduced our position to redeploy capital where
the risk-reward range is more attractive.
18 STRATEGIC REPORT THE EDINBURGH INVESTMENT TRUST PLC
CURRENT SHAPE OF THE PORTFOLIO
Portfolio construction is an important part of our process. We aim to build a portfolio of around 40-50 idiosyncratic
investment opportunities across the style spectrum, to form a portfolio that is economically and thematically well
diversified. The current themes and economic diversification within the portfolio are shown below:
Source: Liontrust, 31.03.26, ex Cash, example stocks. All use of company logos, images or trademarks in this presentation are for reference purposes only
Source: Liontrust, 31.03.26. All use of company logos, images or trademarks in this presentation are for reference purposes only
Economic diversification
UNDERVALUED GROWTH MARKET CHAMPIONS SUPPLY SIDE SHIFTS
STRATEGIC TRANSFORMATION & TURNAROUNDS
22% 19%
16%
13%
DATA & ANALYTICS
12%
QUALITY COMPOUNDERS
CYCLICALLY LOW EARNINGS
12% 6%
DEFENSIVES
19%
Thematic diversification
INDUSTRIALS
11%
HEALTH CARE
17%
COMMODITIES
12%
DATA
19%
FINANCIALS
16%
CONSUMER
8%
THE EDINBURGH INVESTMENT TRUST PLC STRATEGIC REPORT 19
Over the course of the year we made incremental
adjustments to the portfolio’s style positioning, increasing
exposure to the value part of the market principally through
gentle increases to more cyclically depressed companies
presenting turnaround opportunities such as Marshalls and
Ibstock, and additions to Lloyds Bank and HSBC where
we have seen opportunities. While we currently retain a
quality-growth bias in the portfolio, we have found more
opportunities recently in the ‘value’ part of the equity market
principally through our bottom-up research. Our investment
approach continues to yield opportunities across the style
spectrum. If the economic weather is a little more difficult, we
are confident that the vast majority of portfolio holdings will
deliver attractive profit growth and strong cashflows.
ENGAGEMENT
Among the company site visits during the year there are
three which stand out, a visit to a new position in the portfolio
Ibstock a leading brick manufacturer, a visit to Renishaw a
position we have added to during the year, and a visit to a
longer standing position in the portfolio – Howdens, the UK
market leading trade only kitchen supplier. We have also
updated our investment thesis on the main UK banks during
the course of the year.
Ibstock
We visited Ibstock’s Atlas site, a newly developed factory
near Birmingham. The visit highlighted a step-change
in manufacturing capability, alongside management’s
strategy to drive lower costs, higher margins and improved
sustainability through targeted investment. Atlas represents
a £75m investment and is designed to produce c.105m bricks
(c.11% of group capacity). The site sits at the bottom of
the cost curve, and importantly, this is not just incremental
capacity, but a structural improvement in how bricks are
manufactured. A key part of our investment thesis is that
Ibstock is now coming off a heavy capex cycle and is well
positioned to deliver margin expansion and free cash flow as
volumes recover. While near-term demand remains subdued,
the visit reinforced our view that the business has materially
upgraded its asset base. As volumes normalise, this should
drive a meaningful improvement in profitability, supporting
a stronger through-cycle margin profile and cash generation.
Renishaw
Renishaw’s Miskin manufacturing facility in South Wales is one
of its core production sites. A consistent theme throughout
the visit was the strength of Renishaw’s innovation and how
this is embedded within both its products and manufacturing
processes. During the site tour, Renishaw demonstrated how
use of its own metrology equipment and software enables
closed-loop manufacturing, where inspection and calibration
data feed directly into machine settings in real time. This
enhances precision and productivity, while also providing
direct insight into customer challenges, supporting ongoing
product development.
Overall, the visit reinforced our conviction that Renishaw
is a world-leading innovation-led business. While
end-markets remain cyclical, the strength of its technology
and product offering positions the company well to benefit
when demand recovers, supporting a compelling long-term
investment case.
Howdens
We visited a local depot in York alongside one of Howdens’
core manufacturing sites in Howden itself, which also houses
its kitchen showroom/expo. The visit highlighted both the
scale of operational investment and the strength of Howdens’
integrated supply chain model.
At the manufacturing site, the level of investment in automation
and capacity was notable. The business continues to invest
heavily to improve efficiency, capacity and consistency,
reinforcing its position as a scaled, vertically integrated
operator. This is further supported by ongoing expansion,
with the site increasing from c.80 acres to 100 acres, signalling
confidence in long-term demand and a clear focus on future-
proofing the business. Overall, the visit reinforced our view
that Howdens’ logistics and manufacturing capabilities are
best-in-class, and that continued investment in these areas
is widening its economic moat. The model enables superior
availability, supports depot expansion (including smaller
urban sites), and drives strong customer loyalty among
tradespeople.
PORTFOLIO MANAGERS’ REPORT / CONTINUED
20 STRATEGIC REPORT THE EDINBURGH INVESTMENT TRUST PLC
UK Banks
We met with the UK banks multiple times during the year to
understand and appraise topics including:
• The durability of the positive momentum at NatWest (as
noted earlier, a 5.3% position at the year end) and the
evolution of the wealth and mass affluent strategy, most
recently with the acquisition of Evelyn Partners;
• How the bancassurance model has evolved and how
Lloyds (a 2.4% position) is strategically placed as the only
bancassurer in the UK;
• The sustainability of the wealth flows at HSBC (a 2.9%
position), the recently completed Hang Seng acquisition,
and credit impairments in the Hong Kong loan book;
• How Barclays is approaching refocusing on growth in the
UK and private credit exposure.
These reviews have seen us add to the positions in Lloyds
Bank and HSBC and retain our conviction in NatWest.
OUTLOOK: REFLECTIVE NOT REFLEXIVE
PORTFOLIO MANAGEMENT
Given the very volatile market conditions and wider range
of short to medium term outcomes than we have seen for
some time, we think this calls for a more balanced style of
portfolio in the immediate future, whilst remaining quality
growth biased given the risks in the broader environment.
To this end we have been using recent volatility to gently
add to positions in companies we think are very well placed
over the long term but may be experiencing short term
share price weakness, such as HSBC, Lloyds, Sage, and
Spirax. Our resolute focus remains on owning a collection
of businesses we think are well placed to deliver over the
next five years, with share prices that provide attractive
risk-reward skews across the style spectrum.
Reflecting our short term market caution, reflected in a
quality and defensive tilt to the portfolio, we believe the
modest net gearing level of 5.8% is currently appropriate. We
keep the level under review, with our market expectations
and the cost of debt feeding into this process.
Whilst we are primarily bottom up stockpickers, we
recognise that companies do not operate in a vacuum. We
need to take into account the macroeconomic backdrop.
We generate our macroeconomic insights principally from
the micro – the individual companies. This ‘macro from the
micro’ intelligence-seeking part of our process – learning
about the macroeconomic environment from the wide
range of companies that we meet – is giving us mixed
signals. It remains a difficult operating environment and
the outlook is tough to predict given the macroeconomic
and geopolitical risks on the horizon. To navigate this
environment, we believe the investment trust structure
is the ideal vehicle: a stable pool of capital, the ability
to smooth dividends, and a structure that supports
long-term patient thinking to deliver attractive returns over
the long term.
IMRAN SATTAR
PORTFOLIO MANAGER
EMILY BARNARD
DEPUTY PORTFOLIO MANAGER
20 MAY 2026
We expect the Company’s borrowing,
after adjusting for its fair value cost,
to be additive to returns over the
long term.
THE EDINBURGH INVESTMENT TRUST PLC STRATEGIC REPORT 21
ACTIVE MANAGEMENT
Stock-driven. Share prices follow fundamentals over the long
term. Through our proven investment approach, we expect
to outperform over the long term, net of fees.
High conviction portfolio. We expect the portfolio to contain
around 40 to 50 stocks. Holdings sizes reflect the conviction
we have in each company and our assessment of the upside
and downside potential of its share price.
Risk. We think of risk as permanent capital loss. To mitigate
this, our analysis of a company’s valuation is the first line of
defence. Our risk management process combines our depth
of knowledge of the stocks in the portfolio, plus separate
oversight by Liontrust’s Portfolio Risk Committee.
FLEXIBLE INVESTMENT STYLE
Open-minded approach. We do not have dogmatic style
biases, such as ‘growth’ or ‘value’. We are also prepared
to invest in companies that we identify as having scope
for recovery through management change, business
transformation or an improving business environment. We
expect the profile of the portfolio to evolve depending on
our assessment of individual companies and our reading of
the economic and market background.
Disciplined, rigorous, fundamental research. In keeping with
the stock-driven nature of the portfolio, the vast majority
of our effort takes the form of in-depth stock research.
The remainder is spent on macroeconomic analysis.
Materiality assessment is a core part of the investment
process. As part of the investment process, we identify and
prioritise the key risks and opportunities that each holding
(or potential holding) faces over our investment time
horizon. Some of these have financial implications for the
portfolio’s holdings and, as such, we engage each holding on
its key issues or exposures. The outcomes from our in-depth
analysis and engagement help form our conviction level and
investment decisions.
TOTAL RETURN STRATEGY
A focus on both capital growth and income. We take a total
return approach: investor returns should derive over the long
term from both capital appreciation and dividend income.
We generally prefer companies with organic investment
opportunities but will sometimes hold companies with
acquisitive profiles. Either way, companies with growth
tailwinds are preferred. We view income as an important
component rather than the primary driver of investment
return. This aligns with the Company’s twin objectives.
LONG TERM
Typical holding period of three to five years. This is an
appropriate period to ensure that underlying corporate
fundamentals drive investment returns. It is therefore also a
sensible period over which to measure an active manager.
Gearing should enhance shareholder returns. One of the
advantages of an investment trust is the ability to borrow
to enhance equity returns. We expect gearing to boost
investment returns over time.
CAPACITY MANAGEMENT
Scale diseconomies. In our view, investment performance
can rapidly suffer if assets under management become
too large. We carefully manage capacity to ensure that the
interests of existing clients take precedence over new clients.
The approach ensures we retain a size advantage. It enables
us to reposition the portfolio – and those of all our other
clients – quickly and efficiently when required.
DEEP INVESTMENT RESOURCE WITH GLOBAL
PERSPECTIVE
A close-knit investment team. Average experience of the
investment team is 12 years. The team has been stress-
tested across various market cycles. The team members
own Liontrust equity and co-invest in the team’s investment
strategies, including The Edinburgh Investment Trust, which
in turn underpins teamwork and collaboration.
Challenge and debate. This is encouraged within a structured
risk control environment, with robust oversight processes.
The Portfolio Managers’ Investment Principles
Our competitive edge rests on the combination of our Global Fundamental
team’s experience and our flexible investment process, which delivers a
differentiated and diversified portfolio of listed equities.
22 STRATEGIC REPORT THE EDINBURGH INVESTMENT TRUST PLC
STRATEGY AND BUSINESS MODEL
The Edinburgh Investment Trust plc is an investment
company and its investment objective and investment policy
are set out on pages 2 to 4. The strategy the Board follows
to achieve that objective is to set investment policy and risk
guidelines, including investment limits, and to monitor how
they are applied. These are also set out below and have been
approved by shareholders.
The business model the Company has adopted to achieve
its investment objective has been to contract the services
of the Manager to manage and administer the portfolio in
accordance with the Board’s strategy and under its oversight.
The Portfolio Manager with lead individual responsibility
for the day-to-day management of the portfolio is Imran
Sattar and the Deputy Portfolio Manager is Emily Barnard.
Imran Sattar and Emily Barnard took on these new roles on
6February 2024.
In addition, the Company has contractual arrangements with
MUFG Corporate Markets to act as registrar, The Bank of
New York Mellon (International) Limited as depositary and
custodian, and NSM Funds (UK) Limited to act as Company
Secretary.
RESULTS AND DIVIDENDS
At the year end the share price was 773.00p per ordinary
share (2025: 740.00p). The net asset value (debt at fair
value) per ordinary share was 846.04p (2025: 817.16p).
The Directors declared a third interim dividend for the year
ended 31 March 2026 of 8.40 pence per ordinary share
(2025: 7.50 pence), an increase of 12.5% compared with each
of the first two interim dividends. This dividend is payable
on 22 May 2026 to ordinary shareholders on the register on
1 May 2026. The shares were quoted ex-dividend on 30 April
2026.
The Board is recommending a final dividend of 8.40 pence per
share which is the same as the third interim dividend declared
last month, implying a full year payout of 32.00 pence per
share. This represents an increase of 11.1% compared with the
total underlying ordinary dividends paid for the financial year
to 31 March 2025.
Subject to approval at the Company’s AGM, the dividend will
have an ex-dividend date of 4 June 2026 and will be paid on
24 July 2026, to shareholders on the register at 5 June 2026.
PERFORMANCE
The Board reviews the Company’s performance by reference
to a range of key measures, which are shown on page 1 under
“Annual results at a Glance” and the Directors’ Report on
page 48. They are measures of the Company’s absolute and
relative performance and assist in managing performance
and are reviewed by the Board at each meeting.
The Chair’s Statement on pages 10 to 13 gives a commentary
on the performance of the Company during the year, the
gearing and the dividend.
The Board reviews an analysis of expenditure at each Board
meeting, and the Audit and Management Engagement
Committees formally review the fees payable to the main
service providers, including the Manager, on an annual basis.
The ongoing charges figure is calculated in accordance with
the AIC methodology and is reviewed by the Board annually
in comparison to peers.
The Board also regularly reviews the performance of the
Company in relation to the 17 investment trusts in the UK
Equity Income sector (including the Company). As at 31 March
2026 the Company was ranked 15th by NAV performance in
this sector over one year, 7th over three years and 5th over
five years (source: Winterflood).
OUTLOOK, INCLUDING THE FUTURE OF THE
COMPANY
The main trends and factors likely to affect the future
development, performance and position of the Company’s
business can be found in the Portfolio Managers’ Report.
Details of the principal risks affecting the Company can be
found on pages 27 to 31.
FINANCIAL POSITION AND BORROWINGS
The Company’s balance sheet on page 67 shows the assets
and liabilities at the year end. Borrowings at the year ended
31 March 2026 comprised £120 million of Unsecured Senior
Loan Notes (2025: £120 million).
Business Review
THE EDINBURGH INVESTMENT TRUST PLC STRATEGIC REPORT 23
PERFORMANCE ATTRIBUTION
The following table illustrates the differing contributions to
NAV excess returns, split between underlying stock selection
and other factors such as gearing, costs and share buybacks.
for the
year ended
31 March
2026
%
for the
year ended
31 March
2025
%
Total Return Basis
(1)
NAV (debt at fair value) 7.2 8.3
Benchmark 21.5 10.5
Relative performance -14.3 -2.2
Analysis of Relative
Performance
Portfolio total return 6.6 7.3
Benchmark total return
(1)
21.5 10.5
Portfolio outperformance [A] -15.0 -3.2
Borrowings:
Net gearing effect
0.6 0.8
Interest
-0.2 -0.3
Market value movement
0.1 0.6
Management fee -0.4 -0.4
Other expenses -0.1 -0.1
Tax 0.0 0.0
Share buybacks 0.7 0.4
Subtotal [B] 0.7 1.0
Relative performance [A+B] -14.3 -2.2
(1)
LSEG Data & Analytics.
Performance attribution – analyses the performance of the
Company relative to its benchmark. The Analysis of Relative
Performance estimates the quantum of relative performance
that is attributable to each of the factors set out in this table.
The table is intended to be indicative rather than precise;
the accuracy of each estimate is determined by a variety of
factors such as the volatility of investment returns over the
year and intra-month, and the timing of income receipts and
expenditure payments.
Relative performance – represents the arithmetic difference
between the NAV and benchmark returns.
Portfolio total return – represents the return of the holdings
in the portfolio including transaction costs, cash and income
received, but excluding expenses incurred by the Company.
Net gearing effect – measures the impact of the unsecured
senior loan notes and cash on the Company’s relative
performance. This will be positive if the portfolio has positive
capital performance and negative if capital performance is
negative.
Interest – interest payable on the unsecured senior loan notes
has a negative impact on performance.
Market value movement – represents the change in market
value of the Company’s borrowings, measured to the end of
the financial year or maturity from the start of the financial
year or issuance, each as appropriate.
Management fee – the fee reduces the Company’s net assets
and decreases returns.
Other expenses and tax – reduce the level of assets and
therefore result in a negative effect on relative performance.
Share buybacks – measures the effect of ordinary shares
bought back at a discount to net asset value on the Company’s
relative performance. Where shares are bought back at a
discount, the transaction is generally NAV accretive, as the
Company is effectively acquiring its underlying portfolio for
less than its NAV and reducing the number of shares in issue,
which increases NAV per share.
BUSINESS REVIEW / CONTINUED
24 STRATEGIC REPORT THE EDINBURGH INVESTMENT TRUST PLC
Investments in Order of Valuation
AT 31 MARCH 2026
UK LISTED ORDINARY SHARES UNLESS OTHERWISE STATED
Company Sector
At Market Value
£’000
% of
Portfolio
Shell Oil, Gas and Coal 82,426 7.1
Haleon Pharmaceuticals and Biotechnology 69,438 5.9
GSK Pharmaceuticals and Biotechnology 67,283 5.8
NatWest Banks 62,368 5.3
Unilever Personal Care, Drug and Grocery Stores 58,270 5.0
National Grid Gas, Water and Multi-utilities 57,720 4.9
AstraZeneca Pharmaceuticals and Biotechnology 55,641 4.8
Anglo American Industrial Metals and Mining 51,466 4.4
Rentokil Industrial Support Services 45,340 3.9
Compass Consumer Services 41,185 3.5
TOP TEN HOLDINGS 591,137 50.6
Dunelm Retailers 38,154 3.3
London Stock Exchange Group Finance and Credit Services 37,205 3.2
HSBC Banks 34,069 2.9
Spirax Industrial Engineering 33,903 2.9
RELX Media 31,968 2.7
Sage Software and Computer Services 30,997 2.7
Grainger Real Estate Investment and Services 30,017 2.6
Lloyds Bank Banks 28,292 2.4
Greggs Personal Care, Drug and Grocery Stores 26,570 2.3
Softcat Computer Services 23,689 2.0
TOP TWENTY HOLDINGS 906,001 77.6
Auto Trader Software and Computer Services 20,185 1.7
Rightmove Real Estate Investment and Services 18,891 1.6
Whitbread Travel and Leisure 17,845 1.5
Rotork Electronic and Electrical Equipment 16,714 1.4
Tesco Personal Care, Drug and Grocery Stores 16,502 1.4
Admiral Non-Life Insurance 15,863 1.4
Baltic Classifieds Software and Computer Services 15,728 1.4
Halma Electronic and Electrical Equipment 15,290 1.3
Verisk - US Listed Industrial Support Services 14,972 1.3
KONE - B shares - Finnish Listed Industrial Engineering 14,043 1.2
TOP THIRTY HOLDINGS 1,072,034 91.8
Money Supermarket Software and Computer Services 13,601 1.2
Trainline Travel and Leisure 11,057 1.0
Marshalls Construction and Materials 10,796 0.9
Diploma Industrial Support Services 10,287 0.9
Oxford Instruments Electronic and Electrical Equipment 8,504 0.7
Ibstock Construction and Materials 7,213 0.6
3i Investment Banking and Brokerage Services 7,181 0.6
Renishaw Electronic and Electrical Equipment 6,816 0.6
Ashmore Financial Services 6,744 0.6
Howden Joinery Retailers 6,023 0.5
TOP FORTY HOLDINGS 1,160,256 99.4
Segro Real Estate Investment Trusts 4,935 0.4
AJ Bell Investment Banking and Brokerage Services 2,358 0.2
Eurovestech (UQ) Investment Banking and Brokerage Services - -
Raven Property (S) - Preference
shares
Real Estate Investment and Services - -
TOTAL HOLDINGS 44 (31 MARCH 2025: 45) 1,167,549 100.0
UQ - Unquoted investment
S - Delisted
THE EDINBURGH INVESTMENT TRUST PLC STRATEGIC REPORT 25
Portfolio Analysis
Analysis of Portfolio by Industry
At 31 March 2026 and 2025
2026 2025
Consumer
Discretionary
Real EstateUtilitiesTechnology Health
Care
Financials
Consumer
Staples
Industrials Basic
Materials
Energy
0%
5%
10%
15%
20%
25%
30%
Comparison of Portfolio to FTSE All-Share Index by Industry
At 31 March 2026
Portfolio FTSE All-Share Index
Financials Real EstateUtilitiesTechnology Tele-
communications
Health
Care
Consumer
Discretionary
Consumer
Staples
IndustrialsBasic
Materials
Energy
0%
5%
10%
15%
20%
25%
30%
26 STRATEGIC REPORT THE EDINBURGH INVESTMENT TRUST PLC
RISK MANAGEMENT AND MITIGATION
The Manager (‘AIFM’) is responsible for the portfolio
management of the Company and for exercising the risk
management function in respect of the Company. As part
of this risk management function, the AIFM maintains a
risk control summary of identified risks including emerging
risks likely to impact the Company. This is updated regularly,
following discussions with the Manager and highlighted to
the Board.
The Board, through the Audit Committee and with the
assistance of the Manager, regularly reviews a report of
potential risks to the Company in the form of a risk control
summary. The document includes a description of each
identified risk, the mitigating action taken, reporting and
disclosure to the Board and an impact and probability risk
rating. The rating is given both prior to and after the Board’s
mitigation of each risk. The information is then displayed in
matrix form which allows the Board to identify the Company’s
key risks. As the changing risk environment in which the
Company operates has evolved, the total number of risks has
fluctuated, with certain risks having been removed and new
risks added with emerging risks actively discussed as part of
this process and, so far as practicable, mitigated.
As part of the risk review, the Audit Committee considered the
challenging global economic and geopolitical environment
including, but not limited to, the continuing effects of global
trade tariffs, armed conflicts, climate change, inflation and
interest rates. Particular attention was also given to risks
arising from minority activist shareholder concentration, the
Company’s performance and broader market volatility.
Furthermore, the risk control summary underpins the Company’s
preparation for the revised AIC Code, which requires boards to
make a declaration of the effectiveness of the material controls
at the balance sheet date, which applies to accounting periods
beginning on or after 1 January 2026. This particularly supports
the new Provision 34 of the AIC Code which ensures the Board
has established and maintains procedures to manage risk,
oversee the internal control framework and identify any material
controls which have not operated effectively, identifying both
actions and improvements.
The composition of the Board is regularly reviewed to ensure
its members offer sufficient knowledge and experience to
assess, anticipate and mitigate these risks, as far as possible.
The principal risks and uncertainties facing the Company are
an integral consideration when assessing the operations in
place to meet these objectives, including the performance
of the portfolio, share price and dividends. The Board is
ultimately responsible for the risk control systems, but the
day-to-day operation and monitoring are delegated to the
Manager. The Board has carried out a robust assessment
of the principal and emerging risks facing the Company,
including those that would threaten its business model,
future performance, solvency or liquidity. The following sets
out a description of the principal and emerging risks and how
they are being managed or mitigated.
MARKET RISK
All the Company’s investments are traded on recognised
stock exchanges, bar a very small number that have delisted
or suspended since purchase. The principal market risk for
investors in the Company is a significant fall in, or a prolonged
period of weakness across equity markets. The value of
the Company’s investments and the income derived from
them are influenced by a wide range of external factors,
including economic conditions, interest rates, inflation,
currency movements, commodity and energy prices,
investor sentiment, and changes in government policy and
regulation. Market conditions can also be materially affected
by geopolitical events (including the ongoing wars in
Ukraine and the Middle East together with wider geopolitical
tensions), sanctions regimes, public health events, and
changes to global trade policy (including the introduction or
escalation of tariffs).
These factors are outside the control of the Board and the
Manager and may give rise to increased volatility in the prices
of investments held by the Company. The asset value and
price of the Company’s shares and its earnings and dividends
may consequently also experience volatility and may decline.
Movements in interest rates, inflation and exchange rates can
further affect returns and may contribute to a reduction in
the Company’s NAV.
Market risk is monitored through the risk control summary
prepared by the Manager and reviewed by the Board at each
meeting. In addition, the Board receives regular reporting on
portfolio performance and positioning at each meeting, and
the Manager monitors market developments and portfolio
exposures on an ongoing basis, positioning the portfolio for
medium to long-term returns.
Principal Risks and Uncertainties
THE EDINBURGH INVESTMENT TRUST PLC STRATEGIC REPORT 27
INVESTMENT RISK
The Board sets investment policy and risk guidelines,
together with investment limits, and monitors adherence
to these at each Board meeting. All individual investment
decisions are undertaken by the Portfolio Managers. The
Portfolio Managers’ approach is to construct a portfolio which
should benefit from expected future trends in the UK and
global economies. The Portfolio Managers take a long-term
investment approach, and are prepared to take substantial
positions in securities across a range of different types of
stock. This reflects the Portfolio Managers’ high conviction,
stock-driven investment process and total return approach.
Strategy, asset allocation and stock selection decisions by
the Portfolio Managers can lead to underperformance of the
portfolio relative to the benchmark and/or income targets.
The Portfolio Managers’ style may result in a concentrated
portfolio with significant overweight or underweight
positions in individual stocks or sectors compared to the
benchmark and, consequently, the Company’s performance
may deviate significantly, possibly for extended periods,
from that of the benchmark. In a similar way, the Portfolio
Managers manage other portfolios, holding many of the
same stocks as the Company which reflects the Portfolio
Managers’ high conviction style of investment management.
This could increase the liquidity and price risk of certain
stocks under certain scenarios and market conditions.
However, the Board and the Portfolio Managers believe
that the investment process and policy outlined above
should, over the long term, meet the Company’s objectives.
Investment selection is delegated to the Portfolio Managers.
The Board does not specify asset allocations. Information
on the Company’s performance against the benchmark
and peer group is provided to the Board at each Board
meeting. The Board uses this to review the performance of
the Company, taking into account how performance relates
to the Company’s objectives. The Portfolio Managers are
responsible for monitoring the portfolio selected and seek to
ensure that individual stocks meet an acceptable risk-reward
profile. There is also independent oversight of the portfolio
and Company’s asset structure by the Liontrust Investment
Risk team and the Liontrust Portfolio Risk Committee.
As described in the investment policy, derivatives may be
used provided that the market exposure arising is less than
25% of the value of the portfolio.
Investment performance risk is included in the risk control
summary report that is prepared by the Manager and
reviewed by the Board at each meeting. The Board also
receives reports on the performance of the portfolio and on
compliance with the Company’s investment policy guidelines
from the Manager’s risk and compliance department at each
meeting. As part of an annual assessment, the Board reviews
the performance of the Manager and the management
contract at the Management Engagement Committee
meeting.
The Board also reviews the annual depository report and
report from the compliance department of the Manager and
any breaches of the investment policy, limits or guidelines
are reported immediately to the Board and Audit Committee
Chairs.
Investment risk is increased through the Company’s
borrowing, namely the £120m Unsecured Senior Loan Notes.
This facilitates additional investment exposure than would be
the case for an unleveraged portfolio; if the investments fall in
value, this will increase the adverse impact on performance.
On a regular basis the Board monitors the appropriateness
of gross and net gearing levels, and the amount of headroom
above minimum NAV levels as agreed with the lenders.
INCOME/DIVIDEND RISK
The Company is subject to the risk that income generation
from its investments fails to reach the level of income
required to meet its objectives.
The Board monitors this risk through the review of detailed
income and dividend forecasts and comparison against
budget. These forecasts form part of the Board papers
and are considered at each Board meeting, and are also
reviewed at relevant Committee meetings when dividend
recommendations are being assessed. The Board also takes
into account the size of the Company’s accumulated income
and capital reserves which can be used to supplement
dividends when income levels alone do not cover the
proposed dividend payments. These reserves are currently
being used to support the dividend and, given the underlying
income characteristics of the portfolio, the Board expects that
reserves will continue to play a role in supporting dividends
for the foreseeable future, while keeping the sustainability of
distributions under close review.
Subject to shareholder approval at the AGM, the Board
intends to move to the payment of four interim dividends
each year, broadly evenly spaced, to provide shareholders
with a more consistent income profile. If approved, the
Board will continue to review the Company’s overall dividend
policy annually and will seek shareholder approval at each
subsequent AGM.
PRINCIPAL RISKS AND UNCERTAINTIES / CONTINUED
28 STRATEGIC REPORT THE EDINBURGH INVESTMENT TRUST PLC
DISCOUNT RISK
The share price is monitored on a daily basis and, at the
request of the Board, the Company is empowered to
repurchase shares within agreed parameters which are
regularly reviewed with the Company’s Broker. The discount
at which the shares trade to NAV can be influenced by share
repurchases. During the year, the Company repurchased
12,668,000 shares for holding in treasury (2025: 7,170,500).
Risk management activity includes systematic reviews of the
investment objective and investment strategy and regular
dialogue with shareholders and marketing activities.
Share price and discount risk is included in the risk control
summary report that is prepared by the Manager and
reviewed by the Board at each meeting. In addition, the
Board monitors the Company’s investment performance
against its stated objectives and peer group and reviews the
marketing report at every Board meeting.
CORPORATE GOVERNANCE AND INTERNAL
CONTROLS RISK
The Board has delegated to third-party service providers
the management of the investment portfolio, depositary and
custody services (including the safeguarding of the assets),
registration services, accounting and company secretarial
services. Details of the Company’s principal service providers
are set out in the Directors’ Report.
The principal risks arising from these arrangements relate
to the allocation of the Company’s assets by the current
Investment Manager and the effective and professional
delivery of administrative, registration, banking, depositary
and custodial services. A failure in these areas could result
in adverse outcomes including loss of assets, inadequate
returns to shareholders and potential loss of the Company’s
investment trust status. In addition, cyber security risks
could lead to breaches of confidentiality, compromised
data integrity and disruption to investment decision-making
processes. Failures in physical security could result in damage
to or loss of equipment, with consequential operational and
financial impacts on the Company. Consequently, in respect
of these activities, the Company is dependent on Liontrust’s
control systems and those of its administrator, depositary,
custodian and registrar.
The Board manages corporate governance and internal control
risks, including those identified in the preceding paragraph,
through a structured framework of oversight, delegation and
assurance. Service providers are appointed following due
diligence and operate under formal contractual arrangements
that clearly define roles, responsibilities and performance
standards. Each of the contracts were entered into after full
and proper consideration of the quality and cost of services
offered, including the financial control systems in operation in
so far as they relate to the affairs of the Company.
The Board and its Committees regularly review the
performance of all key service providers, supported by
periodic reporting, controls assurance, and compliance
attestations. This reporting covers such matters as business
resilience, cyber security risk and data, as well as additional
matters that are subject to review as part of the annual
audit of the Company. Policies and procedures are reviewed
regularly, with any exceptions or incidents reported promptly
to the Board. All key service providers produce annual internal
control reports for review by the Audit Committee. The Audit
Committee oversees the effectiveness of internal controls
and risk management systems, including third-party controls,
and ensures that appropriate escalation, remediation and
assurance processes are in place. This framework enables the
Board to monitor risks on an ongoing basis and take timely
action where necessary.
Investment trust status is assessed by the Manager, reviewed at
every Board meeting and confirmed by the Audit Committee
and HMRC annually. Taxation matters are dealt with by
independent accountants, with oversight from the Board.
RELIANCE ON THE MANAGER AND OTHER THIRD-
PARTY PROVIDERS RISK
The Company is reliant upon the performance of third-party
service providers for its executive function and other service
provisions. The Company’s most significant contract is with
Liontrust Fund Partners LLP who have been appointed as
the Company’s AIFM. The Company has other contractual
arrangements with third parties to act as administrator,
company secretary, registrar, depositary and broker. The
Company’s operational structure means that all cyber risk
(information and physical security) arises at its third-party
service providers, including fraud, sabotage or crime against
the Company. Failure by any service provider to carry out its
obligations to the Company in accordance with the terms of
its appointment could have a materially detrimental impact
on the operation of the Company and could affect the ability
of the Company to pursue successfully its investment policy
and expose the Company to risk of loss or to reputational risk.
In particular, the Manager performs services which are
integral to the operation of the Company. The Manager may
be exposed to the risk that litigation, misconduct, operational
failures, negative publicity and press speculation, whether or
THE EDINBURGH INVESTMENT TRUST PLC STRATEGIC REPORT 29
not it is valid, will harm its reputation. Any damage to the
reputation of the Manager could result in counterparties and
third parties being unwilling to deal with the Manager and by
extension the Company. This could have an adverse impact
on the ability of the Company to pursue its investment policy.
The Board seeks to manage these risks in a number of ways:
• The Company Secretary reviews the performance and the
service organisation control reports of third-party service
providers and reports to the Board on an annual basis at
the Audit Committee meeting.
• The Board reviews the performance of the Manager at
every Board meeting and otherwise as appropriate. The
Board has the power to replace the Manager and reviews
the management contract formally once a year.
• The day-to-day management of the portfolio is the
responsibility of the named Portfolio Managers.
• The risk that the Portfolio Manager might be incapacitated
or otherwise unavailable is mitigated by the fact that he
works within, and is supported by, the wider Liontrust team.
Moreover, Emily Barnard, as Deputy Portfolio Manager,
works closely with Imran on a daily basis and would be
able to manage the portfolio if Imran Sattar was unable to
do so for any reason.
• The Board has set guidelines within which the Portfolio
Managers are permitted wide discretion. Any proposed
variation outside these guidelines is referred to the Board
and compliance with the guidelines and the guidelines
themselves are reviewed at every Board meeting.
PHYSICAL AND TRANSITIONAL CLIMATE CHANGE
Globally, climate change effects are already emerging in the
form of changing weather patterns. Extreme weather events
could potentially impair the operations of individual investee
companies, potential investee companies, their supply
chains and their customers. Legislative changes are driving
an economic adjustment towards a low-carbon economy.
There are considerable risks to the value, business model and
operations of investee and potential investee companies due
to stranded assets and how investors, financial regulators
and policymakers respond to climate concerns. The Portfolio
Managers take such risks into account, along with the
downside risk to any company – whether in the form of its
business prospects, market valuation or sustainability of
dividends – that is perceived to be making a detrimental
contribution to climate change. The Company invests in
a broad portfolio of businesses with operations spread
geographically, which should limit the impact of location-
specific weather events.
Climate change related risks are regularly monitored by the
Manager and reviewed by the Board as required, together
with any new guidance. The Company does not adopt a UK
Sustainability Disclosure Requirements (SDR) investment
label, as it does not pursue specific sustainability objectives
aligned with the four SDR categories. However, ESG
considerations are integrated into the investment process.
OTHER RISKS
The Company is subject to laws and regulations by virtue of
its status as an investment trust and is required to comply
with certain regulatory requirements that are applicable to
listed closed-ended investment companies. The Company
is subject to the continuing obligations imposed by the UK
Listing Authority on all companies whose shares are listed on
the Official List.
The Manager reviews compliance with investment trust tax
conditions and other financial and regulatory requirements
on a daily basis with any issues being immediately brought
to the attention of the Board.
The Company may be exposed to other business, strategic
and political risks in the future, as well as regulatory risks
(such as an adverse change in the tax treatment of investment
companies), credit, liquidity and concentration risks. The
risk control summary report allows the Board to consider all
these risks, the measures in place to control them and the
possibility of any other risks that could arise.
The Board ensures that satisfactory assurances are received
from the service providers. The Manager’s compliance
officers produce regular reports for review by the Company’s
Audit Committee.
Additionally, the depositary monitors stock, cash, borrowings
and investment restrictions throughout the year. The
depositary reports formally once a year and also has access
to the Company Chair and the Audit Committee Chair if
needed during the year.
Please see Note 16 on page 77 to read more about risk
management and financial instruments.
EMERGING RISKS
Emerging risks are characterised by a high degree of
uncertainty and may arise from sudden events, new trends
or changes in existing risk factors where the likelihood and
PRINCIPAL RISKS AND UNCERTAINTIES / CONTINUED
30 STRATEGIC REPORT THE EDINBURGH INVESTMENT TRUST PLC
potential impact are not yet clear. As an emerging risk becomes
better understood, it may be reclassified and incorporated
into the Company’s risk matrix as a “known” risk.
The Board has established robust procedures to support the
early identification of emerging risks, with the aim of acting
proactively rather than reactively. The Board’s collective
experience and judgement are central to this process,
alongside regular updates and advice from the Company’s
key service providers, including the Manager, Broker,
Company Secretary and Auditor, as well as industry and
regulatory updates provided by the Association of Investment
Companies (“AIC”). The Board and the Manager regularly
assess emerging risk developments, discuss potential
mitigating actions and, where appropriate, document and
refine the Company’s response.
The Board is currently monitoring a number of emerging
risks, including: (i) heightened geopolitical tensions and
conflict (notably the conflict between the US and Iran
and the resultant disruption to global energy markets)
and potential shifts in global trade and regulatory policy
(including US trade policy under the second Trump
administration), which may contribute to market volatility;
(ii) macroeconomic uncertainty, including inflation, interest
rates, currency movements and the recent significant rise in
energy costs; and (iii) the evolving threat landscape relating
to cybercrime and the misuse of AI. These emerging risks are
kept under review and mitigating actions are discussed and
documented. This ensures that the Board can react ahead
of any risk materialising, therefore minimising risk exposure.
THE EDINBURGH INVESTMENT TRUST PLC STRATEGIC REPORT 31
Viability Statement
The Directors’ view of the Company’s viability remains
unchanged that it is viable for the foreseeable future.
The Company, as an investment trust, is a collective
investment vehicle rather than a commercial business venture
and is designed and managed for long-term investment.
The Company’s investment objective clearly sets this out.
‘Long-term’ for this purpose is considered by the Directors
to be at least five years, a timeframe in which the accuracy
of estimates and assumptions is deemed to be reasonable.
The Company’s viability has thus been assessed over that
period. Five years is considered a reasonable time frame for
a forecast, however, the life of the Company is not intended
to be limited to that or any other period.
There are no current plans to amend the investment strategy,
which has delivered long-term good investment performance
above or in line with benchmark for shareholders and, the
Directors believe, should continue to do so. The investment
strategy and its associated risks are kept under regular
review by the Board.
In assessing the viability of the Company under various
scenarios, the Directors undertook a robust assessment of
the risks to which it is exposed (including the conflict in the
Middle East, climate change, US trade policy under the second
Trump administration and global supply chain issues), as set
out on page 27 together with mitigating factors. The risks
of failure to meet the Company’s investment objective, and
contributory market and investment risks, were considered
to be of particular importance. The Directors also took into
account: the investment capabilities of the Portfolio Managers;
the liquidity of the portfolio, with nearly all investments being
listed and readily realisable; the Company’s borrowings as
considered in further detail in the Going Concern Statement
on page 51; the ability of the Company to meet its liabilities
as they fall due; the Company’s annual operating costs and
that, as a closed-ended investment trust, the Company is not
affected by the liquidity issues of open-ended companies
caused by large or unexpected redemptions.
In taking account of these factors and on reviews conducted
as part of the detailed internal controls and risk management
processes set out on pages 27 to 31, the Directors have
undertaken a reverse stress test seeking to identify the
extreme financial circumstances that might result in the
Company becoming unviable. This concluded that the
viability of the Company becomes challenged if the value
of Total Shareholders’ Funds were to fall permanently by
at least 80% from the level at the year end, a fall that the
Board considers to be implausible having noted that since
the inception of the Company’s FTSE All-Share Index Total
Return benchmark in December 1985, the largest fall over
any calendar year has been 29.9%, the largest fall over any
rolling five year period was 28.8% and the largest fall over
any period was 42.9% (all based on benchmark calendar
month end values).
Based on the above, and assuming there is no adverse
change to the regulatory environment and tax treatment of
UK investment trusts to the extent that would challenge the
viability of the UK investment trust industry as a whole, the
Directors have a reasonable expectation that the Company
will be able to continue in operation and meet its liabilities as
they fall due over the five-year period of assessment.
32 STRATEGIC REPORT THE EDINBURGH INVESTMENT TRUST PLC
Section 172 Statement, Company Sustainability
and Stakeholders
BOARD RESPONSIBILITIES
The responsibilities of the Board include setting the
Company’s strategic aims, providing the leadership to put
them into effect, supervising the Manager and reporting to
shareholders on their stewardship. The Board is ultimately
responsible for the direction, management, performance and
long-term sustainable success of the Company.
The Board sets the Company’s strategy and objectives,
taking into account the interests of all its stakeholders.
However, the Company has no employees and no customers
in the traditional sense. Consistent with the Company’s
nature as an investment trust, the Board’s principal concern
has been, and continues to be, the interests of the Company’s
shareholders taken as a whole.
COMPANY SUSTAINABILITY AND STAKEHOLDERS
A good understanding of the Company’s stakeholders enables
the Board to consider the potential impact of strategic
decisions on each stakeholder group during the decision-
making process. By considering the Company’s purpose,
vision and values, together with its strategic priorities, the
Board aims for its decisions to be fair and take account of
the interests of the key stakeholder groups. As an externally
managed investment company, the Board considers its main
stakeholders to be its shareholders, service providers and
investee companies.
SECTION 172 STATEMENT
This section of the Annual Report explains how the Board has
discharged its duties under section 172(1) of the Companies
Act 2006, namely to promote the success of the Company
for the benefit of its members as a whole. In doing so, the
Board has had regard to the likely long-term consequences
of its decisions, the interests of the Company’s stakeholders,
the need to maintain high standards of business conduct, and
the impact of the Company’s activities on the environment.
The Board recognises that effective engagement with
stakeholders is fundamental to sound decision-making
and long-term value creation. As an externally managed
investment company, the Company operates through a
number of external service providers, including the Portfolio
Managers, Administrator, Company Secretary, Corporate
Broker, Public Relations Adviser, Custodian, Depositary
and banking providers. These service providers are key
stakeholders and play an important role in supporting the
Board’s governance responsibilities and its engagement with
shareholders and the wider market.
The Board has identified the Company’s principal
stakeholders and considers their interests as part of its
ongoing oversight and strategic decision-making. The Board
regularly assesses both the actual and potential impact of its
decisions on these stakeholders, particularly in the context
of strategy, performance, risk management and capital
allocation. This approach helps to ensure that stakeholder
considerations are embedded within the Board’s deliberations
and that decisions are taken with a view to the Company’s
long-term sustainability and success. Key Board decisions
include payment of dividends, liquidity management via
share issuance and share buybacks, marketing, performance
evaluation, negotiation on debt and re-appointment of the
Manager and other key service providers, ESG integration
into investment decisions and Board succession planning.
ENGAGEMENT WITH SHAREHOLDERS
Shareholder relations are given high priority by both the
Board and the Manager, and the Board welcomes feedback
from shareholders throughout the year. The primary means
by which the Company communicates with shareholders is
through the half-yearly and annual financial reports, which
aim to provide shareholders with a clear and balanced
account of the Company’s activities, performance and
outlook. This is supported by the daily publication of the
NAV, monthly factsheets, as well as dividend and other
announcements.
Shareholders are also encouraged to use the Company’s
website, which provides access to the annual and half-yearly
financial reports, Key Information Documents (“KIDs”),
factsheets, proxy voting results and stock exchange
announcements, together with relevant video and written
material published by the Manager. Shareholders may submit
questions via the website and/or contact the Company
Secretary, who ensures that correspondence addressed to
the Board is passed to the Chair.
Feedback from shareholders is considered at Board meetings
throughout the year and at the Board’s annual strategy
meeting, including in the context of how the Company
is meeting shareholder expectations. The Board receives
regular updates on the shareholder register, trading activity
and discount levels, and reports from the Manager and the
Company’s Broker on shareholder views and engagement
activity. Meetings held with shareholders by the Manager
and/or the Broker are reported back to the Board.
THE EDINBURGH INVESTMENT TRUST PLC STRATEGIC REPORT 33
SECTION 172 STATEMENT, COMPANY SUSTAINABILITY
AND STAKEHOLDERS / CONTINUED
The Annual General Meeting (“AGM”) remains an important
forum for engagement. Shareholders are encouraged to
attend, vote, and raise questions with the Board. Shareholders
had the opportunity to join the 2025 AGM meeting in person
or virtually via a live weblink using their smartphone, tablet
or computer, with the option to submit questions to the
meeting in real time. Following the formal business of the
AGM, the Portfolio Managers typically provide an update
and shareholders have the opportunity to meet and speak
informally with the Board and the Manager. The Company
also supports engagement with retail shareholders through
shareholder events and wider investor communications
during the year, including participation in industry events and
meetings. Please see pages 84 to 87 for the notice of the
2026 Annual General Meeting and page 88 for details of the
2026 shareholder event.
During the year, the Company continued to support investor
communications and awareness through a programme
of marketing and media engagement, supported by its
public relations advisers. Activity included participation
in industry events (AIC showcase event in London) and
investor meetings, and the production of digital and written
communications (including interviews, podcasts and thematic
updates) covering performance drivers, dividend matters
and the outlook for UK equities. Senior representatives also
engaged with the financial media, contributing commentary
across both national and specialist investment channels.
In February 2026, the Board also hosted a media briefing
dinner, supported by the Company’s public relations adviser,
to facilitate direct discussion of the Company’s approach and
developments.
It can be easy for investments to become “lost” over time, for
example, following a change of address, a change of nominee or
platform provider, or where share certificates and paperwork are
misplaced. The Board considers it important that shareholders
are able to exercise their rights and receive the dividends to
which they are entitled. Accordingly, the Company operates an
asset reunification programme, working with the Registrar and
specialist identity verification support to reconnect shareholders
with dormant holdings and to facilitate payment of any
unclaimed dividends, while maintaining appropriate safeguards
against fraud. To date, 213 shareholders have completed the
verification process and been reunited with their shareholdings,
receiving approximately £85,684 of previously unclaimed
dividends. A further 184 shareholder claims are in progress and,
subject to completion of the required checks, could result in
payment of an additional £122,640 of unclaimed dividends.
www.edinburgh-investment-trust.co.uk/asset-reunification-
program.
ENGAGEMENT WITH THE MANAGER
The Board maintains a constructive and collaborative working
relationship with the Portfolio Managers, encouraging open
discussion. The Board has regular dialogue with and receives
reports from the Portfolio Managers on the portfolio of
investments, including performance against set objectives
and risk management. The Portfolio Manager and Deputy
Portfolio Manager normally attend each Board meeting to
provide updates and answer questions from the Board. The
Chair also regularly meets with Liontrust executive directors.
The Board has also discussed the AIFM’s responsibility under
the FCA Consumer Duty with the Manager and received
comfort as to how those responsibilities will be met.
The Board agreed a lower management fee scale from
1 April 2024, further supporting the role of the Company as a
natural home for long-term equity investors.
The Portfolio Manager with individual responsibility for the
day-to-day management of the portfolio is Imran Sattar
and the Deputy Portfolio Manager is Emily Barnard. Imran
Sattar and Emily Barnard took on these new roles on
6 February 2024.
ENGAGEMENT WITH SERVICE PROVIDERS
As an externally managed investment trust, the Company
conducts all its business through its key service providers.
The Board believes that maintaining a collaborative
relationship with each of the Company’s service providers
is essential to the Board’s decision-making and the ongoing
success of the Company. At least annually the Board reviews
the performance and services of its key service providers
including the Manager and receives and considers their
internal control reports on a quarterly basis covering their
operations, policies and control environments.
The Board reviews the quarterly reports of the service
providers and whether the services meet the requirements
of the Company, represent value for money and are therefore
in the best interests of shareholders. The Board treats all
service providers fairly, to maintain a reputation as a trusted,
fair and reliable partner. The Board and/or delegates of the
Board engage with key providers on a periodic basis through
service review meetings or, by invitation, attendance at Board
or committee meetings. Such engagement gives opportunity
to both parties to discuss any challenges being experienced
and potential solutions thereon, and to identify planned
developments at the Company or the service provider. We
aim to pay promptly and if in dispute, to engage openly to
resolve matters in a timely manner.
34 STRATEGIC REPORT THE EDINBURGH INVESTMENT TRUST PLC
The Board continues to ensure that service providers are as
prepared as possible for all such eventualities which could
disrupt the performance of their respective functions.
ENGAGEMENT WITH INVESTEE COMPANIES
The Portfolio Managers are long-term investors and typically
develop strong relationships with both investee and potential
investee companies. Both the Board and the Portfolio
Managers believe that engagement with investee companies
is positive, beneficial and welcomed.
Voting is a key activity in the dialogue with investee
companies and these decisions are reported to the Board on
a quarterly basis.
The Board supports the Portfolio Managers’ approach to
ESG in the context of its management of the portfolio, as
discussed below.
ENVIRONMENTAL SOCIAL AND GOVERNANCE
(“ESG”) MATTERS
As an investment company with no employees, property
or activities outside investment, environmental policy has
limited application. Nevertheless, the Board is committed to
taking a responsible approach to ESG matters. The Company’s
compliance with the AIC Corporate Governance Code is
detailed in the Corporate Governance Statement on page 42,
which demonstrates the Company’s own responsibilities on
matters such as governance.
In respect of the Company’s investments, the Portfolio
Managers and the other members of the investment team
integrate ESG risks and opportunities (including climate change
related risks) as part of a material assessment undertaken for all
holdings. Consistent with the Portfolio Managers’ investment
approach, this analysis is undertaken on a bottom-up, stock
basis. The risks and opportunities that each holding faces over
a three-to-five-year period are then identified and prioritised.
Many of these issues can be sub-categorised as “E”, “S” and
“G” issues. The issues that are identified as the key ones are at
the forefront of engagement discussions on holdings with the
investee companies. These frequently include issues related
to global warming, including those focused on transitional
risks, legislation risks, and/or physical risks. The Manager is a
signatory to the Principles of Responsible Investment (‘PRI’)
and the Company’s assets form part of its commitment to
the Net Zero Asset Managers Initiative. Further information is
available at www.liontrust.com and through the investment
company disclosures at www.theaic.co.uk.
The Board recognises that the most material way in which
the Company can have an impact is through responsible
ownership of its investments. The Manager discusses below
how it engages with the management of investee companies
to encourage that high standards of ESG practice are
adopted.
The Company made no political donations during the year
in review.
THE EDINBURGH INVESTMENT TRUST PLC STRATEGIC REPORT 35
SECTION 172 STATEMENT, COMPANY SUSTAINABILITY
AND STAKEHOLDERS / CONTINUED
STEWARDSHIP CODE AND EXERCISE OF VOTING
POWERS
The Board considers that the Company has a responsibility as a
shareholder to ensure that high ESG standards are maintained
in the companies in which it invests. One of the principal means
of putting shareholder responsibility into practice is through
the exercise of voting rights. The Company aims to provide
investment specific active stewardship and the Company’s
voting rights are exercised on an informed and independent
basis. The Manager has adopted a clear and considered
policy towards its stewardship responsibility on behalf of the
Company. The Manager takes steps to satisfy itself about the
extent to which investee companies protect shareholder value
and comply with local recommendations and practices, such as
the UK Corporate Governance Code. The Manager’s approach
to corporate governance and the UK Stewardship Code can
be found on the Manager’s website at www.liontrust.com
together with a copy of the Manager’s Stewardship Policy and
the Manager’s global proxy voting policy.
Members of the Managers’ investment team are responsible for
overseeing all aspects of the Stewardship process, including
voting on all resolutions at all Annual General Meetings and
Extraordinary General Meetings in the UK and overseas. The
Portfolio Managers assess corporate governance, remuneration
policies and, if deemed necessary, will challenge management
where it is felt that the best interests of shareholders are not
being met.
The Board reviews the Portfolio Managers’ voting record at
each meeting. The table below demonstrates how the Portfolio
Managers voted during the year in review.
Category
Number of
Proposals Voted
Number Voted
with Management
Audit Related 91 91
Capitalization 180 180
Company Articles 3 3
Compensation 82 82
Corporate Governance 2 1
Director Election 444 443
Director Related 3 3
Environmental 2 2
Miscellaneous 93 87
Social 31 31
Strategic Transactions 3 3
Takeover Related 43 43
TOTAL 977 969
Please see the table below for a reference to where information can be found of how the Company’s key stakeholders were
considered during key Board decisions:
Section 172 statement area Reference
The likely consequences of any
decision in the long-term
See Chair’s Statement, The Portfolio Managers’ Report, Core Investment Beliefs
and Business Review, Going Concern and Viability Statements and Stakeholder
Engagement section below.
The interests of the Company’s
employees
As a closed-ended investment company, the Company has no employees. Stewardship
section refers to how the Company assesses its impact on social issues.
The need to foster the
Company’s business relationships
with suppliers, customers and
others
As a closed-ended investment company, the Company has no customers in the
traditional sense. See Stakeholder Engagement section below Principal Risks and
Uncertainties and Stewardship section on how the Company assesses its impact on
and engages with its key stakeholders.
The impact of the Company’s
operations on the community
and environment
See Principal Risks and Uncertainties, Stewardship section and ESG matters disclosure
below on how the Company assesses its impact on the community and environment of
its investee companies.
The desirability of the Company
maintaining a reputation for high
standards of business conduct
See Stakeholder Engagement section, Anti-Bribery and Corruption and Modern Slavery
disclosures.
The need to act fairly as between
members of the Company
See Stakeholder Engagement section and Corporate Governance Report.
36 STRATEGIC REPORT THE EDINBURGH INVESTMENT TRUST PLC
In addition, the Manager publishes an annual Responsible
Capitalism report, providing cumulative voting statistics, full
disclosure on voting policy and extracts of engagement for
the year. The Manager publishes a quarterly voting record on
its website www.liontrust.com.
MODERN SLAVERY DISCLOSURE
The Company aims to adopt the highest standards of
conduct and is committed to integrating responsible
business practices throughout its operations. The prevention
of modern slavery is an important part of corporate good
governance.
The Company is an investment vehicle and does not provide
goods or services in the normal course of its business or have
customers or employees. Accordingly, the Directors consider
that the Company is not required to make any slavery or
human trafficking statement under the Modern Slavery
Act 2015.
ANTI-BRIBERY AND CORRUPTION
It is the Company’s policy to conduct its business in an honest
and ethical manner. The Company takes a zero-tolerance
approach to bribery and corruption and is committed
to acting professionally, fairly and with integrity in all its
business dealings and relationships wherever it operates. The
Company’s policy and the procedures that implement it are
designed to support that commitment and the appropriate
training has been undertaken by the Board and key service
providers. The Company also has policies, procedures and
controls in place to safeguard the assets of the Company and
to prevent and detect fraud and other irregularities.
PREVENTION OF THE FACILITATION OF TAX
EVASION
The Board has adopted a zero-tolerance approach to the
criminal facilitation of tax evasion.
GREENHOUSE GAS EMISSIONS AND STREAMLINED
ENERGY AND CARBON REPORTING (‘SECR’)
The Company has no employees, physical assets, property or
operations of its own, does not provide goods or services and
does not have its own customers. It follows that the Company
has little or no direct environmental impact. In consequence,
the Company has limited greenhouse gas emissions to report
from its operations aside from travel to board meetings, nor
does it have responsibility for any other sources of emissions
under the Companies Act 2006 (Strategic Report and
Directors’ Reports) Regulations 2013. As the Company has
no material operations and therefore has low energy usage,
it has not included an energy and carbon report.
CONCLUSION
The Directors believe that they have fulfilled their duties under
s172 of the Companies Act 2006 in their deliberations on all
matters. The Board takes into account the interests of all the
Company’s key stakeholders, as outlined above, in its decision-
making which reflects the Board’s belief that the long-term
sustainable success of the Company is linked directly to its
key stakeholders. The work of the Board and its Committees is
described in the Governance Report on page 41.
This Strategic Report was approved by the Board on
20 May 2026.
Signed by order of the Board of Directors
NSM FUNDS (UK) LIMITED
COMPANY SECRETARY
20 MAY 2026
THE EDINBURGH INVESTMENT TRUST PLC STRATEGIC REPORT 37
Governance
38 GOVERNANCE THE EDINBURGH INVESTMENT TRUST PLC
ELISABETH STHEEMAN
Chair of the Board
Date of appointment:
23 May 2019, became Chair on
21 July 2022
Committees:
M
Management Engagement
N
Nomination Chair
A
Audit
Elisabeth is currently an independent
member of the board of M&G plc,
US REIT W.P. Carey Inc and Deloitte
LLP. She is also Vice President of
the Council of the German British
Chamber of Industry and Commerce
and a Governor of the Ditchley
Foundation. Previously, she was an
External member of the Financial
Policy Committee and Financial Market
Infrastructure Board of the Bank of
England, a senior advisor to the Bank
of England’s Prudential Regulation
Authority and an External Member
of the Audit and Risk Committee of
The Asian Infrastructure Investment
Bank. She was also a member of the
Supervisory Board of Aareal Bank AG,
Alstria AG and a member of Council of
the London School of Economics.
AIDAN LISSER
Senior Independent Director
Date of appointment:
27 May 2022, became SID on
19 July 2023
Committees:
M
Management Engagement
N
Nomination
A
Audit
Aidan is the Chair of JPMorgan
Emerging Markets Growth & Income
plc and was until 2025 a non-executive
director of Henderson International
Income Trust plc. He was formerly chief
marketing officer and subsequently
head of strategy for Investec Wealth
and a board member of Chapter Zero
UK, an organisation to assist non-
executive directors with the impact of
climate change. In his earlier career, he
held senior marketing roles at Allianz
Global Investors, Standard Chartered
Bank and Unilever.
The Directors
All Directors are non-executive and considered independent. The Directors
of the Company who were in office during the year and up to the date of
signing the financial statements were:
ANNABEL TAGOE-BANNERMAN
Non-Executive Director
Date of appointment:
7 February 2023
Committees:
M
Management Engagement
N
Nomination
A
Audit
Annabel has considerable experience
in senior roles within quoted UK
operating companies within the retail,
leisure, food and beverage sectors.
Annabel was until recently (April
2026) the Group General Counsel and
Company Secretary of Bakkavor Group
plc, the FTSE 250 listed producer
of freshly prepared food, where she
also chaired the Diversity & Inclusion
Forum. She was previously at Britvic
plc and formerly General Counsel and
a member of the Executive Committee
of Ladbrokes plc. Prior to this Annabel
trained and practised as a solicitor
at SJ Berwin LLP (now King & Wood
Mallesons).
THE EDINBURGH INVESTMENT TRUST PLC GOVERNANCE 39
PATRICK EDWARDSON
Non-Executive Director
Date of appointment:
11 February 2021
Committees:
M
Management Engagement Chair
N
Nomination
A
Audit
Patrick joined Baillie Gifford in 1993
and became a partner in 2005. In a
wide-ranging investment career, he
managed bond, equity and multi-asset
portfolios, was manager of the Scottish
American Investment Company plc
between 2004 and 2014 and led
Baillie Gifford’s multi-asset investment
team until his retirement in 2020.
He is currently managing director of
Atheian Ltd, afamily investment office,
and of CMH Hope Limited, a property
investment company and a non-
executive director of North American
Income Trust plc.
STEVE BALDWIN
Non-Executive Director
Date of appointment:
10 September 2018
Committees:
M
Management Engagement
N
Nomination
A
Audit Chair
Steve is a Chartered Accountant.
Heis currently Chairman of TruFin plc,
a non-executive director at Plus500
Ltd and a Trustee at Howard de Walden
Estates Limited. He was formerly a non-
executive director of Elegant Hotels
Group plc and Panmure Gordon &
Co plc. He was the Head of European
Equity Capital Markets and Corporate
Broking at Macquarie Capital until
February 2015. Prior to this Steve was
a Director at JPMorgan Cazenove for
ten years and was a Vice President
of Corporate Finance at UBS from
1995-1998.
THE DIRECTORS / CONTINUED
40 GOVERNANCE THE EDINBURGH INVESTMENT TRUST PLC
The Company’s Corporate Governance Framework
THE BOARD AND COMMITTEES
The Board is ultimately responsible to shareholders for the direction, governance, management, performance and long-term
sustainable success of the Company. The responsibilities of the Board include setting the Company’s strategic aims, providing
the leadership to put them into effect, supervising the Manager and reporting to shareholders on their stewardship. In doing
so, the Directors comply with their duties under Section 172 of the Companies Act 2006.
The Board has established certain principal committees to assist it in fulfilling its oversight responsibilities, providing a
dedicated focus on particular areas, as set out below. Terms of reference of the Board Committees are available on the
Company’s website at www.edinburgh-investment-trust.co.uk.
The Company’s corporate governance framework is designed to support a closed-end externally managed investment
company, where all of the Company’s day-to-day management and administrative functions are outsourced to third parties.
The Board
Chair Elisabeth Stheeman, Senior Independent Director Aidan Lisser, three additional non-executive directors (NEDs).
Chair
Key responsibilities:
• to provide leadership of the Board, ensuring its effectiveness in all aspects of its role;
• to set Board agenda and ensure that adequate time is available for discussion;
• to promote a culture of openness ensuring that each Board member’s views are considered;
• to ensure that Directors receive accurate, timely and clear information;
• to ensure the Board as a whole has a clear understanding of the views of shareholders;
• to ensure that the Board complies with its obligations under Section 172 Companies Act 2006, by taking into account the
needs of the Company’s wider stakeholders;
• to ensure oversight of the Manager and other external service providers; and
• to encourage constructive challenge and scrutiny of the performance of all outsourced activities.
Senior Independent Director (SID)
Key responsibilities:
• to provide a sounding board for the Chair;
• to serve as an intermediary for the other directors and shareholders; and
• to lead annual appraisal of the Chair’s performance and recruitment process for the position of the Chair.
Audit Committee
Management Engagement
Committee Nomination Committee
Remuneration Committee
Function
All NEDs All NEDs All NEDs The Board as a whole
performs this function
Chair: Steve Baldwin Chair: Patrick Edwardson Chair: Elisabeth Stheeman
Key responsibilities:
• to oversee the control
environment and financial
reporting;
• to make a recommendation
for the appointment of the
auditor; and
• to review the performance
of other service providers,
including the auditor.
Key responsibilities:
• to review regularly the
management contract and
the performance of the
Manager.
Key responsibilities:
• to review regularly
the Board’s structure,
composition and
performance;
• to make recommendations
for any changes or new
appointments; and
• to set the culture and
values of the Company.
Key responsibilities:
• to set the remuneration
policy of the Company.
THE EDINBURGH INVESTMENT TRUST PLC GOVERNANCE 41
This Corporate Governance statement forms part of the
Directors’ Report.
The Board is committed to achieving and demonstrating
high standards of corporate governance. This statement
outlines how governance principles were applied throughout
the financial year. The UK Corporate Governance Code (“UK
Code”) issued by the Financial Reporting Council (“FRC”) in
January 2024 and the AIC Code of Corporate Governance
(‘AIC Code’) issued in August 2024 are the applicable
governance codes in this regard. The FRC has confirmed
that by following the AIC Code, investment company boards
will meet their obligations in relation to the UK Code and
paragraph 9.8.6 of the Listing Rules. The AIC Code is available
on the AIC website at www.theaic.co.uk, and the UK Code on
the FRC website at www.frc.org.uk.
STATEMENT OF COMPLIANCE WITH THE AIC CODE
The Directors believe that the Company has complied with
the AIC Code during the year and up to the date of this
report, and thereby the provisions of the UK Code except
as set out below. The UK Code includes provisions relating
to the role of the chief executive; executive directors’
remuneration; and the need for an internal audit function. As
an investment company which outsources its administration
to third-party providers, the Company has no chief executive
or other executives and therefore these provisions are not
applicable. It does not maintain an internal audit function.
For reasons set out in the AIC Code, the Board considers
these provisions not relevant to the position of the Company,
being an externally managed investment company with
no executive Directors, employees, or internal operations.
It further considers an internal audit function unnecessary
as the relevant issues are addressed through the Manager’s
own control environment which itself is subject to routine
external independent review. The Company has therefore not
reported further in respect of these provisions.
Provision 37 states that the Board should establish a
remuneration committee of independent non-executive
directors with a minimum membership of three, or in the
case of smaller companies, two. The Board has resolved
that a remuneration committee is not appropriate for a
company of this size and nature. Remuneration is therefore
regarded as part of the Board’s responsibilities to be
addressed regularly. The Board as a whole, comprising of
independent non-executive directors, performs the function
of the remuneration committee with the key responsibility
to set the remuneration policy of the Company. Please see
Directors’ Report on page 33 for the Board’s responsibilities.
Information on how the Company has applied the principles
of the AIC Code is provided in the Governance Section,
including the Directors’ Report as follows:
• the composition and operation of the Board and its
committees are summarised on page 41 and page 43 in
respect of the Audit Committee;
• the Company’s approach to internal control and risk
management is summarised on page 29;
• the contractual arrangements with, and assessment of, the
Manager are summarised on page 51;
• the Company’s capital structure and voting rights are
summarised on page 52;
• the substantial shareholders in the Company are listed on
page 52;
• the rules concerning the appointment and replacement of
directors are contained in the Company’s Articles of
Association and are discussed on pages 48 and 49. There
are no agreements between the Company and its
Directors concerning compensation for loss of office;
• the annual powers to issue or buy back the Company’s
shares are explained in the notice of AGM on page 83; and
• any amendments to the Company’s Articles of Association
require a resolution to be passed by shareholders.
By order of the Board
NSM FUNDS (UK) LIMITED
COMPANY SECRETARY
20 MAY 2026
Corporate Governance Statement
FOR THE YEAR ENDED 31 MARCH 2026
42 GOVERNANCE THE EDINBURGH INVESTMENT TRUST PLC
Audit Committee Report
FOR THE YEAR ENDED 31 MARCH 2026
COMMITTEE COMPOSITION AND ROLE
The Audit Committee comprises all the Directors and the
Committee has written terms of reference which clearly
define its objective, authority, composition, roles, duties and
responsibilities, including reporting. The terms of reference
were reviewed during the year, to ensure good practice
and compliance with the AIC Code. They can be inspected
at the registered office of the Company or viewed on the
Company’s website.
AUDIT COMMITTEE RESPONSIBILITIES
The responsibilities of the Audit Committee include:
• consideration of the integrity of the annual and half-
yearly financial reports prepared by the Manager, the
appropriateness of the accounting policies applied and
any financial judgements and key assumptions, together
with ensuring compliance with relevant statutory and
listing requirements;
• at the Board’s request, advising it on whether the
Committee believes the annual financial report taken as a
whole is fair, balanced and understandable and provides
the necessary information for shareholders to assess the
Company’s position and performance, business model and
strategy;
• evaluation of the effectiveness of the internal control
systems and risk management systems, including reports
received on the operational controls of the Company’s
service providers and the Manager’s whistleblowing
arrangements;
• consideration of the scope of work undertaken by the
Manager’s compliance department, monitoring and
reviewing the effectiveness of the Manager’s and the
Company’s procedures for detecting fraud;
• management of the relationship with the external auditors,
including evaluation of their reports and the scope,
effectiveness, independence and objectivity of their audit,
as well as making recommendations to the Board in respect
of their appointment, re-appointment and removal and for
the terms of their audit engagement;
• developing and implementing policy on the engagement
of the external auditor to supply non-audit services; and
• considering annually whether there is a need for the
Company to have its own internal audit function.
AUDIT COMMITTEE ACTIVITIES
The Committee meets formally at least three times a year to
review the internal financial and non-financial controls and
the contents of the half-yearly and annual financial reports,
including accounting policies and financial judgements. In
addition, the Committee reviews the auditor’s independence,
objectivity and effectiveness, the quality of the services
provided to the Company and, together with the Manager,
reviews the Company’s compliance with financial reporting
and regulatory requirements as well as risk management
processes. Representatives of the Manager’s Compliance
Department attend at least two meetings each year.
Representatives of the auditor attend the Committee
meetings at which the draft half-yearly and annual financial
reports are reviewed and are given the opportunity to speak
to Committee members in the absence of representatives of
the Manager.
The external audit programme and timetable are drawn up
and agreed with the auditors in advance of the end of the
financial year and matters for audit focus are discussed and
agreed. The auditors ensure that these matters are given
particular attention during the audit process and reports
on them, and other matters as required, in its report to the
Committee. In addition, the Committee reviews any material
issues raised by the auditors. There have been no such
issues raised during the year. The auditor’s report, together
with reports from the Manager, the Manager’s Compliance
Department and the depositary, form the basis of the
Committee’s consideration and discussions with the various
parties and any recommendations to the Board, including
the Committee’s recommendation to sign the 2026 financial
statements.
THE EDINBURGH INVESTMENT TRUST PLC GOVERNANCE 43
ACCOUNTING MATTERS AND SIGNIFICANT AREAS
For the year-end, the following accounting matters were identified for specific consideration by the Committee:
Significant areas How they were addressed
Accuracy of the portfolio valuation
and controls related to the valuation
process.
Actively traded listed investments are valued using stock exchange prices provided by
third-party pricing vendors. Investments that are unlisted or not actively traded are valued
using a variety of techniques to determine their fair value. This is set out in accounting
policies note 1C(v). Any such valuations are carefully considered by the Manager’s pricing
committee and the Committee.
Proof of the existence of portfolio
holdings.
The Manager and the depositary confirmed that the holdings shown in the accounting
records agreed with the custodian records.
Recognition of investment income
and the treatment of special
dividends
Investment income is recognised in accordance with accounting policies note 1F.
TheManager provides detailed revenue estimates for the Board’s review, and income
is assessed to ensure it is complete and accounted for correctly. Careful consideration
is given to special dividends. These are allocated to revenue or capital in accordance
with the facts and circumstances of the payment by the underlying company and the
allocation of material special dividends is also reviewed by the auditors.
The allocation of management fees
and finance costs between revenue
and capital
The allocation is reviewed by the Committee annually taking into account the
long-term split of returns from the portfolio both historic and projected, yield, the
objectives of the Company, and the latest market practice of peers. The Committee
last reviewed the allocation at its meeting in May 2026.
These matters were discussed with the Manager and the auditors in pre-year-end audit planning and were satisfactorily
addressed through consideration of reports provided by, and discussed with, the Manager and the auditors at the conclusion of
the audit process. As detailed below, the Company operates within a robust control environment and the Committee oversees
the effectiveness of the controls of the Manager, custodian and administrator.
Consequently, and following a thorough review process of the 2026 annual financial report, the Audit Committee advised
the Board that the report taken as a whole is fair, balanced and understandable and provides the information necessary for
shareholders to assess the Company’s position and performance, business model and strategy.
REVIEW OF THE EXTERNAL AUDITORS, INCLUDING NON-AUDIT SERVICES
The Committee evaluated the performance and effectiveness of the external auditors and their audit process. This included
a review of the audit planning, execution and reporting and the quality of the audit work, results and audit team. This review
sought the view of the Manager in their dealings with the auditors. The Committee also considered the independence of
PricewaterhouseCoopers LLP (PwC) and the objectivity of the audit process. No significant modifications were required to the
external audit approach. Combining the output of all the above, and the Audit Committee Chair’s and the Committee’s direct
interaction with PwC, the Committee concluded that it continued to be satisfied with the performance of PwC and that the
auditors continued to display the necessary attributes of objectivity and independence.
Prior to any engagement for non-audit services, the Audit Committee considers whether the skills and experience of the
auditors make them a suitable supplier of such services and ensures there is no threat to objectivity and independence in the
conduct of the audit as a result. Excluding VAT and any expenses, the annual audit fee was £55,098 (2025: £53,235) and the
non-audit fee was £nil (2025: £nil), see Note 4 on page 72. Non-audit services up to £5,000 do not require approval in advance
of the Audit Committee; amounts in excess of this require the approval of the Audit Committee.
AUDITORS
PwC were appointed as the Company’s Auditors at the AGM on 25 July 2019 and were re-appointed on 17 July 2024. After due
consideration, the Committee recommends the re-appointment of PwC and that this be put to the Company’s shareholders
at the 2026 AGM.
INTERNAL CONTROLS AND RISK MANAGEMENT
The Committee undertakes a robust assessment of the risks to which the Company is exposed by reference to a risk control
summary, which maps the risks, mitigating controls in place and relevant information reported to the Directors, throughout the
year. The resultant ratings of the mitigated risks allow the Directors to concentrate on those risks that are most significant and
also form the basis of the list of principal risks and uncertainties set out in the Strategic Report on pages 27 to 31.
AUDIT COMMITTEE REPORT / CONTINUED
44 GOVERNANCE THE EDINBURGH INVESTMENT TRUST PLC
The Committee, on behalf of the Board, is responsible for
ensuring that the Company maintains a sound system of
internal control to mitigate risk and safeguard the Company’s
assets. The effectiveness of the Company’s system of internal
controls, including financial, operational and compliance
and risk management systems, is reviewed at least annually.
Appropriate action is taken to remedy any significant failings
or weaknesses identified from these reviews. No significant
items were identified in the year. As part of this, the Committee
receives and considers, together with representatives of the
Manager, reports in relation to the operational controls of
the Manager, accounting administrator, custodian, company
secretary and registrar. These reviews identified no issues of
significance during the year.
Although Provision 34 of the AIC Code (relating to an
explicit declaration on the effectiveness of material internal
controls) is not yet applicable to the Company, the Board is
taking steps to work towards compliance. During the year,
the Audit Committee, along with the Manager discussed
the Company’s approach to identifying material controls,
including those operated by third-party service providers,
with assurance available through controls reports and
management confirmations. This work will continue during
the coming year to ensure the Board is well positioned to
make the required declaration.
INTERNAL AUDIT
The Company, being an externally managed investment
company, does not require its own specific internal audit
function. Instead, it relies on the control environment of the
Manager. An external firm, Grant Thornton, is engaged by
the Manager to provide an independent review of its control
environment. The Manager has been transparent with the
Board in sharing the results of the review.
INDEPENDENCE
The Chair of the Company was a member of the Audit
Committee during the year in review. The Board and the
Audit Committee believe that this was appropriate as the
Chair has recent and relevant financial experience and
remains independent.
COMMITTEE EVALUATION
The Committee’s activities fell within the scope of the review
of Board effectiveness performed in the year. Details of this
process can be found under ‘Board, Committee and Directors’
Performance Appraisal’ on page 49.
Signed on behalf of the Board of Directors
STEVE BALDWIN
CHAIR OF THE AUDIT COMMITTEE
20 MAY 2026
THE EDINBURGH INVESTMENT TRUST PLC GOVERNANCE 45
Directors’ Report
FOR THE YEAR ENDED 31 MARCH 2026
BUSINESS AND STATUS
The Company was incorporated and registered in Scotland
on 1 March 1889 as a public limited company, registered
number SC1836. It is an investment company as defined by
section 833 of the Companies Act 2006 and operates as an
investment trust within the meaning of the Corporation Tax
Act 2010 and the Investment Trust (Approved Company)
(Tax) Regulations 2011. HM Revenue & Customs have
approved the Company’s status as an investment trust and,
in the opinion of the Directors, the Company has conducted
its affairs so as to enable it to maintain such approval.
CORPORATE GOVERNANCE
The Corporate Governance Statement set out on page 42 is
included in this Directors’ Report by reference.
THE BOARD
At the year end the Board comprised five independent
non-executive Directors. The Company’s Corporate
Governance Framework is set out on page 41. This shows
the key objectives of the Board and also the membership
and key objectives of the Board’s committees which deal
with specific aspects of the Company’s affairs: the Audit,
Management Engagement and Nomination Committees.
The Board regards all the Directors to be wholly independent
of the Company’s Manager.
Chair
The Chair of the Company is Elisabeth Stheeman. She has
been a member of the Board since 2019 and was appointed
Chair on 21 July 2022.
Senior Independent Director
The Company’s Senior Independent Director is Aidan Lisser
who was appointed to the role on 19 July 2023.
Board Balance and Diversity
The Board’s policy for the appointment of non-executive
directors is based on its belief in the benefits of having a
diverse range of experience, skills, length of service and
backgrounds, including but not limited to gender diversity.
The Board has considered the recommendations of the FTSE
Women Leaders review as well as the Parker review but does
not consider it appropriate to establish targets or quotas in
these regards. The policy is always to appoint the best person
for the job and there will be no discrimination on the grounds
of gender, race, ethnicity, religion, sexual orientation, age or
physical ability. The overriding aim of the policy is to ensure
that the Board is composed of a combination of people with
a range of business, financial or asset management skills
and experience relevant to the direction and control of the
Company for ensuring effective oversight of the Company
and constructive support and challenge to the Manager.
To this end, achieving a diversity of perspectives and
backgrounds on the Board will be a key consideration in
any future Director search process. The Board encourages
any recruitment agencies it engages to find a diverse
range of candidates that meet the criteria agreed for each
appointment and, from the shortlist, aims to ensure that a
diverse range of candidates is brought forward for interview.
The Board gives due regard to the diversity targets in the
FCA UK Listing Rules, and does not discriminate unfairly
on the grounds of gender, ethnicity, age, sexual orientation,
disability or socio-economic background when considering
the appointment of new directors. Candidates’ educational
and professional backgrounds, their cognitive and personal
strengths, are considered against the specification prepared
for each appointment.
The Board comprises five non-executive directors of which,
at present, two are female. Summary biographical details of
the Directors are set out on pages 39 and 40.
IMPLEMENTATION OF THE BOARD’S DIVERSITY
POLICY
The Board reports against the targets set out in the FCA’s UK
Listing Rules. These require that at least 40% of individuals
on the Board are women, at least one individual on the Board
is from a minority ethnic background, and at least one of the
senior Board positions of Chair, SID, CEO and CFO is held
by a woman. At 31 March 2026, and at the date this Annual
Report was signed, the Board comprised five non-executive
Directors. All three of the targets are met because there are
two women on the Board (40%), one Director is ethnically
diverse and at least one of the senior Board positions is held
by a woman. The following information has been provided
by each Director. As the Company has no employees, no
information is included for executive management. The
Board has resolved that the Company’s year-end date be the
most appropriate date for disclosure purposes. There have
been no changes since 31 March 2026.
Number
of board
members
Percentage
of the
Board
Number
ofsenior
Positions
on the
Board (SID
and Chair)*
Men 3 60% 1
Women 2 40% 1
Not specified/
prefer not to say
– – –
46 GOVERNANCE THE EDINBURGH INVESTMENT TRUST PLC
Number
of board
members
Percentage
of the
Board
Number
ofsenior
Positions on
the Board
(SID and
Chair)*
White British
or other White
(including minority
white groups)
4 80% 2
Mixed Multiple
Ethnic Groups
– – –
Asian/Asian British – – –
Black/African/
Caribbean/Black
British
1 20% –
Other ethnic group,
including Arab
– – –
Not specified/
prefer not to say
– – –
* The Company considers the positions of the Chair and Senior
Independent Director (SID) to be senior positions of the Board.
The Listing Rules require an explanation of the Company’s
approach to collecting the data used for the purposes of
making the disclosures. The Company Secretary circulated
the above tables to each director to complete individually
and collated the responses for inclusion in the annual
financial report.
The Company has met the targets on board diversity as
required by the Listing Rules for the year ended 31 March
2026.
BOARD RESPONSIBILITIES
The Board has overall responsibility for the Company’s affairs.
The Directors are equally responsible under the Companies
Act 2006 for promoting the success of the Company and
for the proper conduct of the Company’s affairs taking into
consideration:
• the likely consequences of any decision in the long-term;
• the need to foster business relationships with its Manager,
other service providers and advisors;
• the impact of the Company’s operations on the community
and the environment;
• the desirability of the Company maintaining a reputation
for high standards of business conduct; and
• the need to act fairly between shareholders of the Company.
This is reported in the Section 172 Statement in the Strategic
Report on page 36. The Board is committed to the prevention
of corruption in the conduct of the Company’s affairs and,
taking account of the nature of the Company’s business and
operations, has put in place procedures for and on behalf of
the Company that the Board considers adequate to prevent
persons associated with it from engaging in bribery. It has a
zero-tolerance approach towards the criminal facilitation of tax
evasion. In addition, the Directors are responsible for ensuring
that their policies and operations are in the interest of all of
the Company’s shareholders and that the interests of creditors
and suppliers to the Company are properly considered.
The Board has established a schedule of matters reserved
for its consideration, which clearly define the Directors’
responsibilities. The main responsibilities include:
• setting long-term strategy;
• setting the Company’s objectives, policies and standards;
• ensuring that the Company’s obligations to shareholders
and others are understood and met;
• selecting an appropriate Manager;
• approving accounting policies and dividend policy;
• determining dividends payable;
• managing the capital structure;
• reviewing investment performance;
• assessing risk;
• approving borrowing;
• and reviewing, and, if agreed, approving recommendations
made by the Board’s committees.
The Board ensures that shareholders are provided with
sufficient information in order to understand the risk-reward
balance to which they are exposed by holding their shares,
through the portfolio details given in the half-yearly and
annual financial reports, factsheets and daily NAV disclosures.
The Board meets at least five times each year. Additional
meetings are arranged as necessary. Regular contact
is maintained by the Manager with the Board between
formal meetings. The Directors also meet separately for
private discussions, when required. Board meetings follow
a formal agenda, which includes a review of the investment
portfolio with a report from the Portfolio Managers on the
current investment position and outlook, strategic direction,
performance against stock market indices and the Company’s
peer group, asset allocation, gearing policy, cash management,
revenue forecasts for the financial year, investment policy
guidelines, marketing and shareholder relations, corporate
governance, regulatory changes and industry and other issues.
To enable the Directors of the Board to fulfil their roles, the
Manager and Company Secretary ensure that all Directors
have timely access to all relevant management, financial and
regulatory information. All directors have access to the advice
of the Company Secretary, who is responsible for advising the
Board on all governance matters.
THE EDINBURGH INVESTMENT TRUST PLC GOVERNANCE 47
DIRECTORS’ REPORT / CONTINUED
There is an agreed procedure for the Directors in undertaking
their duties to take legal advice at the Company’s expense up to
an initial cost of £10,000, having first consulted with theChair.
Finally, the Board as a whole undertakes the responsibilities
which would otherwise be assumed by a remuneration
committee, determining the Company’s remuneration policy.
The Board takes into account all factors which are deemed
necessary in order to ensure that members of the Board are
provided with appropriate compensation and are, in a fair and
responsible manner, rewarded for their individual contributions
to the success of the Company. The remuneration of Directors
is reviewed periodically and reported on in more detail in the
Directors’ Remuneration Report.
AUDIT INFORMATION
The Directors confirm that, so far as they are aware, there
is no relevant audit information of which the Company’s
auditor is unaware and each Director has taken steps
that he or she ought to have taken as a director to make
himself/herself aware of any relevant audit information
and to establish that the Company’s auditors are aware of
that information. This confirmation is given and should be
interpreted in accordance with the provisions of section 418
of the Companies Act 2006.
THE COMMITTEES
The Board has three committees: the Audit Committee, the
Management Engagement Committee, and the Nomination
Committee. Each committee has written terms of reference,
which clearly define each committee’s responsibilities
and duties. The terms of reference of each committee are
available for inspection at the AGM, at the registered office of
the Company and also available on the Company’s website.
The Audit Committee
The composition and activities of the Audit Committee are
summarised in the Audit Committee Report on page 43,
which is included in this Directors’ Report by reference.
The Management Engagement Committee
The Management Engagement Committee comprises all
directors and is chaired by Patrick Edwardson. The Committee
meets at least annually and more frequently as required. Its role
is to oversee the effectiveness of the investment management
arrangements and to review the quality of service provided
by the Manager and other key service providers, including the
terms of the investment management agreement.
The Committee carries out a thorough review of the Manager’s
performance and delivery against key metrics. This includes
consideration of investment performance, investment process,
risk management, performance attribution at both stock and
sector level, the robustness and clarity of reporting, investment
team resources and succession, and the Manager’s approach
to shareholder communication and marketing. The Committee
also reviews the Manager’s fee level and key administration
costs against peer groups.
During the year the Committee met twice to review and
consider the performance and continued appointment of the
Manager and other key service providers. The Committee
scrutinised both the Manager’s fee rate and all service provider’s
fees in comparison with similar income-generating UK equity
products, in both the closed and open-ended sectors. In light
of the Company’s underperformance during the year, the
Committee increased the depth of its performance scrutiny
and engagement with the Manager. This included additional
dialogue outside the formal meeting cycle and more detailed
discussion of portfolio construction and risk oversight. The
Committee will continue to monitor performance closely
through ongoing engagement during the year ahead.
The Nomination Committee
All Directors are members of the Nomination Committee
which is chaired by Elisabeth Stheeman. The Committee
meets at least annually to review the composition of the
Board and its committees and evaluate whether they have the
appropriate balance of skills, experience, independence, and
knowledge of the Company and make recommendations to
the Board for the re-election of directors at AGMs. Additional
meetings are arranged as necessary.
The Committee is also responsible for succession planning
and identifying and nominating to the Board suitable
candidates, taking into consideration the balance of skills,
knowledge, experience and independence of the Board and
having regard for the benefits of diversity and the ability of
any new director to devote sufficient time to the Company to
carry out his or her duties effectively. See pages 46 and 47
for Board’s statement on ethnic and gender diversity.
No Director has a contract of employment with the Company.
Directors’ terms and conditions of appointment are set out
in letters of appointment which are available for inspection
at the registered office of the Company and will also be
available at the AGM. A Director can be removed from office
without notice or compensation upon being served with a
written notice signed by all the other Directors.
APPOINTMENT, RE-ELECTION AND TENURE
New Directors are appointed by the Board following
recommendation by the Nomination Committee. The Articles
of Association require that a Director shall be subject
to election at the first AGM after their appointment and
re-election at least every three years thereafter. However, in
accordance with the UK Code of Corporate Governance, the
Board has resolved that all Directors shall stand for annual
re-election at the AGM.
On being appointed to the Board, Directors are fully briefed
as to their responsibilities and are continually updated
throughout their term in office on industry and regulatory
matters. The Company Secretary and the Board have
formulated a programme of induction training for newly
appointed Directors. They have also put arrangements in
place to address ongoing training requirements of Directors
which include briefings from the Company Secretary and
48 GOVERNANCE THE EDINBURGH INVESTMENT TRUST PLC
the Company’s auditors which ensure that Directors are well
briefed on new legislation and the changing risk environment.
The Board has noted the implication of the provisions in the
UK Corporate Governance Code that non-executive directors
who have served for more than nine years should be presumed
not to be independent. The AIC does not believe that this
presumption is appropriate for investment companies and
therefore does not recommend that long-serving directors
be prevented from forming part of the independent majority
of an investment trust board. It is the Board’s policy that
all Directors, including the Chair, shall normally have tenure
limited to nine years from their first appointment to the
Board, except that the Board may determine otherwise if it is
considered that the continued participation on the Board of
an individual Director, or the Chair, is in the best interests of
the Company and its shareholders. This is also subject to the
Director’s re-election annually by shareholders. The Board
considers that this policy encourages regular refreshment
and is conducive to fostering diversity.
BOARD, COMMITTEE AND DIRECTORS’
PERFORMANCE APPRAISAL
The Directors recognise the importance of the AIC Code’s
recommendation in respect of evaluating the performance
of the Board as a whole, the Committees of the Board and
individual Directors.
For the year ended 31 March 2026, the performance of the
Board, Committees, and individual directors was evaluated
though an assessment process led by an external facilitator,
Boardforms Limited. This review is the first review that
Boardforms has conducted for the Company.
The review process involved each Director completing a
questionnaire, followed by private one-to-one conversations
between the external reviewer and Directors. The anonymity
of the respondents was ensured throughout the process, in
order to promote an open and frank exchange of views.
The external reviewer provided a formal report of their
findings, which was considered by the Board. The report
presented an objective view on the current working of the
Board as a whole, as well as the quality of contributions made
by individual Directors. The intention of the review process
was to further strengthen the working of the Board by
providing an opportunity for the objective consideration of
the Board’s strengths and current skills, any areas for further
development, succession planning, and any potential gaps in
its composition. The report also considered the challenges,
opportunities and strategic direction of travel anticipated
over the near to medium-term. The report’s finding noted
that Board and each Committee operated well with skill
and focus on all the areas of importance. The main theme
coming through this evaluation was of a harmonious and
supportive Board with a genuinely good and positive working
relationship. There was a full agenda of issues for the Board
to consider over the next 12 months, with succession planning
and Board rotation, Manager oversight, dividend policy,
investment performance and wider strategy considerations
being key themes. Matters relating to risk management and
Company oversight were discussed proactively.
Overall, all responses and the observations suggested that
this is a well-managed, well run, and effective Board with
some practical refinements suggested, which the Board will
carefully consider.
The review of the Chair’s performance was conducted by the
Board and led by the SID, who relayed very positive feedback
to the Chair privately and shared a summary with the Board.
The Board, through the work of the Nomination Committee,
has determined that each Director standing for re-election
continues to offer relevant experience, effectively contributes
to the operation of the Board and has demonstrated
independent views on a range of subjects. The Committee is
satisfied that the structure, size, mix of skills and operation
of the Board continue to be effective and relevant for the
Company.
ATTENDANCE AT BOARD AND COMMITTEE
MEETINGS
The table below sets out the number of scheduled Directors’
meetings held during the year and the number of meetings
attended by each Director. There were additional ad hoc
Board and Committee meetings held during the year to deal
with administrative matters, investment performance, board
succession, market updates and document approval.
During the year in review, the individual Directors attended
100% of possible meetings of the Board and Committees.
Board
Audit
Committee
Management
Engagement
Committee
Nomination
Committee
Number of meetings
(total possible/individual attendance)
5 3 2 2
Elisabeth Stheeman 5 3 2 2
Steve Baldwin 5 3 2 2
Patrick Edwardson 5 3 2 2
Aidan Lisser 5 3 2 2
Annabel Tagoe-Bannerman 5 3 2 2
THE EDINBURGH INVESTMENT TRUST PLC GOVERNANCE 49
DIRECTORS’ REPORT / CONTINUED
DIRECTORS
Directors’ Interests in Shares
The Directors’ interests in the ordinary share capital of the
Company are disclosed in the Directors’ Remuneration
Report on page 57.
Disclosable Interests
No Director was a party to, or had any interests in, any
contract or arrangement with the Company at any time
during the year or at the year end.
Directors’ Indemnities and Insurance
The Company maintains Directors’ and Officers’ liability
insurance which provides appropriate cover for any legal action
brought against its Directors. In addition, individual deeds of
indemnity have been executed on behalf of the Company
for each of the Directors under the Company’s Articles of
Association. Subject to the provisions of UK legislation, these
deeds provide that the Directors may be indemnified out of
the assets of the Company in respect of liabilities they may
sustain or incur in connection with their appointment.
CONFLICTS OF INTEREST
A Director must avoid a situation where he or she has, or can
have, a direct or indirect interest that conflicts, or has the
potential to conflict with the Company’s interests. The Articles
of Association of the Company give the Directors authority to
authorise potential conflicts of interest and there are safeguards
which apply when Directors decide whether to do so. First, only
Directors who have no interest in the matter being considered
are able to take the relevant decision, and second, in taking the
decision the Directors must act in a way they consider, in good
faith, will be most likely to promote the Company’s success.
The Directors can impose limits or conditions when giving
authorisation if they think this is appropriate.
The Directors have declared any potential conflicts of interest
to the Company. The register of potential conflicts of interests
is kept at the registered office of the Company. It is reviewed
regularly by the Board and Directors know to advise the
Company Secretary as soon as they become aware of any
potential conflicts of interest.
STREAMLINED ENERGY & CARBON REPORTING
‘SECR’
The Company’s disclosure with respect to SECR reporting is
given in the Strategic Report on page 37.
PROPOSED DIVIDENDS
The Directors propose payment of a final dividend to
shareholders, the details of this are given on page 23 of the
Strategic Report.
INTERNAL CONTROLS AND RISK MANAGEMENT
The AIC Code requires the Board to oversee the effectiveness
of the Company’s system of internal controls. The Board
assumes its ultimate responsibility for the Company’s system
of internal controls and for monitoring its effectiveness.
The Company’s system of internal controls is designed to
manage rather than eliminate risk of failure to achieve the
Company’s investment objective and/or adhere to the
Company’s investment policy and/or investment limits.
This system can therefore provide only reasonable and not
absolute assurance against material misstatement or loss.
The Board has undertaken a review of the aspects covered by
the guidance and has identified risk management controls in
the key areas of business objectives, accounting, compliance,
operations and secretarial as being matters of particular
importance upon which it requires reports.
The Board believes that the existing arrangements, set out
below, represent an appropriate framework to meet the
internal control requirements. By these procedures the
Directors have kept under review the effectiveness of the
internal control system throughout the year and up to the
date of this report.
The Company’s internal controls and risk management
systems have been reviewed with the Manager against risk
parameters approved by the Board. The Board reviews a
risk control summary at its quarterly Board meetings and
an annual formal review of the risk procedures and controls
in place at the Manager and other key service providers is
performed. The Company is working towards compliance
with Provision 34 of the AIC Code (relating to an explicit
declaration on the effectiveness of material internal controls),
with more information given on page 45.
The Audit Committee reviews and makes recommendations
to the Board, at least annually, the effectiveness of the
Company’s system of internal controls, including financial,
operational and compliance and risk management systems.
The Board confirms that necessary actions would be taken to
remedy any significant failings or weaknesses identified from
their review and that no significant failings or weaknesses
occurred throughout the year ended 31 March 2026 and up
to the date of this annual financial report.
The Board reviews financial reports and performance against
forecasts, relevant stock market criteria and the Company’s
peer group. In addition, the Manager and custodian maintain
their own systems of internal controls and risk management
and the Board and Audit Committee receive regular reports
from the Compliance Department of the Manager. Formal
reports are also produced annually on the internal controls
and procedures in place for the operation of secretarial,
administrative, custodial, investment management and
accounting activities.
50 GOVERNANCE THE EDINBURGH INVESTMENT TRUST PLC
GOING CONCERN
The financial statements have been prepared on a going
concern basis. The Directors consider this is the appropriate
basis as they have a reasonable expectation that the
Company has adequate resources to continue in operational
existence for the foreseeable future, being taken as at least
twelve months after the signing of the balance sheet, for
the same reasons as set out in the Viability Statement on
page 32. In considering this, the Directors took into account
both ongoing expenses and any obligations under the
Company’s borrowing (Unsecured Senior Loan Notes). In
reaching this conclusion, the Directors have considered the
liquidity of the Company’s portfolio of investments as well
as its cash position, income and expense flows. As at 31
March 2026, the Company held £1.1m (2025: £7.2m) in cash
and cash equivalents and £1,167.5m (2024: £1,230.9m) in
quoted investments. The Company’s audited net assets as at
31March 2026 were £1,059.4m (2024: £1,125.9m).
In anticipation of potential market volatility, the Manager
has performed stress tests on the Company’s portfolio of
investments under various scenarios (for example, a jump
up in interest rates, and a crash in technology stocks).
Separately, the Board remains comfortable with the liquidity
of the portfolio. It is estimated that some 99% by value of the
quoted investments held at the year-end could be realised in
thirty working days under normal market conditions.
The Board also considered the Company’s obligations
with respect to the Company’s borrowing. The Company
has issued £120m of Unsecured Senior Loan Notes with a
weighted average cost of 2.44% of which £20m was drawn
in October 2021 and £100m in September 2022. These notes,
which are long-term in nature, do not require repayment
until 2037, 2047, 2051 and 2057 as detailed in Note 12.
A requirement of this borrowing is that the Net Assets of
the Company must remain not less than £300m. The Board,
which routinely monitors borrowing restrictions, does not
anticipate difficulties in meeting this. The Company has no
other borrowing.
The total ongoing charges (excluding taxation, non-recurring
legal and professional fees and finance costs) for the year
ended 31 March 2026 were £6.0 million (2025: £5.9 million)
or 0.52% of Net Assets (2025: 0.51%).
THE MANAGER
The Alternative Investment Fund Manager is Liontrust
Fund Partners LLP, with responsibility for the day-to-day
investment management activities of the Company
delegated to Liontrust Investment Partners LLP. Liontrust
Fund Partners LLP was appointed the Manager on 1 April
2022, following completion of the acquisition of Majedie by
Liontrust Asset Management Plc.
Investment Management Agreement (“IMA”)
The Manager provides investment and administration services
to the Company under an investment management agreement
dated 21 May 2024, which replaced the original agreement
dated 3 March 2020. The agreement is terminable by either
party by giving not less than three months’ notice in writing.
From 1 April 2024, the monthly management fee has been
calculated on 0.03750% per month on the first £500 million,
falling to 0.03333% on the next £500 million and 0.02917% on
the remainder of the market capitalisation of the Company’s
ordinary shares at each month end and paid monthly in arrears
(equivalent to an annualised fee of 0.45% on the first £500m,
0.40% on the next £500m and 0.35% on the remainder).
There is no performance fee.
Assessment of the Manager
The Management Engagement Committee has carried out a
review of the Manager and following recommendation from
the Committee, the Board considers that the continuing
appointment of Liontrust Fund Partners LLP as Manager is in
the best interests of the Company and its shareholders.
COMPANY SECRETARY
NSM Funds (UK) Limited were appointed as the Company
Secretary of the Company on 1 March 2024.
The Board has continuous direct access to the advice and
services of the corporate Company Secretary, who are
responsible for ensuring that the Board and Committee
procedures are followed, and that applicable rules and
regulations are complied with. The Company Secretary
provides full company secretarial services to the Company,
ensuring that the Company complies with all legal, regulatory
and corporate governance requirements and officiating at
Board meetings and shareholders’ meetings. The Company
Secretary is also responsible to the Board for ensuring timely
delivery of information and reports and that the statutory
obligations of the Company are met. Finally, the Company
Secretary is responsible for advising the Board through the
Chair on all governance matters.
THE EDINBURGH INVESTMENT TRUST PLC GOVERNANCE 51
SHARE CAPITAL
Capital Structure
At the year end, the Company’s allotted and fully paid share
capital consisted of 195,666,734 ordinary shares of 25p each,
of which 64,013,709 shares were held in treasury. To enable
the Board to take action to deal with any significant overhang
or shortage of shares in the market, it seeks approval from
shareholders every year to buy back and sell shares. No shares
were issued in the year. During the year 12,668,000 ordinary
shares were repurchased for holding in treasury at an average
price of 806.60p per share (including costs). Since the year
end up until 19 May 2026, being the latest practicable date
before the printing of this report, 2,827,500 ordinary shares
have been bought back for holding in treasury.
SUBSTANTIAL HOLDINGS IN THE COMPANY
As at 31 March 2026, in accordance with the FCA’s Disclosure
Guidance and Transparency Rule 5, the Company was aware
of the following substantial interests in the voting rights of
the Company:
Shares
% of Voting
rights
Rathbones Investment
Management
12,029,783 9.13
Charles Stanley 5,692,091 4.32
City of London 4,819,745 3.66
Evelyn Partners 4,258,331 3.23
RESTRICTIONS
There are no restrictions concerning the transfer of securities
in the Company, no special rights with regard to control
attached to securities, no agreements between holders of
securities regarding their transfer known to the Company,
no restrictions on the distribution of dividends and the
repayment of capital, and no agreements to which the
Company is party that might affect its control following a
successful takeover bid.
Voting
At a general meeting of the Company, every shareholder has
one vote on a show of hands and, on a poll, one vote for each
share held. The notice of general meeting specifies deadlines
for exercising voting rights either by proxy or present in
person in relation to resolutions to be passed at a general
meeting.
Repurchase Powers
The Board’s current powers to repurchase shares and
proposals for their renewal are disclosed on pages 52 and 53.
DISCLOSURES REQUIRED BY UKLA LISTING
RULE9.8.4
The above rule requires listed companies to report certain
information in a single identifiable section of their annual
financial reports. None of the prescribed information is
applicable to the Company for the year under review.
INDIVIDUAL SAVINGS ACCOUNT (ISA)
The ordinary shares of the Company are qualifying
investments under applicable ISA regulations.
BUSINESS OF THE ANNUAL GENERAL MEETING
(AGM)
The following summarises the business of the forthcoming
AGM of the Company, which is to be held on 21 July 2026
at 11:00 a.m. The notice of the AGM and related notes are
included on pages 84 to 87. All resolutions are ordinary
resolutions unless otherwise identified.
Resolution 1 is for members to receive and consider this
Annual Financial Report (“AFR”), including the financial
statements and auditor’s report.
Resolution 2 is for members to approve the Annual Statement
and Report on Remuneration for the year ended 31 March
2026.
Resolution 3 is to declare a final dividend for the year.
Resolution 4 is to declare four interim dividends for the year
ending 31 March 2027.
Resolutions 5 to 9 are to re-elect the Directors. Biographies
of the Directors can be found on pages 39 and 40.
All Directors will stand for re-election by shareholders
at the AGM. The Board has determined that each of the
Directors is independent, continues to perform effectively
and demonstrates commitment to their role. Their balance
of knowledge and skills combined with their diversity and
business experience makes a major contribution to the
functions of the Board and its Committees.
Elisabeth Stheeman has extensive executive and non-executive
experience in financial services, real estate and governance
that bring highly relevant and valuable skills to the Board.
Steven Baldwin is a Chartered Accountant and his experience
in a range of industries brings a breadth of experience to the
meetings. Patrick Edwardson has many years of investment
experience as a fund manager and deep knowledge of the
UK equity market and investment companies. Aidan Lisser
has extensive experience as an investment trust Chair and
non-executive director and was previously a member of the
Association of Investment Companies’ Marketing Committee.
Annabel Tagoe-Bannerman has considerable experience
in senior roles in commercial operations, law, governance
as well as in diversity, equity and inclusion within quoted
UK operating companies within the retail, leisure, food and
beverage sectors.
Resolutions 10 and 11 are to re-appoint PricewaterhouseCoopers
LLP as auditors and to authorise the Audit Committee to
determine their remuneration.
Special Business
Resolution 12: Authority to Allot Shares is an Ordinary
Resolution seeking renewal of the current authority for the
Directors to allot up to 10% of the issued ordinary share
DIRECTORS’ REPORT / CONTINUED
52 GOVERNANCE THE EDINBURGH INVESTMENT TRUST PLC
capital, this being 12,882,552 ordinary shares (representing
approximately 10% of the ordinary shares in issue as at the
last practicable date prior to the publication of the Notice,
excluding treasury shares).
Special Resolution 13: Authority to Allot Shares is a Special
Resolution which seeks renewal of the current authority to
allot equity securities pursuant to a rights issue or to issue
up to 10% of the issued ordinary share capital otherwise than
in connection with a rights issue, dis-applying pre-emption
rights. This will allow shares to be issued to new shareholders,
within the prescribed limits, without having to be offered to
existing shareholders first, thus broadening the shareholder
base of the Company. The Directors will not dilute the
interests of existing shareholders by using the authority to
issue shares at a price which is less than the Net Asset Value
(calculated with debt at fair value) of the existing shares in
issue at that time. These authorities will expire at the next
AGM of the Company or fifteen months after the passing of
the resolutions, whichever is the earlier.
Special Resolution 14: Authority to Buy Back Shares.
This resolution seeks to renew the Directors’ authority to
purchase up to 14.99% of the Company’s issued share capital
(excluding treasury shares), this being 19,310,946 ordinary
shares as at the last practicable date prior to the publication
of the Notice. The authority will expire at the Company’s next
AGM or 15 months following the passing of this resolution,
if earlier. The principal purpose of share buy-backs is to
enhance the net asset value for remaining shareholders and
purchases will only be made if they do so.
In accordance with the UK Listing Rules, the maximum price
which may be paid for a share must not be more than the
higher of:
(i) 5% above the average of the mid-market values of the
shares for the five business days before the purchase is
made; and
(ii) the higher of the price of the last independent trade in the
shares and the highest then current independent bid for
the shares on the London Stock Exchange. The minimum
price which may be paid will be 25p per share, this being
the nominal value of a share. In making purchases, the
Company will deal only with member firms of the London
Stock Exchange.
The Company will finance the purchase of ordinary shares by
using its existing cash balance or borrowing facilities or by
selling securities in the Company’s portfolio.
The Directors hold repurchased shares in treasury with a
view to possible resale.
Special Resolution 15: Notice Period for General Meetings.
The Shareholder Rights Directive increased the notice period
for general meetings of companies to 21 days unless certain
conditions are met in which case it may be 14 days’ notice.
A shareholders’ resolution is required to ensure that the
Company’s general meetings (other than Annual General
Meetings) may be held on 14 days’ notice. Accordingly,
Special Resolution 16 will propose that the period of notice
for general meetings of the Company (other than AGMs)
shall not be less than 14 days’ notice. It is intended that
this flexibility will be used only where the Board believes it
is in the best interests of shareholders as a whole, and an
explanation will be provided.
The Directors have carefully considered all the resolutions
proposed in the Notice of the AGM and, in their opinion,
consider them all to be in the best interests of shareholders
as a whole. The Directors therefore recommend that
shareholders vote in favour of each resolution as they intend
to do in respect of their own beneficial holdings.
By order of the Board
NSM FUNDS (UK) LIMITED
COMPANY SECRETARY / 20 MAY 2026
THE EDINBURGH INVESTMENT TRUST PLC GOVERNANCE 53
Statement of Directors’ Responsibilities
IN RESPECT OF THE PREPARATION OF THE ANNUAL FINANCIAL REPORT
The Directors are responsible for preparing the annual
financial report and financial statements in accordance with
applicable law and regulations.
Company law requires the directors to prepare financial
statements for each financial year. Under that law the directors
have prepared the financial statements in accordance with
United Kingdom Generally Accepted Accounting Practice
(United Kingdom Accounting Standards, comprising FRS 102
“The Financial Reporting Standard applicable in the UK and
Republic of Ireland”, and applicable law).
Under company law the Directors must not approve the
financial statements unless they are satisfied that they give a
true and fair view of the state of affairs of the Company and
of its profit or loss for that period.
In preparing these financial statements, the Directors are
required to:
• select suitable accounting policies and then apply them
consistently;
• make judgements and accounting estimates that are
reasonable and prudent;
• state whether applicable United Kingdom Accounting
Standards, comprising FRS 102 have been followed, subject
to any material departures disclosed and explained in the
financial statements; and
• prepare the financial statements on a going concern basis
unless it is inappropriate to presume that the Company will
continue in business.
The Directors are responsible for keeping adequate
accounting records that are sufficient to show and explain
the Company’s transactions and disclose with reasonable
accuracy at any time the financial position of the Company
and enable them to ensure that its financial statements
comply with the Companies Act 2006.
They are responsible for such internal controls as they
determine are necessary to enable the preparation of
financial statements that are free from material misstatement,
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 prevent and
detect fraud and other irregularities.
Under applicable law and regulations, the Directors are
also responsible for preparing a Strategic Report, Directors’
Report, Directors’ Remuneration Report and Corporate
Governance Statement that complies with that law and those
regulations.
The Directors are responsible for the maintenance and
integrity of the corporate and financial information included
on the Company’s website, which is maintained by the
Company’s Manager. Legislation in the UK governing the
preparation and dissemination of financial statements may
differ from legislation in other jurisdictions.
RESPONSIBILITY STATEMENT OF THE DIRECTORS
IN RESPECT OF THE ANNUAL FINANCIAL REPORT
Each of the Directors, whose names and functions are listed in
pages 39 and 40 confirm that, to the best of their knowledge:
• the financial statements, prepared in accordance with
United Kingdom Accounting Standards, comprising FRS
102, give a true and fair view of the assets, liabilities,
financial position and return of the Company; and
• the Strategic Report includes a fair review of the
development and performance of the business and the
position of the Company, together with a description of
the principal risks and uncertainties that it faces.
We consider the annual financial report, taken as a whole,
is fair, balanced and understandable and provides the
information necessary for shareholders to assess the
Company’s position and performance, business model and
strategy.
In the case of each Director in office at the date the Directors’
report is approved:
• so far as the Director is aware, there is no relevant audit
information of which the Company’s Auditors are unaware;
and
• they have taken all the steps that they ought to have
taken as a Director in order to make themselves aware of
any relevant audit information and to establish that the
Company’s Auditors are aware of that information.
Signed on behalf of the Board of Directors
ELISABETH STHEEMAN
CHAIR
20 May 2026
54 GOVERNANCE THE EDINBURGH INVESTMENT TRUST PLC
Directors’ Remuneration Report
FOR THE YEAR ENDED 31 MARCH 2026
This report has been prepared under the requirements of The Large and Medium-sized Companies and Groups (Accounts and
Reports) (Amendment) Regulations 2013.
The Company’s auditors are required to audit certain of the disclosures provided in this Report. Where disclosures have been
audited, they are indicated in this Report. The independent auditor’s opinion is included on pages 59 to 64.
REMUNERATION RESPONSIBILITIES
The Board has resolved that a remuneration committee is not appropriate for a company of this size and nature. Remuneration
is therefore regarded as part of the Board’s responsibilities to be addressed regularly. All Directors are non-executive and they
all participate in meetings of the Board at which Directors’ remuneration is considered.
ANNUAL STATEMENT ON DIRECTORS’ REMUNERATION
For the year ended 31 March 2026, fees paid to the Directors per annum were:
Role
Current fee
from
1 April
2025
Percentage
increase
during the
year
Chair £49,500 5.10%
Senior Independent Director £35,500 5.34%
Audit Committee Chair £39,500 5.33%
Director £32,500 6.56%
The Board carried out a review of Directors’ annual fees during the year with regard to the latest inflation rates, measured by
the increase in the Consumer Price Index, and taking into account peer group comparisons by sector and market capitalisation.
Following this review, it was agreed that annual fees would be increased by 3% (rounded up to the next £100), effective 1 April
2026. The Board believes that the level of increase and resulting fees appropriately reflects prevailing market rates for an
investment trust of the Company’s size, the increasing complexity of regulation and resulting time spent by the Directors on
Company matters, and will also enable the Company to attract appropriately experienced additional Directors in the future.
Due to the size and nature of the Company, it was not deemed necessary to use a remuneration consultant although the Board
did review independent peer group information on Directors’ fees and took this into account in its deliberations.
REMUNERATION FOR THE YEAR ENDED 31 MARCH 2026
THE COMPANY’S PERFORMANCE
The following graph plots, in annual increments, the net asset value total return and share price total return to ordinary
shareholders compared to the total return of the FTSE All-Share Index over the ten years to 31 March 2026. This index is the
benchmark adopted by the Company for comparison purposes.
Total Returns Over Ten Years
Rebased to 100 at 31 March 2026
Share price
Net Asset Value (debt at fair value) FTSE All-Share Index
202620252016 2017 2018 2019 2020 2021 2022 2023 2024
50
100
150
200
250
Source: LSEG Data & Analytics
THE EDINBURGH INVESTMENT TRUST PLC GOVERNANCE 55
SINGLE TOTAL FIGURE OF REMUNERATION FOR THE YEAR (AUDITED)
The single total figure of remuneration for each Director is detailed below, together with the prior year comparative:
Year ended 31 March 2026 Year ended 31 March 2025
Fees
£
Taxable
Benefits
(1)
£
Total
£
Fees
£
Taxable
Benefits
(1)
£
Total
£
Elisabeth Stheeman 49,500 2,286 51,786 47,100 562 47,662
Steve Baldwin 39,500 305 39,805 37,500 406 37,906
Patrick Edwardson 32,500 1,507 34,007 30,500 2,574 33,074
Aidan Lisser 35,500 615 36,115 33,700 320 34,020
Annabel Tagoe-Bannerman 32,500 636 33,136 30,500 592 31,092
Total 189,500 5,349 194,849 179,300 4,454 183,754
(1)
Taxable benefits relate to grossed up costs of travel.
In accordance with The Companies (Directors’ Remuneration Policy and Directors’ Remuneration Report) Regulations 2019,
this table has been included to show the annual percentage change over the preceding financial year by comparison to the
current financial year in respect of each Director. The Board will publish this annual percentage change cumulatively each
year going forward until there is an annual percentage change over the five financial years preceding the relevant financial
year in accordance with the new regulation. These fees exclude taxable benefits which could vary substantially as they reflect
expenses incurred whilst carrying out the Board’s duties.
The single total figure of remuneration for each Director is detailed below, with year on year changes since year ended
31 March 2023.
Non–executive directors
Fees
£
2026
Benefits
£
Fees
£
2025
Benefits
£
Fees
£
2024
Benefits
£
Fees
£
2023
Benefits
£
Elisabeth Stheeman
(Chair from 21 July 2022)
Total 49,500 2,286 47,100 562 47,100 1,448 40,063 901
% change 5% 75% –% (158)% 18% 60% 47% 295%
Steve Baldwin
Total 39,500 305 37,500 406 37,500 240 35,000 785
% change 5% (453)% –% (41)% 7% (69)% 10% –%
Patrick Edwardson
Total 32,500 (1,507) 30,500 2,574 30,500 1,039 28,500 1,620
% change 6% 71% –% 60% 7% (35)% 5% 32%
Aidan Lisser
(appointed 27 May 2022)
Total 35,500 615 33,700 320 32,867 740 24,140 741
% change 5% 48% 2% (131)% 36% 0% –% –%
Annabel Tagoe-
Bannerman (appointed
7February 2023)
Total 32,500 636 30,500 592 30,500 255 4,421 –
% change 6% 7% –% 57% 590% –% –% –%
Former Directors
Vicky Hastings
(retired 17 July 2023)
Total – – – – 9,493 – 31,500 465
% change –% –% –% –% (70)% –% 3% 45%
Glen Suarez
(retired 21July 2022)
Total – – – – – – 14,307 6,819
% change –% –% –% –% –% –% (67)% 40%
Total 189,500 5,349 179,300 4,454 187,960 3,722 177,931 11,331
Total % change 5% (7%) 5% 16% 5% (204)% (1)% 63%
DIRECTORS’ REMUNERATION REPORT / CONTINUED
56 GOVERNANCE THE EDINBURGH INVESTMENT TRUST PLC
DIRECTORS’ SHAREHOLDINGS AND SHARE INTERESTS (AUDITED)
Save as stated below, no Director had any interests, beneficial or otherwise, in the ordinary shares of the Company during
the year. No changes to these holdings have been notified since the year end. No connected person interests have been notified.
Directors hold shares in the Company at their discretion. Share ownership is encouraged, but no guidelines have been set.
The beneficial interests of the Directors in the ordinary share capital of the Company are set out below:
31 March
2026
Shares
held
31 March
2025
Shares
held
Elisabeth Stheeman 19,363 16,883
Steve Baldwin - -
Patrick Edwardson
1
60,000 60,000
Aidan Lisser 6,180 6,180
Annabel Tagoe-Bannerman 2,047 2,047
1
Patrick Edwardson’s holding includes 13,000 shares which are being held by a connected person.
RELATIVE IMPORTANCE OF SPEND ON PAY
The following table compares the remuneration paid to the non-executive Directors with aggregate distributions to shareholders
in respect of the year to 31 March 2026 and the prior year:
2026
£’000
2025
£’000
Change
£’000
Aggregate Directors’ Remuneration 172* 182* 10,000
Aggregate Shareholder Distributions 42,986 41,810 1,176
* This is different from the remuneration table on page 56 by £18,000 (2025: £4,000) due to (under)/over accruals brought forward.
VOTING AT LAST ANNUAL GENERAL MEETING
At the Annual General Meeting of the Company held on 22 July 2025, a resolution approving the Chair’s Annual Statement and
Report on Remuneration was passed, along with the Remuneration Policy. The votes cast (including votes cast at the Chair’s
discretion) were as follows.
Number of
Votes
For Voting %
Voting
against %
Number of
Votes
Withheld
Annual Statement and Report on Remuneration 38,189,345 99.54 0.46% 182,236
Remuneration Policy for the year ended 31 March 2025 38,167,672 99.41 0.59% 155,123
APPROVAL
This Directors’ Remuneration Report was approved by the Board of Directors on 20 May 2026.
ELISABETH STHEEMAN
CHAIR
20 May 2026
Signed on behalf of the Board of Directors
THE EDINBURGH INVESTMENT TRUST PLC GOVERNANCE 57
Financial review
58 FINANCIAL REVIEW THE EDINBURGH INVESTMENT TRUST PLC
Independent Auditors’ Report
TO THE MEMBERS OF THE EDINBURGH INVESTMENT TRUST PLC
REPORT ON THE AUDIT OF THE FINANCIAL
STATEMENTS
Opinion
In our opinion, The Edinburgh Investment Trust plc’s financial
statements:
• give a true and fair view of the state of the Company’s
affairs as at 31 March 2026 and of its returns and cash flows
for the year then ended;
• have been properly prepared in accordance with United
Kingdom Generally Accepted Accounting Practice (United
Kingdom Accounting Standards, including FRS 102 “The
Financial Reporting Standard applicable in the UK and
Republic of Ireland”, and applicable law); and
• have been prepared in accordance with the requirements
of the Companies Act 2006.
We have audited the financial statements, included within
the Annual Financial Report (the “Annual Report”), which
comprise:
• the Balance Sheet as at 31 March 2026;
• the Income Statement for the year then ended;
• the Statement of Changes in Equity for the year then
ended;
• the Statement of Cash Flows for the year then ended; and
• the notes to the financial statements, which include a
description of the significant accounting policies.
Our opinion is consistent with our reporting to the Audit
Committee.
BASIS FOR OPINION
We conducted our audit in accordance with International
Standards on Auditing (UK) (“ISAs (UK)”) and applicable law.
Our responsibilities under ISAs (UK) are further described
in the Auditors’ responsibilities for the audit of the financial
statements section of our report. We believe that the audit
evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
Independence
We remained independent of the Company in accordance
with the ethical requirements that are relevant to our audit
of the financial statements in the UK, which includes the
FRC’s Ethical Standard, as applicable to listed public interest
entities, and we have fulfilled our other ethical responsibilities
in accordance with these requirements.
To the best of our knowledge and belief, we declare that non-
audit services prohibited by the FRC’s Ethical Standard were
not provided.
We have provided no non-audit services to the Company in
the period under audit.
OUR AUDIT APPROACH
Context
The Edinburgh Investment Trust plc (the “Company”) is a
standalone Investment Trust Company and engages Liontrust
Fund Partners LLP (the “Manager”) to manage its assets.
Overview
Audit scope
• We conducted our audit of the financial statements
using information from The Bank of New York Mellon
(International) Limited (the “Administrator” and the
“Custodian”) and NSM Funds (UK) Limited (the “Company
Secretary”) to whom the Manager has, with the consent
of the Directors, delegated the provision of certain
administrative functions.
• We tailored the scope of our audit taking into account the
types of investments within the Company, the involvement
of the third parties referred to above, the accounting
processes and controls, and the industry in which the
Company operates.
• We obtained an understanding of the control environment
in place at both the Manager and the Administrator, and
adopted a fully substantive testing approach using reports
obtained from the Administrator.
Key audit matters
• Valuation and existence of investments.
• Accuracy, completeness and occurrence of income.
Materiality
• Overall materiality: £10,594,320 (2025: £11,256,940) based
on 1% of Net Assets.
• Performance materiality: £7,945,740 (2025: £8,442,705).
The scope of our audit
As part of designing our audit, we determined materiality
and assessed the risks of material misstatement in the
financial statements. In particular, we looked at where the
Directors made subjective judgements, for example in
respect of significant accounting estimates that involved
making assumptions and considering future events that are
inherently uncertain.
Key audit matters
Key audit matters are those matters that, in the auditors’
professional judgement, were of most significance in the audit
of the financial statements of the current period and include
the most significant assessed risks of material misstatement
(whether or not due to fraud) identified by the auditors,
including those which had the greatest effect on: the overall
audit strategy; the allocation of resources in the audit; and
directing the efforts of the engagement team. These matters,
and any comments we make on the results of our procedures
thereon, were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these
matters.
This is not a complete list of all risks identified by our audit.
The key audit matters below are consistent with last year.
THE EDINBURGH INVESTMENT TRUST PLC FINANCIAL REVIEW 59
Key audit matter How our audit addressed the key audit matter
Valuation and existence of investments
Refer to the Audit Committee Report, Accounting policies
(C (v)) and Notes to the Financial Statements (Note 9).
The investment portfolio as at 31 March 2026 comprised
quoted equity investments (level 1) valued at £1,168m
(2025: £1,231m).
We focused on the valuation and existence of listed
investments because investments represent the principal
element of the net asset value of the Company.
We tested the valuation of all of the quoted equity investments
as at 31 March 2026 by agreeing the valuation to independent
third-party sources; and
We tested the existence of all of the quoted equity investments
as at 31 March 2026 by agreeing investment holdings to an
independent custodian confirmation.
Accuracy, completeness and occurrence of income
Refer to the Report of the Audit Committee, Accounting
policies (F) and Notes to the Financial Statements
(Note2).
The Company has reported revenue of £41m (2025:
£41m).
During the year, the Company received special dividends
amounting to £1.7m. All special dividends were classified
as revenue (2025: £2.5m of which £1.8m was classified
as revenue).
We focused on the accuracy, completeness and
occurrence of investment income as incomplete or
inaccurate income could have a material impact on the
Company’s net asset value.
We also focused on the accounting policy for investment
income recognition and the presentation of investment
income in the Income Statement for compliance with
the requirements of The Association of Investment
Companies Statement of Recommended Practice (the
“AIC SORP”), as incorrect application could indicate a
misstatement in income recognition.
We assessed the accounting policy for income recognition for
compliance with accounting standards and the AIC SORP and
performed testing to check that income had been accounted
for in accordance with the stated accounting policy. We found
that the accounting policies implemented were in accordance
with accounting standards and the AIC SORP, and that income
from investments has been accounted for in accordance with
the stated accounting policy.
We tested accuracy of dividend receipts by agreeing the
dividend rates to independent market data.
To test for completeness, we verified that all dividends declared
in the market for each investment holding in the portfolio had
been accurately recorded.
We tested occurrence of dividends recorded in the year had
been declared in the market.
We also tested the allocation and presentation of dividend
income between the revenue and capital return columns of the
Income Statement in line with the requirements set out in the
AIC SORP by determining reasons behind dividend distributions.
For special dividends, we assessed the appropriateness of the
classification of special dividends as revenue or capital with
reference to publicly available information.
INDEPENDENT AUDITORS’ REPORT / CONTINUED
60 FINANCIAL REVIEW THE EDINBURGH INVESTMENT TRUST PLC
How we tailored the audit scope
We tailored the scope of our audit to ensure that we
performed enough work to be able to give an opinion on
the financial statements as a whole, taking into account the
structure of the Company, the accounting processes and
controls, and the industry in which it operates.
The Company’s accounting is delegated to the Administrator
who maintains the Company’s accounting records and who
has implemented controls over those accounting records.
We obtained our audit evidence from substantive tests.
However, as part of our risk assessment, we understood and
assessed the internal controls in place at both the Manager
and the Administrator to the extent relevant to our audit.
This assessment of the operating and accounting structure in
place at both organisations involved obtaining and analysing
the relevant controls reports issued by the independent
service auditor of the Manager and the Administrator in
accordance with generally accepted assurance standards
for such work. Following this assessment, we applied
professional judgement to determine the extent of testing
required over each balance in the financial statements.
The impact of climate risk on our audit
In conducting our audit, we made enquiries of the Directors
and the Portfolio Manager to understand the extent of the
potential impact of climate change risk on the Company’s
financial statements. The Directors and Portfolio Manager
concluded that the impact on the measurement and
disclosures within the financial statements is not material
because the majority of the Company’s investment portfolio
is made up of level 1 quoted securities which are valued at fair
value based on market prices. We found this to be consistent
with our understanding of the Company’s investment
activities. We also considered the consistency of the climate
change disclosures included in the Strategic Report and
Portfolio Manager’s Report with the financial statements and
our knowledge from our audit.
Materiality
The scope of our audit was influenced by our application
of materiality. We set certain quantitative thresholds for
materiality. These, together with qualitative considerations,
helped us to determine the scope of our audit and the
nature, timing and extent of our audit procedures on the
individual financial statement line items and disclosures and
in evaluating the effect of misstatements, both individually
and in aggregate on the financial statements as a whole.
Based on our professional judgement, we determined
materiality for the financial statements as a whole as follows:
Overall Company materiality
£10,594,320 (2025: £11,256,940).
How we determined it
1% of Net Assets.
Rationale for benchmark applied
We believe that net assets is the primary measure used
by the shareholders in assessing the performance of the
entity, and is a generally accepted auditing benchmark. This
benchmark provides an appropriate and consistent year on
year basis for our audit.
We use performance materiality to reduce to an appropriately
low level the probability that the aggregate of uncorrected
and undetected misstatements exceeds overall materiality.
Specifically, we use performance materiality in determining
the scope of our audit and the nature and extent of our
testing of account balances, classes of transactions and
disclosures, for example in determining sample sizes. Our
performance materiality was 75% (2025: 75%) of overall
materiality, amounting to £7,945,740 (2025: £8,442,705) for
the Company financial statements.
In determining the performance materiality, we considered
a number of factors - the history of misstatements, risk
assessment and aggregation risk and the effectiveness of
controls - and concluded that an amount at the upper end of
our normal range was appropriate.
We agreed with the Audit Committee that we would report
to them misstatements identified during our audit above
£529,716 (2025: £562,847) as well as misstatements below
that amount that, in our view, warranted reporting for
qualitative reasons.
CONCLUSIONS RELATING TO GOING CONCERN
Our evaluation of the Directors’ assessment of the Company’s
ability to continue to adopt the going concern basis of
accounting included:
• evaluating the Directors’ updated risk assessment and
considering whether it addressed relevant threats,
including rising inflation and the wider macroeconomic
uncertainty;
• evaluating the Directors’ assessment of potential
operational impacts, considering their consistency with
other available information and our understanding of the
business and assessed the potential impact on the financial
statements;
• reviewing the Directors’ assessment of the Company’s
financial position in the context of its ability to meet
future expected operating expenses, their assessment of
liquidity as well as their review of the operational resilience
of the Company and oversight of key third-party service
providers;
• assessing the premium/discount the Company’s share
price trades as compared to the net asset value per share;
and
• assessing the implication of significant reductions in NAV
as a result of severe but plausible downside scenario in
the market’s performance on the ongoing ability of the
Company to operate.
Based on the work we have performed, we have not identified
any material uncertainties relating to events or conditions
that, individually or collectively, may cast significant doubt
on the Company’s ability to continue as a going concern for
a period of at least twelve months from when the financial
statements are authorised for issue.
In auditing the financial statements, we have concluded that
the Directors’ use of the going concern basis of accounting
in the preparation of the financial statements is appropriate.
THE EDINBURGH INVESTMENT TRUST PLC FINANCIAL REVIEW 61
INDEPENDENT AUDITORS’ REPORT / CONTINUED
However, because not all future events or conditions can
be predicted, this conclusion is not a guarantee as to the
Company’s ability to continue as a going concern.
In relation to the Directors’ reporting on how they have
applied the UK Corporate Governance Code, we have
nothing material to add or draw attention to in relation to
the Directors’ statement in the financial statements about
whether the Directors considered it appropriate to adopt the
going concern basis of accounting.
Our responsibilities and the responsibilities of the Directors
with respect to going concern are described in the relevant
sections of this report.
REPORTING ON OTHER INFORMATION
The other information comprises all of the information in
the Annual Report other than the financial statements and
our auditors’ report thereon. The Directors are responsible
for the other information. Our opinion on the financial
statements does not cover the other information and,
accordingly, we do not express an audit opinion or, except to
the extent otherwise explicitly stated in this report, any form
of assurance thereon.
In connection with our audit of the financial statements,
our responsibility is to read the other information and,
in doing so, consider whether the other information is
materially inconsistent with the financial statements or our
knowledge obtained in the audit, or otherwise appears to
be materially misstated. If we identify an apparent material
inconsistency or material misstatement, we are required to
perform procedures to conclude whether there is a material
misstatement of the financial statements or a material
misstatement of the other information. If, based on the work
we have performed, we conclude that there is a material
misstatement of this other information, we are required to
report that fact. We have nothing to report based on these
responsibilities.
With respect to the Strategic report and Directors’ Report,
we also considered whether the disclosures required by the
UK Companies Act 2006 have been included.
Based on our work undertaken in the course of the audit,
the Companies Act 2006 requires us also to report certain
opinions and matters as described below.
Strategic report and Directors’ Report
In our opinion, based on the work undertaken in the course
of the audit, the information given in the Strategic report
and Directors’ Report for the year ended 31 March 2026
is consistent with the financial statements and has been
prepared in accordance with applicable legal requirements.
In light of the knowledge and understanding of the Company
and its environment obtained in the course of the audit, we
did not identify any material misstatements in the Strategic
report and Directors’ Report.
Directors’ Remuneration
In our opinion, the part of the Directors’ Remuneration Report
to be audited has been properly prepared in accordance with
the Companies Act 2006.
CORPORATE GOVERNANCE STATEMENT
The Listing Rules require us to review the Directors’
statements in relation to going concern, longer-term viability
and that part of the corporate governance statement relating
to the Company’s compliance with the provisions of the UK
Corporate Governance Code specified for our review. Our
additional responsibilities with respect to the corporate
governance statement as other information are described in
the Reporting on other information section of this report.
Based on the work undertaken as part of our audit, we
have concluded that each of the following elements of the
corporate governance statement is materially consistent with
the financial statements and our knowledge obtained during
the audit, and we have nothing material to add or draw
attention to in relation to:
• The Directors’ confirmation that they have carried out a
robust assessment of the emerging and principal risks;
• The disclosures in the Annual Report that describe those
principal risks, what procedures are in place to identify
emerging risks and an explanation of how these are being
managed or mitigated;
• The Directors’ statement in the financial statements about
whether they considered it appropriate to adopt the
going concern basis of accounting in preparing them, and
their identification of any material uncertainties to the
Company’s ability to continue to do so over a period of
at least twelve months from the date of approval of the
financial statements;
• The Directors’ explanation as to their assessment of the
Company’s prospects, the period this assessment covers
and why the period is appropriate; and
• The Directors’ statement as to whether they have a
reasonable expectation that the Company will be able
to continue in operation and meet its liabilities as they
fall due over the period of its assessment, including any
related disclosures drawing attention to any necessary
qualifications or assumptions.
Our review of the Directors’ statement regarding the longer-
term viability of the company was substantially less in
scope than an audit and only consisted of making inquiries
and considering the Directors’ process supporting their
statement; checking that the statement is in alignment with
the relevant provisions of the UK Corporate Governance Code;
and considering whether the statement is consistent with the
financial statements and our knowledge and understanding
of the Company and its environment obtained in the course
of the audit.
In addition, based on the work undertaken as part of our audit,
we have concluded that each of the following elements of
the corporate governance statement is materially consistent
with the financial statements and our knowledge obtained
during the audit:
• The Directors’ statement that they consider the
Annual Report, taken as a whole, is fair, balanced and
understandable, and provides the information necessary
for the members to assess the Company’s position,
performance, business model and strategy;
62 FINANCIAL REVIEW THE EDINBURGH INVESTMENT TRUST PLC
• The section of the Annual Report that describes the review
of effectiveness of risk management and internal control
systems; and
• The section of the Annual Report describing the work of
the Audit Committee.
We have nothing to report in respect of our responsibility
to report when the Directors’ statement relating to the
Company’s compliance with the Code does not properly
disclose a departure from a relevant provision of the Code
specified under the Listing Rules for review by the auditors.
RESPONSIBILITIES FOR THE FINANCIAL
STATEMENTS AND THE AUDIT
Responsibilities of the Directors for the financial
statements
As explained more fully in the Statement of Directors’
Responsibilities, the Directors are responsible for the
preparation of the financial statements in accordance with
the applicable framework and for being satisfied that they
give a true and fair view. The Directors are also responsible
for such internal control as they determine is necessary to
enable the preparation of financial statements that are free
from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are
responsible for assessing the Company’s ability to continue
as a going concern, disclosing, as applicable, matters related
to going concern and using the going concern basis of
accounting unless the Directors either intend to liquidate
the Company or to cease operations, or have no realistic
alternative but to do so.
Auditors’ responsibilities for the audit of the
financial statements
Our objectives are to obtain reasonable assurance about
whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error,
and to issue an auditors’ report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not
a guarantee that an audit conducted in accordance with
ISAs (UK) will always detect a material misstatement when
it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic
decisions of users taken on the basis of these financial
statements.
Irregularities, including fraud, are instances of non-
compliance with laws and regulations. We design procedures
in line with our responsibilities, outlined above, to detect
material misstatements in respect of irregularities, including
fraud. The extent to which our procedures are capable of
detecting irregularities, including fraud, is detailed below.
Based on our understanding of the Company and industry,
we identified that the principal risks of non-compliance with
laws and regulations related to breaches of Chapter 4 of Part
24 of the Corporation Tax Act 2010, and we considered the
extent to which non-compliance might have a material effect
on the financial statements. We also considered those laws
and regulations that have a direct impact on the financial
statements such as the requirements of the Companies
Act 2006. We evaluated management’s incentives and
opportunities for fraudulent manipulation of the financial
statements (including the risk of override of controls), and
determined that the principal risks were related to posting
inappropriate journal entries to increase revenue (investment
income and capital gains) or to increase net asset value. Audit
procedures performed by the engagement team included:
• Enquiries with management, including consideration of
known or suspected instances of non-compliance with
laws and regulations and fraud;
• Understanding the controls implemented by Liontrust Fund
Partners LLP (the “Manager”) and The Bank of New York
Mellon (International) Limited (the “Administrator” and
“Custodian”) designed to prevent and detect irregularities;
• Assessment of the Company’s compliance with the
requirements of Chapter 4 of Part 24 of the Corporation
Tax Act 2010,including recalculation of numerical aspects
of the eligibility conditions;
• Identifying and testing journal entries, in particular year
end journal entries posted by the Administrator during the
preparation of the financial statements;
• Reviewing relevant meeting minutes, including those of
the Audit Committee; and
• Designing audit procedures to incorporate unpredictability
around the nature, timing or extent of our testing.
There are inherent limitations in the audit procedures
described above. We are less likely to become aware of
instances of non-compliance with laws and regulations that
are not closely related to events and transactions reflected
in the financial statements. Also, the risk of not detecting a
material misstatement due to fraud is higher than the risk
of not detecting one resulting from error, as fraud may
involve deliberate concealment by, for example, forgery or
intentional misrepresentations, or through collusion.
Our audit testing might include testing complete populations
of certain transactions and balances, possibly using data
auditing techniques. However, it typically involves selecting
a limited number of items for testing, rather than testing
complete populations. We will often seek to target particular
items for testing based on their size or risk characteristics. In
other cases, we will use audit sampling to enable us to draw
a conclusion about the population from which the sample is
selected.
A further description of our responsibilities for the audit of
the financial statements is located on the FRC’s website at:
www.frc.org.uk/auditorsresponsibilities. This description
forms part of our auditors’ report.
THE EDINBURGH INVESTMENT TRUST PLC FINANCIAL REVIEW 63
Use of this report
This report, including the opinions, has been prepared for and
only for the Company’s members as a body in accordance
with Chapter 3 of Part 16 of the Companies Act 2006 and
for no other purpose. We do not, in giving these opinions,
accept or assume responsibility for any other purpose or to
any other person to whom this report is shown or into whose
hands it may come save where expressly agreed by our prior
consent in writing.
OTHER REQUIRED REPORTING
Companies Act 2006 exception reporting
Under the Companies Act 2006 we are required to report to
you if, in our opinion:
• we have not obtained all the information and explanations
we require for our audit; or
• adequate accounting records have not been kept by the
Company, or returns adequate for our audit have not been
received from branches not visited by us; or
• certain disclosures of Directors’ remuneration specified by
law are not made; or
• the financial statements and the part of the Directors’
Remuneration Report to be audited are not in agreement
with the accounting records and returns.
We have no exceptions to report arising from this
responsibility.
Appointment
We were first appointed by the Company for the financial
year ended 31 March 2020. Our uninterrupted engagement
covers 7 financial years.
LAUREN COOPER (SENIOR STATUTORY AUDITOR)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
London
20 May 2026
INDEPENDENT AUDITORS’ REPORT / CONTINUED
64 FINANCIAL REVIEW THE EDINBURGH INVESTMENT TRUST PLC
Income Statement
FOR THE YEAR ENDED 31 MARCH
Notes
Revenue
£’000
2026
Capital
£’000
Total
£’000
Revenue
£’000
2025
Capital
£’000
Total
£’000
Gains on investments held at fair
value
9(b) – 46,346 46,346 – 53,697 53,697
(Losses)/gains on foreign
exchange
– (17) (17) – 22 22
Income 2 40,750 – 40,750 40,666 – 40,666
Investment management fee 3 (1,410) (3,291) (4,701) (1,385) (3,231) (4,616)
Other expenses 4 (1,242) (19) (1,261) (1,274) (19) (1,293)
Net return before finance costs
and taxation
38,098 43,019 81,117 38,007 50,469 88,476
Finance costs 5 (893) (2,052) (2,945) (884) (2,066) (2,950)
Return before taxation 37,205 40,967 78,172 37,123 48,403 85,526
Taxation 6 (28) – (28) (78) – (78)
Return after taxation for the
financial year
37,177 40,967 78,144 37,045 48,403 85,448
Return per ordinary share:
Basic and diluted 7 26.60p 29.31p 55.91p 25.02p 32.70p 57.72p
The total columns of this statement represent the Company’s profit and loss account. The supplementary revenue and capital
columns are both prepared in accordance with the Statement of Recommended Practice issued by the AIC. All items in the
above statement derive from continuing operations of the Company. No operations were acquired or discontinued in the year.
The accompanying notes are an integral part of these financial statements.
THE EDINBURGH INVESTMENT TRUST PLC FINANCIAL REVIEW 65
Statement of Changes in Equity
FOR THE YEAR ENDED 31 MARCH 2026
Notes
Share
Capital
£’000
Share
Premium
£’000
Capital
Redemption
Reserve
£’000
Capital
Reserve
1
£’000
Revenue
Reserve
1
£’000
Total
£’000
At 1 April 2024 48,917 10,394 24,676 1,004,498 46,562 1,135,047
Return on ordinary activities – – – 48,403 37,045 85,448
Dividends paid 8 – – – – (40,983) (40,983)
Shares bought back and held
intreasury
2
13 – – – (53,566) – (53,566)
At 31 March 2025 48,917 10,394 24,676 999,335 42,624 1,125,946
Return on ordinary activities – – – 40,967 37,177 78,144
Dividends paid 8 – – – – (42,477) (42,477)
Shares bought back and held
intreasury
2
13 – – – (102,181) – (102,181)
At 31 March 2026 48,917 10,394 24,676 938,121 37,324 1,059,432
1
The revenue reserve and certain amounts of the capital reserve are distributable by way of dividend.
2
Shares bought back and held in treasury includes transaction costs.
The accompanying notes are an integral part of these financial statements.
66 FINANCIAL REVIEW THE EDINBURGH INVESTMENT TRUST PLC
Balance Sheet
AT 31 MARCH
Notes
2026
£’000
2025
£’000
Non-current assets
Investments held at fair value through profit and loss 9(a) 1,167,549 1,230,888
Current assets
Debtors
10 12,705 8,518
Cash and cash equivalents 1,123 7,233
Total assets
1,181,377 1,246,639
Non-current liabilities
Unsecured Senior Loan Notes
12 (120,000) (120,000)
Current liabilities
Other payables
11 (1,945) (693)
Total assets less current liabilities 1,179,432 1,245,946
Total liabilities (121,945) (120,693)
Net assets
1,059,432 1,125,946
Equity
Called up share capital
13 48,917 48,917
Share premium account
14 10,394 10,394
Capital redemption reserve
14 24,676 24,676
Capital reserve
14 938,121 999,335
Revenue reserve
14 37,324 42,624
Total equity 1,059,432 1,125,946
Net asset value per ordinary share:
Basic and diluted - debt at par value
15 804.72p 780.17p
Basic and diluted- debt at fair value
15 846.04p 817.16p
The financial statements were approved and authorised for issue by the Board of Directors on 20 May 2026.
ELISABETH STHEEMAN
CHAIR
Signed on behalf of the Board of Directors
Company Number SC001836
The accompanying notes are an integral part of these financial statements.
THE EDINBURGH INVESTMENT TRUST PLC FINANCIAL REVIEW 67
2026
£’000
2025
£’000
Cash flow from operating activities
Net return before finance costs and taxation
81,117 88,476
Tax on overseas income
(28) (78)
Adjustments for:
Purchase of investments
(261,037) (559,942)
Sale of investments
368,227 593,166
Gains on investments held at fair value
(46,346) (53,697)
(Increase)/decrease in debtors
(1,692) 1,594
Decrease in creditors
(59) (3)
Net cash inflow from operating activities
140,182 69,516
Cash flow from financing activities
Interest paid on overdraft
(1) (7)
Interest paid on Unsecured Senior Loan Notes
(2,944) (2,943)
Shares bought back and held in treasury
(100,870) (54,664)
Dividends paid
(42,477) (40,983)
Net cash outflow from financing activities (146,292) (98,597)
Net decrease in cash and cash equivalents
(6,110) (29,081)
Cash and cash equivalents at start of the year
7,233 36,314
Cash and cash equivalents at the end of the year 1,123 7,233
Reconciliation of cash and cash equivalents to the Balance Sheet is as follows:
Cash held at custodian
1,037 1,068
Goldman Sachs Liquidity Reserve International Fund - Money Market Fund
86 6,165
Cash and cash equivalents 1,123 7,233
At 1 April
2025
£’000
Cash flow
£’000
Non-cash
movement
£’000
At 31 March
2026
£’000
Reconciliation of net debt:
Cash and cash equivalents 7,233 (6,110) – 1,123
Unsecured Senior Loan Notes (120,000) – – (120,000)
Total (112,767) (6,110) – (118,877)
At 1 April
2024
£’000
Cash flow
£’000
Non-cash
movement
£’000
At 31 March
2025
£’000
Reconciliation of net debt:
Cash and cash equivalents 36,314 (29,081) – 7,233
Unsecured Senior Loan Notes (120,000) – – (120,000)
Total (83,686) (29,081) – (112,767)
The accompanying notes are an integral part of these financial statements.
Statement of Cash Flows
FOR THE YEAR ENDED 31 MARCH
68 FINANCIAL REVIEW THE EDINBURGH INVESTMENT TRUST PLC
1. PRINCIPAL ACCOUNTING POLICIES
Accounting policies describe the Company’s approach to recognising and measuring transactions during the year and the
position of the Company at the year end.
The principal accounting policies adopted in the preparation of these financial statements are set out below. These policies
have been consistently applied during the year and the preceding year.
A. Basis of Preparation
Accounting Standards Applied
The financial statements have been prepared in accordance with the Companies Act 2006, applicable United Kingdom
Accounting Standards and applicable law (UK Generally Accepted Accounting Practice (UK GAAP)) including FRS 102 ‘The
Financial Reporting Standard applicable in the UK and Republic of Ireland’ and with the Statement of Recommended Practice
Financial Statements of Investment Trust Companies and Venture Capital Trusts, issued by the Association of Investment
Companies (SORP) in April 2021 (as amended in July 2022).
The financial statements are issued on a going concern basis. Details of the Directors’ assessment of the going concern status
of the Company, which considered the adequacy of the Company’s resources are given on page 51 of the annual report.
However, the Directors’ have elected to present a cash flow statement in the annual financial report to present additional
relevant information to readers of the financial statements.
Significant Accounting Estimates, Assumptions and Judgements
The preparation of the financial statements may require the use of estimates, assumptions and judgements which may affect
the reported amounts of assets and liabilities at the reporting date. While estimates are based on best judgement using
information and financial data available, the actual outcome may differ from these estimates. The Directors have applied their
judgement for the allocation of the investment management fee and finance costs between capital and revenue in the income
statement as set out in Note 1G and the treatment of special dividend income between capital and income, as set out in Note 1J.
The Directors do not believe that these judgements nor any accounting estimates, assumptions or judgements that have been
applied to the financial statements have a significant risk of causing material adjustment to the carrying amount of assets and
liabilities within the next financial year.
B. Foreign Currency and Segmental Reporting
(i) Functional and presentational currency
The financial statements are presented in sterling, which is the Company’s functional and presentational currency and the
currency in which the Company’s share capital and expenses, as well as its assets and liabilities, are denominated.
(ii) Transactions and balances
Transactions in foreign currency, whether of a revenue or capital nature, are translated to sterling at the rates of exchange ruling
on the dates of such transactions. Foreign currency assets and liabilities are translated to sterling at the rates of exchange
ruling at the balance sheet date. Any gains or losses, whether realised or unrealised, are taken to the capital reserve or to the
revenue account, depending on whether the gain or loss is of a capital or revenue nature. All gains and losses are recognised
in the income statement.
(iii) Segmental reporting
The Directors are of the opinion that the Company is engaged in a single segment of business of investing in equity and debt
securities, issued by companies quoted mainly on the UK or other recognised stock exchanges.
C. Financial Instruments
The Company has chosen to apply Section 11 and 12 of FRS102 in full in respect of the financial instruments.
(i) Recognition of financial assets and financial liabilities
The Company recognises financial assets and financial liabilities when the Company becomes a party to the contractual
provisions of the instrument. The Company will offset financial assets and financial liabilities if the Company has a legally
enforceable right to set off the recognised amounts and intends to settle on a net basis.
(ii) Derecognition of financial assets
The Company derecognises a financial asset when the contractual rights to the cash flows from the asset expire or it transfers
the right to receive the contractual cash flows on the financial asset in a transaction in which substantially all the risks and
rewards of ownership of the financial asset are transferred. Any interest in the transferred financial asset that is created or
retained by the Company is recognised as an asset.
(iii) Derecognition of financial liabilities
The Company derecognises financial liabilities when its obligations are discharged, cancelled or have expired.
(iv) Trade date accounting
Purchases and sales of financial assets are recognised on trade date, being the date on which the Company commits to
purchase or sell the assets.
Notes to the Financial Statements
THE EDINBURGH INVESTMENT TRUST PLC FINANCIAL REVIEW 69
NOTES TO THE FINANCIAL STATEMENTS / CONTINUED
(v) Classification and measurement of financial assets and financial liabilities
• Financial assets
The Company’s investments are classified as held at fair value through profit or loss.
Financial assets held at fair value through profit or loss are initially recognised as fair value, which is taken to be their
acquisition price, with transaction costs expensed in the income statement. These are subsequently valued at fair value.
Fair value for investments that are actively traded in organised financial markets is determined by reference to stock
exchange quoted bid prices at the balance sheet date. Fair value for investments that are actively traded but where
active stock exchange quoted bid prices are not available is determined by reference to a variety of valuation techniques
including broker quotes and price modelling. Unquoted, unlisted or illiquid investments are valued by the Directors at
fair value using a variety of valuation techniques including earnings multiples, recent transactions and other market
indicators, cash flows and net assets.
• Financial liabilities
Financial liabilities, including borrowings, are initially measured at transaction price, being the fair value. For liabilities
issued at a discount or with significant associated transaction costs, such discount and costs are subsequently measured
at amortised cost using the effective interest method.
D. Cash and Cash Equivalents
Cash and cash equivalents may comprise cash (including short term deposits which are readily convertible to a known amount
of cash and are subject to an insignificant risk of change in value) as well as cash equivalents, including money market funds.
Investments are regarded as cash equivalents if they meet all of the following criteria: short term in duration (typically three
months or less from the date of acquisition), highly liquid investments that are readily convertible to a known amount of cash,
are subject to an insignificant risk of change in value and provide a return no greater than the rate of a three-month high quality
government bond.
E. Hedging
Forward currency contracts entered into for hedging purposes are valued at the appropriate forward exchange rate ruling at
the balance sheet date. Profits or losses on the closure or revaluation of positions are recognised in the income statement and
taken to capital reserves.
F. Income
Interest income arising from fixed income securities and cash is recognised in the income statement using the effective
interest method. Dividend income arises from equity investments held and is recognised on the date investments are marked
‘ex-dividend’. Special dividends are looked at individually to ascertain the reason behind the payment. This will determine
whether they are treated as income or capital in the income statement.
Deposit interest and underwriting commission receivable are taken into account on an accruals basis.
G. Expenses and Finance Costs
Expenses are recognised on an accruals basis and finance costs are recognised using the effective interest method in the
income statement.
The investment management fee and finance costs are allocated 70% to capital and 30% to revenue. This is in accordance
with the Board’s expected long-term split of returns, in the form of capital gains and income respectively, from the portfolio.
Transaction costs are recognised as capital in the income statement. All other expenses are allocated to revenue in the income
statement.
H. Taxation
The liability to corporation tax is based on net revenue for the year, excluding non-taxable dividends. The tax charge is
allocated between the revenue and capital account on the marginal basis whereby revenue expenses are matched first against
taxable income in the revenue account.
Deferred taxation is recognised in respect of all timing differences that have originated but not reversed at the balance sheet
date where transactions or events that result in an obligation to pay more tax or a right to pay less tax in the future have
occurred. Timing differences are differences between the Company’s taxable profits and its results as stated in the financial
statements. Deferred taxation assets are recognised where, in the opinion of the Directors, it is more likely than not that these
amounts will be realised in future periods.
A deferred tax asset is only recognised in respect of surplus management expenses, losses on loan relationships and eligible
unrelieved foreign tax to the extent that it is probable that the Company will be able to recover them from future taxable
revenue.
70 FINANCIAL REVIEW THE EDINBURGH INVESTMENT TRUST PLC
I. Dividends payable
Dividends are not recognised in the financial statements unless there is an obligation to pay at the balance sheet date. Proposed
dividends are recognised in the year in which they are paid to shareholders.
J. Critical accounting estimates and judgements
No critical accounting judgements or estimates were made during the year.
K. Accounting for reserves
The share premium comprises the net proceeds received by the Company following the issue of shares, after deduction of the
nominal amount of 25 pence and any applicable issue costs. The capital redemption reserve maintains the equity share capital
of the Company and arose from the nominal value of any shares bought back and cancelled; both are non-distributable.
The capital reserve includes the investment holding gains/(losses), being the difference between cost and market value at the
balance sheet date. It also includes cumulative realised gains/(losses) and costs related to share buybacks. Capital investment
gains and losses are shown in note 9(b) and form part of the capital reserve.
The revenue reserve shows the net revenue retained after payment of any dividends. In accordance with the Articles of
Association, distributions by way of a dividend can be made from both the revenue reserve and capital reserve, to the extent
they are realised.
L. Shares repurchased and held in treasury
The cost of repurchasing ordinary shares (for cancellation or to hold in treasury) including the related stamp duty and
transaction cost is charged to the capital reserve and dealt with in the Statement of Changes in Equity. Share repurchase
transactions are accounted for on a trade date basis. Where shares are cancelled (or are subsequently cancelled having
previously been held in treasury), the nominal value of those shares is transferred out of Called up share capital and into the
Capital redemption reserve. Should shares held in treasury be reissued, the sales proceeds will be treated as a realised capital
profit up to the amount of the purchase price of those shares and will be transferred to capital reserves. The excess of the sales
proceeds over the purchase price will be transferred to Share premium.
2. INCOME
This note shows the income generated from the portfolio (investment assets) of the Company and income received from any
other source.
2026
£’000
2025
£’000
Income from investments:
UK dividends
37,936 34,929
UK special dividends
1,675 2,526
Overseas dividends
830 1,222
Interest from money market funds 308 1,980
40,749 40,657
Other income:
Deposit interest 1 9
1 9
Total income 40,750 40,666
No special dividends have been recognised in capital during the year (2025: £702,000).
THE EDINBURGH INVESTMENT TRUST PLC FINANCIAL REVIEW 71
NOTES TO THE FINANCIAL STATEMENTS / CONTINUED
3. INVESTMENT MANAGEMENT FEE
This note shows the fee due to the Manager. This is calculated and paid monthly.
2026 2025
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Investment management fee 1,410 3,291 4,701 1,385 3,231 4,616
Details of the investment management and secretarial agreement are disclosed in the Directors’ Report.
For the year ended 31 March 2026, investment management fees of £398,000 (2025: £374,000) were accrued.
4. OTHER EXPENSES
The other expenses
(i)
of the Company are presented below, those paid to the Directors and the auditors are separately identified.
2026 2025
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Other expenses 1,242 19 1,261 1,274 19 1,293
Other expenses include the following:
Directors’ remuneration
(ii)
172 – 172 182 – 182
Auditors’ fees
(iii)
:
– for audit of the Company’s annual financial
statements 55 – 55 53 – 53
The maximum Directors’ fees authorised by the Articles of Association are £250,000 per annum.
I. Other expenses include:
• £25,000 (2025: £14,000) of employer’s National Insurance payable on Directors’ remuneration. As at 31 March 2026,
the amounts outstanding on Directors’ remuneration and employer’s National Insurance was £nil (2025: £52,000); and
• custodian transaction charges of £19,000 (2025: £19,000). These are charged to capital.
II. There were five directors during the year and the Directors’ Remuneration Report provides further information on Directors’
fees.
III. Auditors’ fees include expenses but exclude VAT.
5. FINANCE COSTS
Finance costs arise on any borrowing facilities the Company has used. Borrowing facilities are the £120m notes (2025: £120m
notes). Please see Note 12 for additional details of the terms.
2026 2025
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Interest payable on borrowings repayable not
by instalment:
– Interest on overdraft facility
– 1 1 2 5 7
– Unsecured Senior Loan Notes repayable
after 5 years 893 2,051 2,944 882 2,061 2,943
893 2,052 2,945 884 2,066 2,950
72 FINANCIAL REVIEW THE EDINBURGH INVESTMENT TRUST PLC
6. TAXATION
As an investment trust the Company pays no tax on capital gains. As the Company invests principally in UK equities, it has little
overseas tax and the overseas tax charge is the result of withholding tax deducted at source. This note also clarifies the basis
for the Company having no deferred tax asset or liability.
(a) Tax charge
2026
£’000
2025
£’000
Overseas taxation 28 78
(b) Reconciliation of tax charge
2026
£’000
2025
£’000
Return before taxation
78,172 85,526
Theoretical tax at the current UK Corporation Tax rate of 25% (2025: 25%) 19,543 21,382
Effects of:
– Non-taxable UK dividends
(9,443) (8,439)
– Non-taxable UK special dividends
(419) (632)
– Non-taxable overseas dividends
(184) (310)
– Non-taxable gains on investments
(11,586) (13,424)
– Non-taxable losses/(gains) on foreign exchange
4 (6)
– Excess of allowable expenses over taxable income
2,080 1,424
– Disallowable expenses
5 5
– Overseas taxation 28 78
Tax charge for the year 28 78
(c) Deferred tax
Owing to the Company’s status as an investment company, and the Directors’ intention that it continues to meet the conditions
required to maintain that approval in the foreseeable future, no deferred tax has been provided on any capital gains and losses
arising on the revaluation or disposal of investments.
(d) Factors that may affect future tax changes
The Company has cumulative excess management expenses of £524,667,000 (2025: £516,349,000) that are available to offset
future taxable revenue.
A deferred tax asset of £131,167,000 (2025: £129,087,000) at 25% (2025: 25%) has not been recognised in respect of these
expenses since the Directors believe that there will be no taxable profits in the future against which the deferred tax assets
can be offset.
7. RETURN PER ORDINARY SHARE
Return per share is the amount of gain generated for the financial year divided by the weighted average number of ordinary
shares in issue.
The basic revenue, capital and total return per ordinary share is based on each of the returns/loss after taxation and on
139,777,121 (2025: 148,041,467) ordinary shares, being the weighted average number of ordinary shares in issue throughout the
year.
THE EDINBURGH INVESTMENT TRUST PLC FINANCIAL REVIEW 73
NOTES TO THE FINANCIAL STATEMENTS / CONTINUED
8. DIVIDENDS ON ORDINARY SHARES
Dividends represent the distribution of income to shareholders. The Company pays four dividends a year – three interim and
one final dividend.
2026 2025
pence £’000 pence £’000
Dividends paid and recognised in the year:
– third interim paid in respect of previous year
7.50 10,822 6.90 10,429
– final paid in respect of previous year
7.50 10,787 6.90 10,390
– first interim paid
7.60 10,553 6.90 10,153
– second interim paid 7.60 10,315 6.90 10,011
30.20 42,477 27.60 40,983
2026 2025
pence £’000 pence £’000
Dividends payable in respect of the year:
– first interim
7.60 10,553 6.90 10,153
– second interim
7.60 10,315 6.90 10,011
– third interim
8.40 11,059 7.50 10,823
– proposed final 8.40 11,059 7.50 10,823
32.00 42,986 28.80 41,810
9. INVESTMENTS HELD AT FAIR VALUE
The portfolio comprises investments which are principally listed on a regulated stock exchange or traded on AIM. A very small
proportion of investments are valued by the Directors as they are unlisted.
Gains or losses are either:
– realised, usually arising when investments are sold; or
– unrealised, being the difference from cost on those investments still held at the year end.
(a) Analysis of investments by listing status
2026
£’000
2025
£’000
Investments listed on a recognised investment exchange 1,167,549 1,230,888
74 FINANCIAL REVIEW THE EDINBURGH INVESTMENT TRUST PLC
(b) Analysis of investment gains:
2026
£’000
2025
£’000
Opening book cost
1,097,403 976,923
Opening investment holding gains
133,485 229,640
Opening fair value
1,230,888 1,206,563
Movements in year:
Purchases at cost
261,037 554,028
Sales – proceeds
(370,722) (583,400)
Gains on investments in the year
46,346 53,697
Closing fair value 1,167,549 1,230,888
Closing book cost
1,075,319 1,097,403
Closing investment holding gains
92,230 133,485
Closing fair value
1,167,549 1,230,888
The Company received £370,722,000 (2025: £583,400,000) from investments sold in the year. The book cost of these
investments when they were purchased was £283,121,000 (2025: £433,548,000) realising a gain of £87,601,000 (2025:
£149,852,000). These investments have been revalued over time and until they were sold any unrealised profits/losses were
included in the fair value of the Investments.
The transaction costs included in gains on investments amount to £1,378,000 (2025: £2,748,000) on purchases and £174,000
(2025: £272,000) for sales.
10. DEBTORS
Debtors are amounts which are due to the Company, such as monies due from brokers for investments sold and income which
has been earned (accrued) but not yet received.
2026
£’000
2025
£’000
Amounts due from brokers
2,495 –
Overseas withholding tax recoverable
1,666 1,409
Income tax recoverable
235 56
Prepayments and accrued income 8,309 7,053
12,705 8,518
11. OTHER PAYABLES
Creditors are amounts which must be paid by the Company and are split between those payable within 12 months of the
balance sheet date and those payable after that time. The main creditors have historically been the long-term debt and bank
borrowings. The other creditors include any amounts due to brokers for the purchase of investments, amounts owing on share
buybacks awaiting settlement or amounts owed to suppliers (accruals) such as the Manager and auditors.
2026
£’000
2025
£’000
Share buybacks awaiting settlement
1,311 –
Accruals and deferred income 634 693
1,945 693
THE EDINBURGH INVESTMENT TRUST PLC FINANCIAL REVIEW 75
NOTES TO THE FINANCIAL STATEMENTS / CONTINUED
12. UNSECURED SENIOR LOAN NOTES
These creditors are amounts that must be paid, as shown by note 11, but are due more than one year after the balance sheet
date.
2026
£’000
2025
£’000
Unsecured Senior Loan Notes – 2.26% interest rate, maturity 30 September 2037 35,000 35,000
Unsecured Senior Loan Notes – 2.49% interest rate, maturity 30 September 2047 35,000 35,000
Unsecured Senior Loan Notes – 2.53% interest rate, maturity 30 September 2051 20,000 20,000
Unsecured Senior Loan Notes – 2.53% interest rate, maturity 30 September 2057 30,000 30,000
120,000 120,000
The Unsecured Senior Loan Notes comprise four separate notes. As shown above, each has a fixed interest rate and contracted
maturity date when the par value must be repaid. Interest is payable on a semi-annual basis, with equal amounts payable on
each of 31 March and 30 September each year. These notes require the net tangible assets of the Company to remain not less
than £300m and net borrowings to remain less than 35% of net assets. This requirement was met throughout the year.
13. CALLED UP SHARE CAPITAL
Share capital represents the total number of shares in issue, including treasury shares.
2026
£’000
2025
£’000
Share capital:
Ordinary shares of 25 pence each
32,914 36,080
Treasury shares of 25 pence each 16,003 12,837
48,917 48,917
2026 2025
Number of ordinary shares in issue:
Brought forward
144,321,025 151,491,525
Shares bought back and held in treasury (12,668,000) (7,170,500)
Carried forward 131,653,025 144,321,025
Number of shares held in treasury:
Brought forward 51,345,709 44,175,209
Shares bought back into treasury 12,668,000 7,170,500
Carried forward 64,013,709 51,345,709
Total ordinary shares 195,666,734 195,666,734
During the year the Company bought back into treasury 12,668,000 (2025: 7,170,500) ordinary shares at an average price of
806.60p (2025: 747.03p) (including costs).
Since the year end to 19 May 2026 (being the last practicable day prior to the publication of this report), 2,827,500 shares
have been bought back into treasury. Note 1L explains the policy on the transaction costs related to the shares repurchased
and held in treasury.
The Directors’ Report sets out the Company’s share capital structure, restrictions and voting rights.
76 FINANCIAL REVIEW THE EDINBURGH INVESTMENT TRUST PLC
14. RESERVES
This note explains the different reserves attributable to shareholders. The aggregate of the reserves and share capital (see
previous note) make up total shareholders’ funds.
The share premium comprises the net proceeds received by the Company following the issue of shares, after deduction of the
nominal amount of 25 pence and any applicable issue costs. The capital redemption reserve maintains the equity share capital
of the Company and arose from the nominal value of any shares bought back and cancelled; both are non-distributable.
The capital reserve includes the investment holding gains/(losses), being the difference between cost and market value at the
balance sheet date. It also includes cumulative realised gains/(losses) and costs related to share buybacks. Capital investment
gains and losses are shown in note 9(b) and form part of the capital reserve. The distributability of this portion of the reserve
has not been analysed as it is complex to determine. This complexity is explained further in ICAEW Technical Release 02/17BL,
which offers guidance on realised and distributable profits under the Companies Act 2006.
The revenue reserve and certain amounts of the capital reserve are distributable by way of dividend.
15. NET ASSET VALUE PER ORDINARY SHARE
The Company’s total net assets (total assets less total liabilities) are often termed shareholders’ funds and are converted into
NAV per ordinary share by dividing by the number of shares in issue (excluding treasury shares).
NAV – debt at par value
The shareholders’ funds in the balance sheet are accounted for in accordance with accounting standards.
2026 2025
NAV
per share
pence
Shareholders’
funds
£’000
NAV
per share
pence
Shareholders’
funds
£’000
Shareholders’ funds
804.72 1,059,432 780.17 1,125,946
NAV – debt at par 804.72 1,059,432 780.17 1,125,946
A reconciliation showing the NAV per share and Shareholders’ funds using debt at fair value is shown in the Alternative
Performance Measures.
16. RISK MANAGEMENT, FINANCIAL ASSETS AND LIABILITIES
Financial instruments comprise the Company’s investment portfolio, derivative instruments (if any) as well as cash, and any
borrowings, debtors and creditors. This note sets out the Company’s financial instruments and the risks related to them.
Financial instruments
The Company’s financial instruments mainly comprise its investment portfolio and Unsecured Senior Loan Notes as well as
its cash, debtors and creditors that arise directly from its operations such as sales and purchases awaiting settlement and
accrued income. For the purpose of this note, ‘cash’ should be taken to comprise cash and cash equivalents as defined in note
1D. The accounting policies in note 1C include criteria for the recognition and the basis of measurement applied for financial
instruments. Note 1 also includes the basis on which income and expenses arising from financial assets and liabilities are
recognised and measured.
The main financial risks that the Company faces from its financial instruments are market risk, liquidity risk, and credit risk.
These are set out below:
Market risk – arising from fluctuations in the fair value or future cash flows of a financial instrument because of changes in
market prices. Market risk comprises three types of risk: currency risk, interest rate risk and other price risk:
– Currency risk – arising from fluctuations in the fair value or future cash flows of a financial instrument because of changes
in foreign exchange rates;
– Interest rate risk – arising from fluctuations in the fair value or future cash flows of a financial instrument because of
changes in market interest rates; and
– Other price risk – arising from fluctuations in the fair value or future cash flows of a financial instrument for reasons other
than changes in foreign exchange rates or market interest rates.
Liquidity risk – arising from any difficulty in meeting obligations associated with financial liabilities.
Credit risk – arising from financial loss for a company where the other party to a financial instrument fails to discharge an
obligation.
THE EDINBURGH INVESTMENT TRUST PLC FINANCIAL REVIEW 77
NOTES TO THE FINANCIAL STATEMENTS / CONTINUED
Risk Management Policies and Procedures
The Directors have delegated to the Manager the responsibility for the day-to-day investment activities and management of
gearing of the Company as more fully described in the Directors’ Report.
The Company invests in equities and other investments for the long-term so as to fulfil its investment policy (incorporating the
Company’s investment objective). In pursuing its investment objective, the Company is exposed to a variety of risks that could
result in either a reduction in the Company’s net assets or a reduction of the profits available for dividends. The associated
risk management policies are summarised below and have remained substantially unchanged for the two years under review.
16.1 Market Risk
The Company’s Manager assesses the Company’s exposure when making each investment decision, and monitors the overall
level of market risk for the whole of the investment portfolio on an ongoing basis. The Board has meetings in each calendar
quarter to assess risk and review investment performance, as disclosed in the Board Responsibilities. Any borrowing to gear
the investment portfolio is used to enhance returns but also increases the Company’s exposure to market risk and volatility.
The Company has the ability to gear using its £120 million Unsecured Senior Loan Notes.
16.1.1 Currency risk
The majority of the Company’s assets and liabilities are denominated in sterling. There is some exposure to US dollar, Danish
Krone, Swiss franc and the Euro.
16.1.2 Inflation risk
The Company has no assets or liabilities that have direct inflation link properties.
Management of the currency risk
The Manager monitors the Company’s direct exposure to foreign currencies on a daily basis and reports to the Board on
a regular basis. Forward currency contracts can be used to reduce the Company’s exposure to foreign currencies arising
naturally from the Manager’s choice of securities. All contracts are limited to currencies and amounts commensurate with the
assets denominated in currencies. No Forward currency contracts were used during the year (2024: none).
Income denominated in foreign currencies is converted to sterling on receipt. The Company does not use financial instruments
to mitigate the currency exposure in the period between the time that income is included in the financial statements and its
receipt.
The Company may invest up to 20% of the portfolio in securities listed on non-UK stock exchanges. At the year-end holdings
of non-UK securities total £29.0 million (2025: £76.1 million) representing 2.5% (2025: 6.2%) of the portfolio.
Currency exposure
The fair values of the Company’s monetary items that had a material currency exposure at 31 March are shown below. Where
the Company’s equity investments (which are not monetary items) are priced in a foreign currency, they have been included
separately in the analysis so as to show the overall level of exposure.
2026 2025
Currency exposure
USD
£’000
DKK
£’000
CHF
£’000
EUR
£’000
USD
£’000
DKK
£’000
CHF
£’000
EUR
£’000
Foreign currency exposure on
net monetary items 1,061 18 1,064 584 869 38 988 384
Investments at fair value
through profit or loss that are
equities 14,972 – – 14,043 55,389 – – 20,701
Total net foreign currency
exposure
16,033 18 1,064 14,627 56,258 38 988 21,085
The above may not be representative of the exposure to risk during the year, because the levels of foreign currency exposure
may change significantly throughout the year.
Currency sensitivity
In respect of the Company’s material direct foreign currency exposure to investments denominated in currencies, if sterling
had weakened by 1.3% (2025: 2.1%) against the US dollar and for the Euro, 1.3% (2025: 1.2%) for the Swiss franc, 1.9% (2025:
1.2%) and for the Danish Krone, 1.2% (2025: 1.2%) during the year, the capital return and net assets of the Company would have
increased for all currency exposures by £0.4 million (2025: £1.4 million). Conversely, if sterling had strengthened to the same
extent for the currencies mentioned above, the capital return and net assets of the Company would have decreased by the
same amount. The exchange rate variances noted above have been based on market volatility in the year, using the standard
deviation of sterling’s fluctuation to the applicable currency. This sensitivity takes no account of any impact on the market
values of the Company’s investments arising from the foreign currency mix of their respective revenues, expenses, assets and
liabilities.
78 FINANCIAL REVIEW THE EDINBURGH INVESTMENT TRUST PLC
16.1.3 Interest rate risk
Interest rate movements will affect the level of income receivable on cash deposits and money market funds, and the interest
payable on variable rate borrowings. When the Company has cash balances, they are held on variable rate bank accounts
yielding rates of interest dependent on the base rate determined by the custodian, The Bank of New York Mellon (International)
Limited.
The Company has Unsecured Senior Loan Notes of £120 million (2025: £120 million). The Unsecured Senior Loan Notes have
a fixed interest rate which only exposes the Company to changes in market value in the event that the debt is repaid before
maturity. Specifics of the Unsecured Senior Loan Notes are shown in Note 12. The details of their fair value and the effect on
net asset value within the Net Asset Value (NAV) – Debt at Fair Value reconciliation is within the Alternative Performance
Measures on page 92.
The Company held no fixed income securities during the year (2025: no fixed income securities). As at 31 March 2026 no
government bonds (2025: none) were recognised as a Cash and Cash Equivalent on the Balance Sheet.
Interest rate exposure
At 31 March the exposure of financial assets and financial liabilities to interest rate risk is shown by reference to:
– floating interest rates (giving cash flow interest rate risk) – when the interest rate is due to be re-set; and
– fixed interest rates (giving fair value interest rate risk) – when the financial instrument is due for repayment.
2026 2025
Within
one year
£’000
Between
one
and five
years
£’000
After
five
years
£’000
Total
£’000
Within
one year
£’000
Between
one
and five
years
£’000
After
five
years
£’000
Total
£’000
Exposure to floating interest
rates:
Cash and cash equivalents
1,123 – – 1,123 7,233 – – 7,233
Unsecured Senior Loan Notes –
debt at par value
– (120,000) (120,000) – (120,000) (120,000)
Total exposure to interest
rates
1,123 – (120,000) (118,877) 7,233 – (120,000) (112,767)
16.1.4 Other price risk
Other price risks (i.e. changes in market prices other than those arising from interest rate risk or currency risk) may affect the
value of the equity investments, but it is the business of the Manager to manage the portfolio to achieve the best return that
he can.
Management of the other price risk
The Directors manage the market price risks inherent in the investment portfolio by meeting regularly to monitor on a formal
basis the Manager’s compliance with the Company’s stated objectives and policies, and to review investment performance.
The Company’s portfolio is the result of the Manager’s investment process and need not be highly correlated with the
Company’s benchmark or the market in which the Company invests. The value of the portfolio will not move in line with the
market but will move as a result of the performance of the company shares within the portfolio.
If the value of the portfolio fell by 10% at the balance sheet date, the profit after tax for the year and the net assets of the
Company would decrease by £116.8 million (2025: £123.1 million). Conversely, if the value of the portfolio rose by 10%, the profit
after tax and the net assets of the Company would increase by the same amounts.
THE EDINBURGH INVESTMENT TRUST PLC FINANCIAL REVIEW 79
NOTES TO THE FINANCIAL STATEMENTS / CONTINUED
16.2 Liquidity risk
Liquidity risk is minimised as the majority of the Company’s investments constitute a diversified portfolio of readily realisable
securities which can be sold to meet funding commitments as necessary.
Liquidity risk exposure
The contractual maturities of the financial liabilities at the year end, based on the earliest date on which payment can be
required, are as follows:
2026
Three
months
or less
£’000
More than
three
months
but less
than
one year
£’000
More than
one
year
£’000
Total
£’000
Unsecured Senior Loan Notes – debt at par value
– – 120,000 120,000
Interest on Unsecured Senior Loan Notes
– 2,928 61,717 64,645
Share buybacks awaiting settlement
1,311 – – 1,311
Accruals and deferred income
634 – – 634
1,945 2,928 181,717 186,590
2025
Three
months
or less
£’000
More than
three
months
but less
than
one year
£’000
More than
one
year
£’000
Total
£’000
Unsecured Senior Loan Notes – debt at par value
– – 120,000 120,000
Interest on Unsecured Senior Loan Notes
– 2,928 64,645 67,573
Accruals and deferred income
693 – – 693
693 2,928 184,645 188,266
16.3 Credit risk
Credit risk encompasses the failure by counterparties to deliver securities which the Company has paid for, or to pay for
securities which the Company has delivered, and cash balances. Counterparty risk is minimised by using only approved
counterparties. The Company’s ability to operate in the short-term may be adversely affected if the Company’s custodian
suffers insolvency or other financial difficulties. However, with the support of the depositary’s restitution obligation the risk of
outright credit loss on the investment portfolio is remote. The Board reviews the custodian’s annual controls report and the
Manager’s management of the relationship with the custodian. Cash balances are limited to a maximum of 1% of net assets with
any one deposit taker, with only approved deposit takers being used, and a maximum deposit of 6% of net assets in aggregate
in liquidity funds with credit ratings of AAAm (or equivalent). These limits are at the discretion of the Board and are reviewed
on a regular basis. The investment policy also allows for UK Government Treasuries to be held. Such holdings are recorded as
cash equivalents if they meet the criteria set out in Note 1D.
16.4 Custody risk
All investment assets are held in custody by The Bank of New York Mellon (International) Limited in accounts segregated from
the bank’s own assets.
80 FINANCIAL REVIEW THE EDINBURGH INVESTMENT TRUST PLC
17. CLASSIFICATION UNDER FAIR VALUE HIERARCHY
The values of the financial assets and financial liabilities are carried either at their fair value (investments), or at a reasonable
approximation of fair value (amounts due from brokers, dividends receivable, accrued income, amounts due to brokers,
accruals and cash).
Fair Value Hierarchy Disclosures
All except two of the Company’s portfolio of investments are in the Level 1 category as defined in FRS 102 as amended for fair
value hierarchy disclosures (March 16). The three levels set out in this follow.
Level 1 – the unadjusted quoted price in an active market for identical assets or liabilities that the entity can access at the
measurement date.
Level 2 – Inputs other than quoted prices included within Level 1 that are observable (i.e. developed using market data) for the
asset or liability, either directly or indirectly.
Level 3 – Inputs are unobservable (i.e. for which market data is unavailable) for the asset or liability.
Categorisation within the hierarchy is determined on the basis of the lowest level input that is significant to the fair value
measurement of each relevant asset/liability.
The valuation techniques used by the Company are explained in the accounting policies note.
2026
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
Financial assets designated at fair value through profit or loss:
Quoted investments:
Equities and preference shares
1,167,549 – – 1,167,549
Total for financial assets 1,167,549 – – 1,167,549
2025
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
Financial assets designated at fair value through profit or loss:
Quoted Investments:
Equities and preference shares
1,230,888 – – 1,230,888
Total for financial assets 1,230,888 – – 1,230,888
The book cost and fair value of Unsecured Senior Loan Notes, are as follows:
2026 2025
Book
Value
£’000
Fair
Value
£’000
Book
Value
£’000
Fair
Value
£’000
Unsecured Senior Loan Notes
120,000 65,590 120,000 66,611
120,000 65,590 120,000 66,611
Incorporating the fair value of the Unsecured Senior Loan Notes, results in the increase of the net asset value per ordinary share
to 846.04p (2025: 817.16p).
THE EDINBURGH INVESTMENT TRUST PLC FINANCIAL REVIEW 81
18. CAPITAL MANAGEMENT
The Company’s total capital employed at 31 March 2026 was £1,179,432,000 (2025: £1,245,946,000) comprising borrowings
of £120,000,000 (2025: £120,000,000) and equity share capital and other reserves of £1,059,432,000 (2025: £1,125,946,000).
The Company’s total capital employed is managed to achieve the Company’s objective and investment policy as set out on
page 2 to 4, including that borrowings may be used to provide gearing of the equity portfolio up to the maximum authorised
by shareholders, currently 25% of net assets. Net gearing was 5.8% (2025: 5.0%) at the balance sheet date. The Company’s
policies and processes for managing capital were unchanged throughout the year and the preceding year.
The main risks to the Company’s investments are shown in the Strategic Report under the ‘Principal Risks and Uncertainties’
section. These also explain that the Company is able to use borrowings to gear and that gearing will amplify the effect on
equity of changes in the value of the portfolio.
The Board can also manage the capital structure directly since it has taken the powers, which it is seeking to renew, to issue
and buyback shares and it also determines dividend payments.
The Company is subject to externally imposed capital requirements with respect to the obligation and ability to pay dividends
by section 1158 Corporation Tax Act 2010 and by the Companies Act 2006, respectively. The Board regularly monitors, and has
complied with, the externally imposed capital requirements. This is unchanged from the prior year. As detailed in note 11 and
note 12, current borrowings comprise the Unsecured Senior Loan Notes.
19. CONTINGENCIES, GUARANTEES AND FINANCIAL COMMITMENTS
There were no contingencies, guarantees or other financial commitments of the Company as at 31 March 2026 (2025: nil).
20. RELATED PARTY TRANSACTIONS AND TRANSACTIONS WITH MANAGER
A related party is a company or individual who has direct or indirect control or who has significant influence over the Company.
Under accounting standards, the Manager is not a related party.
Under UK GAAP, the Company has identified the Directors as related parties. The Directors’ remuneration and interests have
been disclosed in the annual report with additional disclosure in note 4. No other related parties have been identified.
Details of the Manager’s services and fees are disclosed in the Directors’ Report and in note 3.
21. POST BALANCE SHEET EVENTS
There are no significant events after the end of the reporting period requiring disclosure.
NOTES TO THE FINANCIAL STATEMENTS / CONTINUED
82 FINANCIAL REVIEW THE EDINBURGH INVESTMENT TRUST PLC
Other Information
for Shareholders
THE EDINBURGH INVESTMENT TRUST PLC OTHER INFORMATION FOR SHAREHOLDERS 83
If you are in any doubt as to what action to take, you should
consult your stockbroker, solicitor, accountant or other
appropriate independent professional advisor authorised
under the Financial Services and Markets Act 2000. If
you have sold or otherwise transferred all your shares in
The Edinburgh Investment Trust plc, please forward this
document and the accompanying Form of Proxy to the
person through whom the sale or transfer was effected, for
transmission to the purchaser or transferee.
NOTICE OF ANNUAL GENERAL MEETING
Notice is hereby given that the one hundred and thirty fifth
Annual General Meeting of The Edinburgh Investment Trust
plc will be held at The Balmoral Hotel, Edinburgh, EH2 2EQ,
at 11:00 a.m. on 21 July 2026.
The 2026 AGM will be held in person and voting will be by
way of a poll. A recording of the 2026 AGM will be available
on the Company’s website as soon as practicable after
the conclusion of the AGM for anyone unable to attend
in person. If you wish to appoint a proxy and for them to
attend the Annual General Meeting on your behalf, please
contact MUFG Corporate Markets on telephone number
0371 664 0300* and +44 (0) 371 664 0300 (international).
*Lines are open from 9.00 a.m. to 5.30 p.m. Monday to
Friday, excluding public holidays in England and Wales.
Calls are charged at the standard geographic rate and will
vary by provider. Calls outside the UK will be charged at the
applicable international rate.
AGM VOTING
Shareholders are encouraged to vote by proxy and to appoint
the “Chair of the Meeting” as their proxy. Details of how to
vote, either electronically, by proxy form or through CREST
or Proxymity, can be found in the Notes to the Notice of AGM
on 86 and 87.
The AIC has also recently published guidance to assist investors
who hold their investment trust shares on platforms with voting:
https://www.theaic.co.uk/how-to-vote-your-shares
The results of the AGM will be announced to the London
Stock Exchange and placed on the Company’s website, as
soon as practicable after the conclusion of the AGM.
ORDINARY BUSINESS
To consider and, if thought fit, to pass the following resolutions
all of which will be proposed as Ordinary Resolutions.
1. To receive and consider the Annual Financial Report for
the year ended 31 March 2026;
2. To approve the Annual Statement and Report on
Remuneration for the year ended 31 March 2026;
3. To declare a final dividend on the ordinary shares for the
year ended 31 March 2026;
4. To authorise the Directors to declare and pay four interim
dividends for the year ending 31 March 2027;
5. To re-elect Steven Baldwin as a Director of the Company;
6. To re-elect Elisabeth Stheeman as a Director of the
Company;
7. To re-elect Patrick Edwardson as a Director of the
Company;
8. To re-elect Aidan Lisser as a Director of the Company;
9. To re-elect Annabel Tagoe-Bannerman as a Director of
the Company;
10. To re-appoint PricewaterhouseCoopers LLP as auditors
of the Company; and
11. To authorise the Audit Committee to determine the
remuneration of the auditors.
SPECIAL BUSINESS
To consider and, if thought fit, to pass the following
resolutions of which resolution 12 will be proposed as an
Ordinary Resolution and resolutions 13 to 15 as Special
Resolutions:
12. That:
the Directors be generally and unconditionally authorised
in accordance with section 551 of the Companies Act 2006
(the “Act”) to exercise all the powers of the Company to allot
ordinary shares up to 12,882,552 (representing approximately
10% of the ordinary shares in issue as at the date of this
Notice, excluding treasury shares) or, if changed, 10% of the
ordinary shares in issue immediately following the passing
of this resolution, such authority to expire at conclusion of
the Company’s AGM to be held in 2027, or 15 months from
the date of passing this resolution, whichever is the earlier,
unless renewed, varied or revoked by the Company in a
general meeting, save that the Company may, at any time
prior to the expiry of such authority, make an offer or enter
into an agreement which would or might require ordinary
shares to be allotted in pursuance of such offer or agreement
as if such authority had not expired. This resolution revokes
and replaces all unexercised authorities previously granted
to the Directors to allot ordinary shares but without prejudice
to any allotment of ordinary shares or grant of rights made,
offered or agreed to be made pursuant to such authorities.
Notice of Annual General Meeting
This document is important and requires your immediate attention.
84 OTHER INFORMATION FOR SHAREHOLDERS THE EDINBURGH INVESTMENT TRUST PLC
13. That:
subject to the passing of resolution number 12 set out in the
notice of this meeting (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 be and are hereby
empowered, in accordance with sections 570 and 573 of the
Act as amended from time to time prior to the date of the
passing of this resolution to allot equity securities (within
the meaning of section 560(1), (2) and (3) of the Act) for
cash, either pursuant to the authority given by the Section
551 Resolution or (if such allotment constitutes the sale of
relevant shares which, immediately before the sale, were held
by the Company as treasury shares) otherwise, as if section
561 of the Act did not apply to any such allotment, provided
that this power shall be limited:
(a) to the allotment of equity securities in connection
with a rights issue in favour of all holders of a class of
equity securities where the equity securities attributable
respectively to the interests of all holders of securities of
such class are either proportionate (as nearly as may be)
to the respective numbers of relevant equity securities
held by them or are otherwise allotted in accordance with
the rights attaching to such equity securities (subject in
either case to such exclusions or other arrangements
as the Directors may deem necessary or expedient in
relation to fractional entitlements or legal, regulatory or
practical problems under the laws of, or the requirements
of, any regulatory body or any stock exchange in any
territory or otherwise); and
(b) to the allotment (otherwise than pursuant to a rights
issue) of equity securities up to 12,882,552 ordinary
shares (representing approximately 10% of the ordinary
shares in issue as at the date of this Notice, excluding
treasury shares).
and this power shall expire at the conclusion of the next
Annual General Meeting of the Company or the date fifteen
months after the passing of this resolution, whichever is the
earlier, unless the authority is renewed or revoked at any
other general meeting prior to such time, but so that this
power shall allow the Company to make offers or agreements
before the expiry of this power which would or might require
equity securities to be allotted after such expiry as if the
power conferred by this resolution had not expired; and so
that words and expressions defined in or for the purposes
of Part 17 of the Act shall bear the same meanings in this
resolution.
14. That:
the Company be generally and subject as hereinafter appears
unconditionally authorised in accordance with section 701
of the Companies Act 2006 (the ‘Act’) to make market
purchases (within the meaning of section 693(4) of the Act)
of the issued ordinary shares of 25p each in the capital of the
Company (‘Shares’).
Provided always that:
(a) the maximum number of Shares hereby authorised
to be purchased shall be 19,310,946 ordinary shares
(being 14.99% of the issued ordinary share capital of the
Company excluding shares held in treasury as at the date
of this Notice);
(b) the minimum price which may be paid for a Share shall be
25p;
(c) the maximum price which may be paid for a Share must
not be more than the higher of: (i) 5 per cent. above the
average of the mid-market values of the Shares for the
five business days before the purchase is made; and
(ii) the higher of the price of the last independent trade in
the Shares and the highest then current independent
bid for the Shares on the London Stock Exchange;
(d) any purchase of Shares will be made in the market for
cash at prices below the prevailing net asset value per
Share (as determined by the Directors);
(e) the authority hereby conferred shall expire at the
conclusion of the next Annual General Meeting of the
Company or the date fifteen months after the passing
of this resolution, whichever is the earlier, unless the
authority is renewed or revoked at any other general
meeting prior to such time;
(f) the Company may make a contract to purchase Shares
under the authority hereby conferred prior to the expiry
of such authority which will or may be executed wholly
or partly after the expiration of such authority and may
make a purchase of Shares pursuant to any such contract;
and
(g) any shares so purchased shall be cancelled, or, if the
Directors so determine and subject to the provisions of
section 724 to 731 of the Companies Act 2006 and any
applicable regulations of the United Kingdom Listing
Authority, be held (or otherwise dealt with in accordance
with section 727 or 729 of the Companies Act 2006) as
treasury shares.
15. That:
the period of notice required for general meetings of the
Company (other than AGMs) shall be not less than 14 days.
The resolutions are explained further in the Directors’ Report
on pages 52 and 53.
THE EDINBURGH INVESTMENT TRUST PLC OTHER INFORMATION FOR SHAREHOLDERS 85
NOTICE OF ANNUAL GENERAL MEETING / CONTINUED
Notes
1. The 2026 AGM will be held in person and voting will be
by way of a poll. Shareholders should continue to monitor
the Company’s website at www.edinburgh-investment-
trust.co.uk and our announcements for any updates in
relation to the meeting.
2. A member entitled to attend and vote at the AGM is
entitled to appoint one or more proxies to attend, speak
and vote in his stead. A proxy need not be a member
of the Company. In order to be valid an appointment of
proxy must be returned by one of the following methods:
– via MUFG Corporate Markets website https://
uk.investorcentre.mpms.mufg.com/ or via the Investor
Centre app; or
– in hard copy form by post, by courier or by hand to
the Company’s Registrars, MUFG Corporate Markets,
PXS 1, Central Square, 29, Wellington Street, Leeds,
LS1 4DL; or
– in the case of CREST members, by utilising the CREST
electronic proxy appointment service in accordance
with the procedures set out below and in each case,
to be received by the Company not less than 48 hours
before the time of the meeting. Any amended proxy
appointment must be received by this time.
If you are an institutional investor you may be able to appoint
a proxy electronically via the Proxymity platform, a process
which has been agreed by the Company and approved by
the Registrar. For further information regarding Proxymity,
please go to www.proxymity.io. Your proxy must be lodged
by 11:00 a.m. on 17 July 2026 in order to be considered valid
or, if the meeting is adjourned, by the time which is 48hours
before the time of the adjourned meeting. Before you can
appoint a proxy via this process, you will need to have
agreed to Proxymity’s associated terms and conditions. It is
important that you read these carefully as you will be bound
by them and they will govern the electronic appointment
of your proxy. An electronic proxy appointment via the
Proxymity platform may be revoked completely by sending
an authenticated message via the platform instructing the
removal of your proxy vote.
3. Shareholders can vote electronically via the Investor
Centre, a free app for smartphone and tablet provided
by MUFG Corporate Markets (the Company’s Registrar).
It allows you to securely manage and monitor your
shareholdings in real time, take part in online voting, keep
your details up to date, access a range of information
including payment history and much more. The app is
available to download on both the Apple App Store and
Google Play, or by scanning the relevant QR code below.
Alternatively, you may access the Investor Centre via a web
browser at: https://uk.investorcentre.mpms.mufg.com/.
4. CREST members who wish to appoint a proxy by utilising
the CREST electronic proxy appointment service may do so
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. 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 & International Limited’s specifications and
must contain the information required for such instructions,
as described in the CREST Manual. The message, regardless
of whether it relates to the appointment of a proxy or to
an amendment to the instruction given to a previously
appointed proxy must, in order to be valid, be transmitted
so as to be received by the issuer’s agent (ID RA10) by the
latest time(s) for receipt of proxy appointments specified
in this document. For this purpose, the time of receipt
will be taken to be the time (as determined by the time
stamp 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. After this time any changes of instructions to
proxies through CREST should be communicated to the
appointee through other means.
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. CREST members and, where applicable, their
CREST sponsors or voting service provider(s) should note
that Euroclear UK & International Limited does not make
available special procedures in CREST for any particular
messages. Normal system timings and limitations will
therefore apply in relation to the input of CREST Proxy
Instructions. It is the responsibility of the CREST member
concerned to take or, if the CREST member is a CREST
personal member or sponsored member or has appointed
a voting service provider(s), to procure that his CREST
sponsor or voting service provider(s) take(s), such
action as shall be necessary to ensure that a message
is transmitted by means of the CREST system by any
particular time. In this connection, CREST members and,
where applicable, their CREST sponsors or voting service
providers are referred, in particular, to those sections of
the CREST Manual concerning practical limitations of the
CREST system and timings. The CREST Manual can be
reviewed at www.euroclear.com.
5. A form of proxy is enclosed.
To be effective, the form of proxy, duly completed and
executed, together with any power of attorney or other
authority under which it is signed (or a notarially certified
copy thereof) must be lodged at the office of the
Company’s Registrars, MUFG Corporate Markets, PXS 1,
Central Square, 29, Wellington Street, Leeds, LS1 4DL by
no later than 11:00 a.m. on 17 July 2026. Unless otherwise
indicated on the Form of Proxy, CREST, Proxymity or any
other electronic voting instruction, the proxy will vote as
they think fit or, at their discretion, withhold from voting.
86 OTHER INFORMATION FOR SHAREHOLDERS THE EDINBURGH INVESTMENT TRUST PLC
6. A person entered on the Register of Members at close
of business on 17 July 2026 (a ‘member’) is entitled to
vote at the Meeting pursuant to Regulation 41 of the
Uncertificated Securities Regulations 2001. Any changes
to the Register of Members after such time and date shall
be disregarded in determining the rights of any person
to vote at the Meeting. If the Meeting is adjourned,
entitlement to vote at the adjourned meeting, and the
number of votes which may be cast thereat, will be
determined by reference to the Company’s register of
members 48 hours before the time fixed for the adjourned
meeting.
7. The Terms of Reference of the Audit, Management
Engagement and Nomination Committees and the
Letters of Appointment for Directors will be available
for inspection at the website of the Company at
www.edinburgh-investment-trust.co.uk.
8. A copy of the Company’s Articles of Association is
available for inspection at the website of the Company at
www.edinburgh-investment-trust.co.uk.
9. Any 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
have a right, under an agreement between him/her and
the shareholder by whom he/she was nominated, to be
appointed (or to have someone else appointed) as a
proxy for the meeting. If a Nominated Person has no such
proxy appointment right or does not wish to exercise it,
he/she may have a right, under such an agreement, to
give instructions to the shareholder as to the exercise of
voting rights.
The statement of the above rights of the shareholders in
relation to the appointment of proxies does not apply to
Nominated Persons. Those rights can only be exercised
by shareholders of the Company.
10. Any corporation which is a member can appoint one or
more corporate representatives who may exercise on its
behalf all of its powers as a member provided that they
do not do so in relation to the same shares.
11. You may not use any electronic address (within the
meaning of section 333(4) of the Companies Act 2006)
provided in this Notice (or in any related documents
including the proxy form) to communicate with the
Company for any purposes other than those expressly
stated.
12. As at 19 May 2026 (being the last practicable day prior
to the publication of this Notice) the Company’s issued
share capital consists of 195,666,734 ordinary shares of
25p each carrying one vote each. 66,841,209 ordinary
shares held in treasury, therefore, the total voting rights
in the Company as at that date are 128,825,525.
13. A copy of this notice (which is at the back of the annual
financial report), and other information required by
section 311A of the Companies Act 2006, can be found at
www.edinburgh-investment-trust.co.uk.
14. Shareholders should note that 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 financial statements (including the auditor’s
report and the conduct of the audit) that are to be laid
before the AGM for the financial year beginning on 1 April
2025; or (ii) any circumstance connected with auditors of
the Company appointed for the financial year beginning
on 1 April 2025 ceasing to hold office since the previous
meeting at which the annual financial report was laid in
accordance with section 437 of the Companies Act 2006
(in each case) that the members propose to raise at the
relevant AGM.
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 auditors not later than the time when
it makes the statement available on the website. The
business which may be dealt with at the AGM includes
any statement that the Company has been required
under section 527 of the Companies Act 2006 to publish
on a website.
THE EDINBURGH INVESTMENT TRUST PLC OTHER INFORMATION FOR SHAREHOLDERS 87
HOW TO INVEST IN THE EDINBURGH INVESTMENT
TRUST PLC (THE COMPANY)
The Company’s shares are quoted on the London Stock
Exchange. There are a variety of ways by which investors
can buy the shares. Shares may be purchased through
discretionary wealth managers, banks, independent financial
advisors and via a large number of execution-only trading
platforms. The Manager’s website contains a list of some of
the larger dealing platforms as well as a link to unbiased.
co.uk, for those seeking financial advice, and to the AIC’s
website at www.theaic.co.uk for detailed information on
investment companies.
SHARE PRICE
The price of your ordinary shares can be found in the Financial
Times, Daily Telegraph, The Scotsman and The Times.
In addition, share price information can be found at the London
Stock Exchange website using the EDIN ticker code, on the
website of most share dealing platforms and on the Company’s
own website www.edinburgh-investment-trust.co.uk.
NAV PUBLICATION
The NAV of the Company’s ordinary shares is calculated by
the Manager on a daily basis and is notified to the Stock
Exchange on the next business day. It is published daily in
the newspapers detailed above.
COMPANY’S WEBSITE
Information relating to the Company including investment
objective, supporting philosophy and investment
performance along with news, opinions, disclosures, results
and key information documents can be found on the
Company’s website www.edinburgh-investment-trust.co.uk.
The contents of websites referred to in this document,
or accessible from links within those websites, are not
incorporated in to, nor do they form part of this annual
financial report.
FINANCIAL CALENDAR
In addition, the Company publishes information according to
the following calendar:
ANNOUNCEMENTS
Annual financial report May
Half-yearly financial report November
LONDON RETAIL SHAREHOLDER EVENT
The Company invites shareholders to a retail presentation
by the Portfolio Managers, Imran Sattar and Emily Barnard,
and to meet with the Directors. The event will be held on
8October 2026.
Please note this is a non-voting meeting.
DIVIDEND PAYABLE TIMETABLE
1st interim November
2nd interim February
3rd interim May
4th interim August
ANNUAL GENERAL MEETING
July
YEAR END
31 March
LOCATION OF AGM
The one hundred and thirty sixth Annual General Meeting of
the Company will be held at The Balmoral Hotel, Edinburgh,
EH2 2EQ on 21 July 2026 at 11:00 am.
UK GENERAL DATA PROTECTION REGULATION (UK
GDPR)
UK GDPR is a positive step towards individuals knowing
how their personal data is used and also having more
control over how it is used. The Company has a privacy
notice which sets out what personal data is collected, and
how and why it is used. The latest privacy notice can be
found at www.edinburgh-investment-trust.co.uk under the
‘Other Documents’ section, or a copy can be obtained from
the Company Secretary whose correspondence address is
shown on the next page.
Shareholder Information
88 OTHER INFORMATION FOR SHAREHOLDERS THE EDINBURGH INVESTMENT TRUST PLC
Directors, Advisors and Principal Service Providers
DIRECTORS
Elisabeth Stheeman, Chair
Aidan Lisser, Senior Independent Director
Steve Baldwin, Audit Committee Chair
Patrick Edwardson, Management Engagement Committee Chair
Annabel Tagoe-Bannerman
REGISTERED OFFICE
First Floor
9 Haymarket Square
Edinburgh EH3 8RY
COMPANY NUMBER
Registered in Scotland.
Number: SC001836
ALTERNATIVE INVESTMENT FUND MANAGER
(MANAGER)
Liontrust Fund Partners LLP
2 Savoy Court
London WC2R 0EZ
020 7412 1700
COMPANY SECRETARY
NSM Funds (UK) Limited
4th Floor 46-48 James Street
London W1U 1EZ
0203 697 5772
THE ASSOCIATION OF INVESTMENT COMPANIES
The Company is a member of the Association of Investment
Companies.
Contact details are as follows:
020 7282 5555
Email: enquiries@theaic.co.uk / Website: www.theaic.co.uk
LEGAL ADVISOR
Dentons UK and Middle East LLP
First Floor
9 Haymarket Square
Edinburgh
EH3 8RY
INDEPENDENT AUDITORS
PricewaterhouseCoopers LLP
7 More London Riverside
London SE1 2RT
DEPOSITARY AND CUSTODIAN
The Bank of New York Mellon (International) Limited
160 Queen Victoria Street
London EC4V 4LA
BANKER
The Bank of New York Mellon
160 Queen Victoria Street
London EC4V 4LA
CORPORATE BROKER
Investec Bank plc
30 Gresham Street
London EC2V 7QP
REGISTRAR
MUFG Corporate Markets
Central Square
29 Wellington Street
Leeds
LS1 4DL
If you hold your shares direct and not through a Savings
Scheme or ISA and have queries relating to your shareholding,
you should contact the Registrars on:
0371 664 0300
Calls are charged at the standard geographic rate and will
vary by provider.
From outside the UK: +44 371 664 0300. Calls from outside
the United Kingdom will be charged at the applicable
international rate. Lines are open from 9.00am to 5.30pm,
Monday to Friday (excluding UK Public Holidays).
Shareholders can also access their holding details via MUFG
Corporate Market’s website:
https://uk.investorcentre.mpms.mufg.com/
MUFG Corporate Markets provide an on-line and telephone
share dealing service to existing shareholders who are not
seeking advice on buying or selling. This service is available
at https://dealing.cm.mpms.mufg.com or
0371 664 0445.
Calls are charged at the standard geographic rate and will
vary by provider.
From outside the UK: +44 (0) 371 664 0445. Calls from outside
the UK will be charged at the applicable international rate.
Lines are open from 8.00am to 5.30pm, Monday to Friday
(excluding UK Public Holidays).
THE EDINBURGH INVESTMENT TRUST PLC OTHER INFORMATION FOR SHAREHOLDERS 89
An APM is a measure of performance or financial position that is not defined in applicable accounting standards and cannot
be directly derived from the financial statements. The calculations shown in the corresponding tables are for the financial years
ended 31 March 2026 and 31 March 2025. The APMs listed here are widely used in reporting within the investment company
sector and consequently aid comparability, providing useful additional information.
BENCHMARK (OR BENCHMARK INDEX)
A standard against which performance can be measured, usually an index that averages the performance of companies in a
stock market or a segment of the market. The benchmark most often referred to in this annual financial report is the FTSE
All-Share Index.
BENCHMARK RETURN
Total return on the benchmark is on a mid-market value basis, assuming all dividends received were reinvested, without
transaction costs, into the shares of the underlying companies at the time the shares were quoted ex-dividend.
DISCOUNT OR PREMIUM (APM)
Discount is a measure of the amount by which the mid-market price of an investment company share is lower than the
underlying net asset value of that share. Conversely, Premium is a measure of the amount by which the mid-market price
of an investment company share is higher than the underlying net asset value of that share. In this annual financial report
the discount is expressed as a percentage of the NAV per share with debt at fair value (see reconciliation of NAV per share
with debt at fair value within the Net Asset Value (NAV) Debt at Fair Value reconciliation within the Alternative Performance
Measures on page 92) and is calculated according to the formula set out below. If the shares are trading at a premium the result
of the below calculation will be positive and if they are trading at a discount it will be negative.
Page 2026 2025
Share price 6 a 773.00p 740.00p
Net asset value per share - debt at market value (note 17) 6 b 846.04p 817.16p
Discount c = (a-b)/b (8.6)% (9.4)%
DIVIDEND YIELD
The annual dividend payable expressed as a percentage of the year end share price.
Page 2026 2025
Dividends per share payable in respect of the year (note 8)
6 a 32.00p 28.80p
Share price 6 b 773.00p 740.00p
Dividend yield c = a/b 4.1% 3.9%
GEARING
The gearing percentage reflects the amount of borrowings that a company has invested. This figure indicates the extra
amount by which net assets, or shareholders’ funds, would move if the value of a company’s investments were to rise or fall.
A positive percentage indicates the extent to which net assets are geared; a nil gearing percentage, or ‘nil’, shows a company
is ungeared. A negative percentage indicates that a company is not fully invested and is holding net cash as described below.
There are several methods of calculating gearing and the following has been used in this report:
Glossary of Terms and Alternative Performance Measures
(“APM”)
90 OTHER INFORMATION FOR SHAREHOLDERS THE EDINBURGH INVESTMENT TRUST PLC
GROSS GEARING (APM)
This reflects the amount of gross borrowings in use by a company and takes no account of any cash balances. It is based on
gross borrowings as a percentage of net assets.
Page
2026
£’000
2025
£’000
Unsecured Senior Loan Notes – debt at fair value
81 65,590 66,611
Gross borrowings a 65,590 66,611
Net asset value - debt at fair value APM 92 b 1,113,842 1,179,335
Gross gearing c = a/b 5.9% 5.6%
NET GEARING OR NET CASH (APM)
Net gearing reflects the amount of net borrowings invested, i.e. borrowings less cash and cash equivalents (incl. investments in
money market funds). It is based on net borrowings as a percentage of net assets. Net cash reflects the net exposure to cash
and cash equivalents, as a percentage of net assets, after any offset against total borrowings.
Page
2026
£’000
2025
£’000
Unsecured Senior Loan Notes – debt at fair value
81 65,590 66,611
Less: cash and cash equivalents 67 (1,123) (7,233)
Net borrowings
a 64,467 59,378
Net asset value - debt at fair value APM 92 b 1,113,842 1,179,335
Net gearing c = a/b 5.8% 5.0%
LEVERAGE
Leverage, for the purposes of the UK AIFM Directive is not synonymous with gearing as defined above. In addition to
borrowings, it encompasses anything that increases the Company’s exposure, including foreign currency and exposure gained
through derivatives. Leverage expresses the Company’s exposure as a ratio of the Company’s net asset value.
Accordingly, if a Company’s exposure was equal to its net assets it would have leverage of 100%. Two methods of calculating
such exposure are set out in the AIFMD, gross and commitment. Under the gross method, exposure represents the aggregate
of all the Company’s exposures other than cash balances held in base currency and without any offsetting. The commitment
method takes into account hedging and other netting arrangements designed to limit risk, offsetting them against the
underlying exposure.
NET ASSET VALUE (NAV)
Also described as shareholders’ funds, the NAV is the aggregate value of all assets less all liabilities. Liabilities for this purpose
include debt, deducted at either par value or fair value as described in more detail below. The NAV per share is calculated by
dividing the net asset value by the number of ordinary shares in issue (excluding shares held in treasury).
NET ASSET VALUE (NAV) – DEBT AT PAR
The NAV with debt at par recognises the value of the debt liability as the nominal amount that will be repaid at maturity.
For the £120m Unsecured Senior Loan Notes, this recognises a liability of £120m. This is the basis used in the preparation of
the Balance Sheet on page 67.
THE EDINBURGH INVESTMENT TRUST PLC OTHER INFORMATION FOR SHAREHOLDERS 91
GLOSSARY OF TERMS AND ALTERNATIVE PERFORMANCE MEASURES (“APM”) / CONTINUED
NET ASSET VALUE (NAV) – DEBT AT FAIR VALUE
The fair value of each tranche of the £120m Unsecured Senior Loan Notes is ascertained by the administrator by aggregating
the discounted value of future cashflows, being the contractual interest payments and the repayment of capital at maturity as
each falls due. The discount factor used for each tranche is based on the market yield of UK Treasuries with similar maturity
dates adjusted to incorporate a credit spread.
The net asset value per share adjusted to include the Unsecured Senior Loan Notes at fair value rather than at par is as follows:
NAV
per share
pence
2026
Shareholders’
funds
£’000
NAV
per share
pence
2025
Shareholders’
funds
£’000
NAV - debt at par
804.72 1,059,432 780.17 1,125,946
Unsecured Senior Loan Notes 91.15 120,000 83.15 120,000
- debt at fair value (49.83) (65,590) (46.16) (66,611)
NAV - debt at fair value 846.04 1,113,842 817.16 1,179,335
ONGOING CHARGES RATIO (APM)
The ongoing administrative costs of operating the Company are encapsulated in the ongoing charges ratio, which is calculated
in accordance with guidance issued by the AIC. The calculation incorporates charges allocated to capital in the financial
statements as well as those allocated to revenue, but excludes non-recurring costs, transaction costs of investments, finance
costs, taxation, and the costs of buying back or issuing shares. The ongoing charges ratio is the aggregate of these costs
expressed as a percentage of the average daily net asset value reported in the year.
Page
2026
£’000
2025
£’000
Investment management fee
65 4,701 4,616
Other expenses 65 1,261 1,293
Total recurring expenses
a 5,962 5,909
Average daily net assets
b 1,152,271 1,169,201
Ongoing charges ratio % c = a/b 0.52% 0.51%
RETURN
The return generated in a period from the investments including the increase and decrease in the value of investments over
time and the income received.
CAPITAL RETURN
Reflects the return on NAV, from the increase and decrease in the value of investments, but excluding any dividends reinvested.
TREASURY SHARES
Shares previously issued by a Company that have been bought back from shareholders to be held by the Company for
potential sale or cancellation at a later date. Such shares are not capable of voting and carry no rights to dividends.
TOTAL RETURN
Total return is the theoretical return to shareholders that measures the combined effect of any dividends paid together with
the rise or fall in the share price or NAV. In this half-yearly financial report these return figures have been sourced from Refinitiv
who calculate returns on an industry comparative basis.
NET ASSET VALUE TOTAL RETURN (APM)
Total return on net asset value per share, with debt at fair value, assuming dividends paid by the Company were reinvested into
the shares of the Company at the NAV per share at the time the shares were quoted ex-dividend.
92 OTHER INFORMATION FOR SHAREHOLDERS THE EDINBURGH INVESTMENT TRUST PLC
SHARE PRICE TOTAL RETURN (APM)
Total return to shareholders, on a mid-market price basis, assuming all dividends received were re-invested, without transaction
costs, into the shares of the Company at the time the shares were quoted ex-dividend.
2026 Page
Net Asset
Value
Share
Price
As at 31 March 2026
6 846.04p 773.00p
As at 31 March 2025 6 817.16p 740.00p
Change in year
a 3.5% 4.5%
Impact of dividend reinvestments
(1)
b 3.7% 4.0%
Total return for the year c = a+b 7.2% 8.5%
2025 Page
Net Asset
Value
Share
Price
As at 31 March 2025
6 817.16p 740.00p
As at 31 March 2024 7 779.97p 690.00p
Change in year
a 4.8% 7.2%
Impact of dividend reinvestments
(1)
b 3.5% 4.1%
Total return for the year c = a+b 8.3% 11.3%
(1) Total dividends paid during the year of 30.20p (2025: 27.60p) reinvested at the NAV or share price on the ex-dividend date. Share price increases
subsequent to the reinvestment date consequently further increase the returns, or vice versa if the NAV or share price falls.
COMPANY NAME
The Edinburgh Investment Trust plc is registered at Companies House as The Edinburgh Investment Trust Public Limited
Company.
THE EDINBURGH INVESTMENT TRUST PLC OTHER INFORMATION FOR SHAREHOLDERS 93
Alternative Investment Fund Managers Directive Disclosure
ALTERNATIVE INVESTMENT FUND MANAGER AND
UK AIFM DIRECTIVE
UK AIFM DIRECTIVE (the UK AIFMD, the Directive)
The UK’s implementation of Directive 2011/61/EU of the
European Parliament and of the Council of 8 June 2011
on Alternative Investment Fund Managers, together with
Commission Delegated Regulation (EU) No. 231/2013 which
forms part of UK law by virtue of the European Union
(Withdrawal) Act 2018, and any transposing legislation
incorporating the same into UK law (including, but not
limited to, the UK Alternative Investment Fund Managers
Regulations 2013 (SI 2013/1773), as amended by The
Alternative Investment Fund Managers (Amendment etc.)
(EU Exit) Regulations 2019), all as may be amended or
supplemented from time to time.
ALTERNATIVE INVESTMENT FUND MANAGER
(AIFM, THE MANAGER, THE PORTFOLIO
MANAGERS)
The Company falls within the definition of an Alternative
Investment Fund (AIF) under the Directive and, as such, is
required to have (or be) an authorised AIFM. The Company
has appointed Liontrust Fund Partners LLP (Liontrust) as
AIFM. Liontrust is authorised and regulated by the FCA as a
full-scope AIFM.
The responsibility for the day-to-day investment management
activities of the Company has been delegated by AIFM to
Liontrust Investment Partners LLP.
Amongst other things, regulations implementing the
UK AIFMD require certain information to be provided
to prospective investors. This information can be
found in the Company’s page of the Manager’s website
(www.liontrust.com) in a downloadable document titled
‘AIFMD Investor Information’. There has been no material
change to this document in the year.
Any information requiring immediate disclosure pursuant to
the Directive will be disclosed through a primary information
provider. In addition, the Directive requires information
in relation to the Company’s leverage (both ‘gross’ and
‘commitment’ – see the Glossary of Terms and Alternative
Performance Measures on pages page 91) and the
remuneration of the Company’s AIFM to be made available
to investors.
Accordingly:
– the leverage calculated for the Company at its year end
was 109% for gross and 109% for commitment (2024: 105%
gross and 109% commitment). The limits the AIFM has set
for the Company remain unchanged at 250% and 200%
respectively;
– the AIFM summary remuneration policy is available from
the corporate policies page of the Manager’s website
(www.liontrust.com) and from the Company’s company
secretary, on request (see contact details on page 89);
and–the AIFM remuneration paid for the year to 31 March
2025 is described below.
AIFM REMUNERATION POLICY
As AIFM, Liontrust Fund Partners LLP is required to
maintain a remuneration policy (the “Remuneration Policy”
or the “Policy”) that meets the requirements of the AIFM
Remuneration Code. The Policy governs the remuneration
of the AIFM’s key senior personnel, risk takers and control
functions (the “Code Staff”). The table below provides an
overview of the total remuneration paid to the staff of the
Management Company for the year ended 31 March 2025:
– Aggregate total remuneration paid by the Manager to its
staff (employees and members).
– Aggregate total remuneration paid by the Manager to all
relevant code staff.
94 OTHER INFORMATION FOR SHAREHOLDERS THE EDINBURGH INVESTMENT TRUST PLC
Headcount
Total
Remuneration
(£’000)
Manager UK Staff
1
of which
21 849
Fixed Remuneration 21 844
Variable Remuneration 21 5
AIFM Remuneration Code Staff of which Senior Management
2
7 143
Other control functions:
Other code staff/risk takers 5 1,176
1
The Manager’s UK Staff costs have been incurred by another Group entity and allocated to the AIFM. The most appropriate measure of staff costs are
those staff who are members of Liontrust Fund Partners LLP or Group staff who are employed by Liontrust Asset Management Plc but have their costs
apportioned to the LLP.
2
AIFM Remuneration Code Staff costs for risk takers apply only in respect of services to The Edinburgh Investment Trust. For senior management and
control function staff, remuneration is apportioned on the basis of total AIFM assets under management versus total Group assets under management.
Remuneration is made up of fixed pay (i.e. salary and
benefits such as pension contributions) and variable pay
(annual performance based or linked directly to investment
management revenues). Annual incentives are designed
to reward performance in line with the business strategy,
objectives, values and long term interests of the AIFM
and Liontrust Asset Management PLC (LAM) Group. The
annual incentive earned by an individual is dependent on
the achievement of financial and non-financial objectives,
including adherence to effective risk management practices.
The AIFM provides long-term incentives which are designed
to link reward with long-term success and recognise the
responsibility participants have in driving future success and
delivering value. Long-term incentive awards are conditional
on the satisfaction of corporate performance measures. The
structure of remuneration packages is such that the fixed
element is sufficiently large to enable a flexible incentive
policy to be operated.
Staff are eligible for an annual incentive based on their
individual performance, and depending on their role, the
performance of their business unit and/or the group. These
incentives are managed within a strict risk framework, and the
Directors of LAM retain ultimate discretion to reduce annual
incentive outcomes where appropriate.
The AIFM actively manages risks associated with delivering
and measuring performance. All our activities are carefully
managed within our risk appetite, and individual incentive
outcomes are reviewed and may be reduced in light of any
associated risk management issues.
The Liontrust Group operates a Remuneration Committee
(the “Committee”). The Committee reports to the Board. The
Committee reviews risk and compliance issues in relation
to the vesting of deferred awards for all employees and
members. Compliance is monitored throughout the vesting
period by the Committee.
These remuneration policies apply also to other entities in
the Liontrust Group to which investment management of
the Company has been delegated, and those delegates are
subject to contractual arrangements to ensure that policies
which are regarded as equivalent are applied.
The Board adopts, and reviews annually, the general
principles of the applicable remuneration policies, and
the implementation of the remuneration policies is, at
least annually, subject to central and independent internal
review by the Committee for compliance with policies and
procedures.
SCOPE OF THE POLICY
The AIFM is subject to the requirements of the AIFM
Remuneration Code (SYSC 19B) (the “Code”). The
requirements of the Code are applicable to the remuneration
arrangements of individuals who fall within the definition of
Code staff under the Code and this policy sets out the basis
on which the rules contained within the Code will be applied
to Code Staff. The Committee itself sets the remuneration
and has oversight if remuneration arrangements for all
other Code Staff together with such other senior employees
as the Committee may determine from time to time. The
Committee also reviews the remuneration arrangements of
other employees and the operation of the incentive plans to
ensure that remuneration arrangements have regard to pay
and employment conditions. However, decisions on individual
remuneration arrangements are made by management in
the area, with oversight by the Human Resources Director.
No hedging or other mitigation arrangements may be
entered into by employees as that would undermine risk
alignmenteffects.
THE EDINBURGH INVESTMENT TRUST PLC OTHER INFORMATION FOR SHAREHOLDERS 95
The paper stock used in this report is manufactured at
a mill that is FSC accredited. The manufacture of the
paper in this report has been Carbon Balanced. The print
factory is FSC accredited and has the Environmental
ISO 14001 accreditation.
Vegetable based inks were used in the printing process.
CBP029867
MANAGED BY
Edinburgh Investment Trust plc
First Floor
9 Haymarket Square
Edinburgh
EH3 8RY
Telephone +44 (0)20 7412 1700
Email LionTA@liontrust.co.uk
edinburgh-investment-trust.co.uk