TIDMJSGI TIDMJPSS

RNS Number : 8033D

JPMorgan Japan Small Cap G&I PLC

26 June 2023

LONDON STOCK EXCHANGE ANNOUNCEMENT

JPMORGAN JAPAN SMALL CAP GROWTH & INCOME PLC

FINAL RESULTS FOR THE YEARED 31st MARCH 2023

Chairman's Statement

Investment Performance

Fears of inflation and rapidly rising interest rates generated significant volatility in major financial markets in the early part of the Company's financial year ended 31st March 2023. However, subsequent signs of an easing in inflation pressures led to hopes that rates would soon peak, and this resulted in a rebound in global markets. The performance of the Japanese market was similarly mixed. It ended the six months to end September 2022 almost flat, before recovering in the following six months. In addition to the tailwinds provided by the improvement in global market sentiment, the Japanese market was also supported in the past six months by the lifting of Japan's final Covid--19 related restrictions and China's surprise abandonment of its crippling zero-Covid policies. Despite the Bank of Japan's announcement in December 2022 that it was going to adjust the yield curve control range, which triggered speculation about the possibility that it would begin to reverse its ultra-easy monetary stance, the Company's benchmark ended the financial year up 5.0%.

The Company underperformed its benchmark, returning -5.7% on a NAV basis for the full year, while the return to shareholders was -7.8% over the same period. This disappointing result was in part due to the Company's bias towards quality and growth stocks. This preference means the portfolio usually differs significantly from the benchmark, which comprises many low-quality companies with unappealing growth characteristics. It is therefore inevitable that the Company's performance will often differ substantially from the benchmark return. While the Company's NAV total returns lagged the benchmark over one, three and five-year periods to 31st March 2023, the Annual total return table on page 26 of the Annual Report shows that the Company outperformed the benchmark in six of the last 10 financial years. Shareholders will be all too aware of the market volatility over recent years and therefore the Board has extended the NAV performance Key Performance Indicator ('KPI') to 10 years as shown on page 28 of the Annual Report.

Over the past year, technology and other growth stocks came under pressure in all major markets, including Japan. A series of aggressive interest rate hikes by the US Federal Reserve, the Bank of England and the ECB, accompanied by hawkish rhetoric about additional tightening, adversely impacted growth stocks whose valuations are based on discounted future cash flows which diminish as rates rise. The Company's exposure to many such stocks saw performance suffer accordingly. There were also a number of specific stocks which contributed to the underperformance during the year which are covered in the Investment Managers' report.

However, the Board shares the Managers' conviction that good quality companies with strong growth prospects will always outperform in the long run. The Company's investment record and recent portfolio activity are explained in more depth in the Investment Managers' Report. The Managers also outline the reasons for their optimism about Japan's very favourable long-term prospects, and the positive implications this has for the Company's ability to rebuild strong performance.

Dividend Policy and Discount Management

The Company's dividend policy aims to pay, in the absence of unforeseen circumstances, a regular dividend equal to 1% of the Company's NAV on the last business day of the preceding financial quarter, being the end of March, June, September and December. Over the year, this would approximate to 4% of the average NAV, paid from other reserves. This dividend policy has now been in place for five years. For the year ended 31st March 2023, quarterly dividends paid totalled 14.2p per share (2022: 20.3p).

The Company's discount widened over the review period with an average discount of 8.2%, and ending the year at 9.8%, moderately higher than the 7.4% level at the same time last year. This widening is broadly in line with the experience of many other investment trusts over this period. The Company did not repurchase any shares during the year. However, the Board continues to monitor the discount closely and is prepared to repurchase shares in an effort to narrow the discount, when it considers this is appropriate, taking account of market conditions. At the time of writing, the discount is 9.9%.

A resolution to approve the Company's dividend policy will be submitted to shareholders at the forthcoming Annual General Meeting ('AGM').

Gearing/Borrowing

The Managers seek, at times, to enhance investment returns for shareholders by borrowing money to buy more assets ('gearing'), subject to their view on prevailing market conditions. The Company's gearing is discussed regularly by the Board and the Managers, and the gearing level is reviewed by the Directors at each Board meeting.

The Company's Yen 4.0 billion revolving credit facility with Scotiabank expired during the year and was replaced with a Yen 4.0 billion two-year revolving credit facility with ING Bank. This facility has a maturity date of December 2024 and the Manager will seek to renew or replace this facility, at the best available terms, on expiry.

Access to a credit facility provides the Managers with the ability to gear tactically within the set guidelines. The Company's investment policy permits gearing within a range of 10% net cash to 25% geared. However, the Board requires the Managers to operate in the narrower range of 5% net cash to 15% geared, in normal market conditions. During the past 12 months the Company's gearing level ranged between 4.5% and 7.6%, ending the financial year at 5.6% (2022: 6.1%).

Environmental, Social and Governance Considerations

As discussed in the Investment Managers' Report, environmental, social and governance ('ESG') considerations are integral to the Managers' investment process. The Board shares the Managers' view of the importance of ESG when making investments that are sustainable over the long term and the necessity of continual engagement with investee companies throughout the duration of the investment. The Managers use their regular company meetings with potential and existing portfolio companies to discuss and challenge management on their adherence to ESG principles and best practice. The Board believes that effective stewardship of this kind can help to create sustainable value for shareholders.

Further information on the Managers' ESG process and engagement is set out in the ESG Report on pages 16 to 21 of the Annual Report, and in the JPMorgan Asset Management 2022 Investment Stewardship Report, which can be accessed at https://am.jpmorgan.com/content/dam/jpm-am-aem/global/en/sustainable-investing/investment-stewardship-report.pdf .

Reporting under the Task Force on Climate Related Financial Disclosures

In accordance with the requirements of the Taskforce on Climate Related Financial Disclosures ('TCFD'), JPMAM will provide product level reports for the investment trusts it manages, including your Company, in late June 2023 and annually thereafter. The report will be made available on the Company's website.

Key elements of the report will include Scope 1 and 2 greenhouse gas ('GHG') emissions (i.e. emissions that are owned or controlled by the Company), total carbon footprint, weighted average carbon intensity ('WACI') and, from June 2024, Scope 3 GHG emissions (i.e. emissions generated as a consequence of the activities of the Company but which occur from sources not owned or controlled by it). The report will also include a scenario analysis of how climate change is likely to impact the Company's assets under orderly, disorderly and hothouse world scenarios, and discussion of the most significant drivers of performance under those scenarios.

The Board and Corporate Governance

There has been no change to the composition of the Board during the reporting period.

Yuuichiro Nakajima, a member of the Board since April 2014, will retire from the Board following the conclusion of the forthcoming AGM in July 2023. The Board has benefited immensely from Yuuichiro's contribution, especially his knowledge of the Japanese economy and investment environment. On behalf of the Board and the shareholders, I would like to thank Yuuichiro for his commitment to the Company since his appointment. The Board has a plan to refresh its membership in an orderly manner over time, and will, as part of its long-term succession planning, seek to recruit new non-executive Directors when appropriate.

In accordance with good corporate governance practice, all Directors, with the exception of Yuuichiro Nakajima, will stand for re-election at the forthcoming AGM.

Shareholders who wish to contact the Chairman or other members of the Board may do so through the Company Secretary or the Company's website, details of which appear below.

Annual General Meeting

The Company's AGM will be held on Thursday, 27th July 2023 at 12.00 noon at 60 Victoria Embankment, London EC4Y 0JP.

We are delighted that this year we will once again be able to invite shareholders to join us in person for the Company's AGM, to hear from the Investment Managers, who will present at the meeting via video link from Tokyo. Their presentation will be followed by a live question and answer session. Shareholders wishing to follow the AGM proceedings but who choose not to attend in person will be able to view them live and ask questions (but not vote) through conferencing software. Details on how to register, together with access details, will be available shortly on the Company's website at www.jpmjapansmallcapgrowthandincome.co.uk or by contacting the Company Secretary at invtrusts.cosec@jpmorgan.com .

My fellow Board members, representatives of JPMorgan and I look forward to the opportunity to meet and speak with shareholders after the formalities of the meeting have been concluded.

Shareholders who are unable to attend the AGM are strongly encouraged to submit their proxy votes in advance of the meeting, so they are registered and recorded at the AGM. Proxy votes can be lodged in advance of the AGM either by post or electronically: detailed instructions are included in the Notes to the Notice of the AGM on pages 90 to 93 of the Annual Report.

If there are any changes to the above AGM arrangements, the Company will update shareholders through an announcement to the London Stock Exchange and on the Company's website.

Outlook

Despite the persistently uncertain global investment climate, unsettling geopolitical tensions and the near-term volatility these continue to generate, the Board shares the Investment Managers' conviction that the long term outlook for Japan's small cap companies remains positive. Japan is undergoing significant technological and structural changes and its innovative, entrepreneurial small cap companies are ideally placed to capitalise on the opportunities these changes generate. Small cap companies are already leading the way in a variety of niche markets. The Company's Managers are extremely well-supported in their search for such success stories by JPMorgan's extensive global and Tokyo-based research resources. The Board is therefore optimistic about the Company's prospects, and we share the Managers' confidence in its ability to continue delivering attractive levels of capital growth to shareholders over the long term.

Alexa Henderson

Chairman

23rd June 2023

Investment Managers' Report

Performance and Market Review

Over the 12 months to March 2023, the Company's benchmark, the MSCI Japan Small Cap Index (in sterling terms), produced a total return of +5.0%. The Company's net assets underperformed the index by -10.7 percentage points over the same period, delivering a return of -5.7%.

Early in the year, the market performance was weak on the back of continued concerns over inflation and rising interest rates in major economies. These rate increases had an especially adverse impact on the valuations of technology and other high growth stocks in all major markets, as higher rates reduce the value of these companies' future cash flows. Japanese technology-related and growth stocks were caught up in the rout, despite the fact that Japanese inflation remained relatively subdued.

The market started to rebound on anticipation of a peak in rate hikes following slower than expected inflation figures in the US. But this rally partially reversed as the Bank of Japan (BoJ) announced an adjustment in the yield curve control range in December, which came sooner than expected, and raised speculation about an eventual tightening of the BoJ's ultra-easy monetary policy. Global concerns over the financial system were triggered by the collapse of Silicon Valley Bank in March this year, leading to a fresh bout of volatility. However, markets recovered towards the end of the reporting period following government and central bank interventions to support other struggling institutions and protect deposits. During the same period, the Japanese yen weakened against the US dollar and sterling. The Company's underperformance over the year is in part the result of its bias towards quality and growth stocks, which were the stocks worst hit by last year's market sell-off. This performance is very disappointing. However, our investment strategy looks beyond short-term market fluctuations and adopts a long-term perspective, based on the view that excess returns take time to accumulate, especially for smaller cap stocks. While the past year's performance has dragged down average annualised performance over the past few years, over the 10 years to the end of March 2023, the Company has made an average annual return of +7.8% in NAV terms, outperforming the benchmark by +0.9 percentage points.

 
 Performance attribution 
 Year ended 31st March 2023 
                                    %      % 
--------------------------------  -----  ----- 
 Contributions to total returns 
--------------------------------  -----  ----- 
 Benchmark return                         5.0 
--------------------------------  -----  ----- 
 Sector allocation                 -3.7 
--------------------------------  -----  ----- 
 Stock selection                   -6.3 
--------------------------------  -----  ----- 
 Gearing/cash                      0.5 
--------------------------------  -----  ----- 
 Return relative to benchmark             -9.5 
--------------------------------  -----  ----- 
 Portfolio return                         -4.5 
--------------------------------  -----  ----- 
 Management fee/other expenses     -1.2 
--------------------------------  -----  ----- 
 Return on net assets(A)                  -5.7 
--------------------------------  -----  ----- 
 Return to shareholders(A)                -7.8 
--------------------------------  -----  ----- 
 

Source: Factset, JPMAM, Morningstar.

All figures are on a total return basis.

Performance attribution analyses how the Company achieved its recorded performance relative to its benchmark.

(A) Alternative Performance Measure ('APM').

A glossary of terms and APMs is provided on pages 94 and 95 of the Annual Report.

Spotlight on sectors and stocks

During the 12 months under review, both sector allocation and stock selection had a negative impact on performance.

The portfolio differs substantially from the benchmark, and this will, by definition, often lead to significant volatility in performance relative to the benchmark, as it has done over the past year. The most significant detractors at the sector level included our overweights to software & services and media & entertainment, sectors which came under particular pressure during last year's sell-off. However, we believe that the trend towards digitalisation will remain a source of significant potential growth in Japan, considering the relatively low penetration of digital services such as e-commerce and cashless payments, so we remain overweight in these sectors. Our underweight to retailing also detracted, as this sector has done well due to the favourable impact of Japan's re-opening. The main sector level contributors to performance included our underweight to real estate and food beverage & tobacco, and an overweight to consumer services. We maintained underweight in real estate and food beverage & tobacco due to a relatively lower level of conviction surrounding the long-term growth potential in both sectors' companies. On the other hand, we continue to have an overweight in consumer services as we see market share gain potential amid domestic consolidation over the long term within the sector's names. At the stock level, several names made significant positive contributions to returns, including Capcom , Yamato Kogyo and Medley :

-- Capcom develops and publishes video game software, including Street Fighter, Monster Hunter, and Resident Evil (Biohazard). The earnings of gaming software companies have stabilised over the past few years, especially for those with strong intellectual property. This is due to the consistent rise in the digital download ratio, which measures the download of games as a percentage of total sales from all sources, including via retail outlets. Digital downloads have higher per unit profitability thanks to the ease of distribution, and companies such as Capcom, with multiple popular titles, are benefitting from this shift.

-- Yamato Kogyo is an electric arc furnace (EAF) steelmaker producing construction steel using electricity to smelt scrap steel. Electric arc furnaces emit only around one sixth to a quarter of the greenhouse gases produced by conventional blast furnaces, and Yamato Kogyo is one of the largest Japanese steelmakers using this technology. Outside Japan, the company also has a globally well diversified business portfolio. It owns market leading operations in the US, and South-East Asia, including Thailand and Vietnam, through subsidiaries and joint ventures. We expect the shift towards more environmentally friendly methods of steel production to ensure the company enjoys a tailwind generated by strong global demand over the medium term.

-- Medley is a healthcare staffing platform and software solution provider. Given Japan's aging population, the economy is experiencing a structural shortage of workers in healthcare, as well as in many other sectors. The ratios of job openings to job applicants for healthcare workers is significantly higher than the all-industry average, making healthcare staffing an attractive secular growth space. Within the industry, Medley differentiates its staffing service by charging a low, success-based fee which compares favourably with traditional players who charge either a 20-30% commission per hiring or a fixed posting fee levied regardless of the application or hiring outcome.

Unfortunately, the positive effect of these stock selection decisions was more than offset by the adverse impact of other stock positions. The largest detractors from performance over the period included Tosho , MEC and Benefit One .

-- Tosho is a gym operator mainly targeting clients new to gym attendance. Before Covid-19, Tosho enjoyed the highest margin within the gym industry, thanks to its unique customer targeting and highly efficient operation. The company suffered a loss of gym memberships following the onset of the pandemic but has since streamlined its operations further and is currently in a recovery phase. Despite Tosho's recent challenging period, we continue to hold this name, due to our confidence in the company's long-term growth potential.

-- MEC manufactures advanced adhesion enhancer products used to produce printed circuit boards. The company is a global leader in this niche market. Its products improve adhesion between the wiring and insulating materials in semiconductors, preventing abrasion after long exposure to heat. This is an especially desirable characteristic in the production of miniature semiconductors. We anticipate MEC's adhesion enhancers will enjoy rising demand and revenue growth as the trend towards semiconductor miniaturisation continues. MEC was the top positive contributor in the previous financial period, though its share price corrected during the global semiconductor cyclical downturn. Despite the correction, we still see great long-term potential for MEC, and we have maintained our holding.

-- Benefit One is Japan's number one fringe benefit outsourcing service provider, following its recent acquisition of its competitor, the third largest provider, JTB Benefit. Japan's structural labour shortage is encouraging companies to use fringe benefits as a means of attracting talent. Benefit One boasts close to 9 million members, but currently, less than 40% of the working population receives fringe benefits, so there is great potential for further growth in this market. Benefit One's share price corrected in response to a longer than expected slowdown in topline growth due to the impact of the pandemic, but we continue to hold this name given its long-term growth potential.

Gearing stood at 5.6% at the end of the financial year.

About our investment philosophy

The Company aims to provide shareholders with access to the innovative and fast-growing smaller companies' universe at the core of the Japanese economy. Our portfolio favours quality and growth, and we target companies (other than Japan's largest 200) which we believe can compound earnings growth over the long term, supported by sustainable competitive advantages and good management teams. We especially like businesses that reinvest to capitalise on their growth potential. We believe the strong and durable market positioning of such companies will allow them to substantially increase their intrinsic value over time. At the same time, we avoid stocks that have no clear differentiation from competitors and that operate in industries plagued by structural decline and excess supply.

Our stock selection is based on fundamental analysis, local 'on-the-ground' knowledge and extensive contact with the management teams of prospective and current portfolio companies. The Company is managed by a team of three, supported by over 20 Tokyo-based investment professionals who possess an in-depth understanding of small cap businesses, which is a very under-researched and under-appreciated part of the market. This local knowledge thus provides us with a significant strength in identifying investment opportunities overlooked by many investors.

Within our bottom-up investment process, the starting point is the Strategic Classification framework, where we address the key question "Is this a business that we want to own?". Through this process we assign a rating of Premium, Quality or Trading to each stock, based on the economics, competitive sustainability and governance practices of the business. We aim to maximise exposure to Premium and Quality companies, where we are most confident in the long-term outlook, and where possible, we aim to invest from an early stage, in order to benefit fully as companies realise their growth potential.

When investing in smaller companies, we believe it is important to adopt a long-term perspective, to give these companies the time they need to generate excess returns. Consistency on this point is key, so we continue to focus on quality companies with structural growth opportunities, despite the fact that the portfolio may struggle at times when value stocks are in favour. Having said that, the Company is not a 'growth at any price' strategy, and we always strive to invest at a reasonable price. To this end, we use a five-year expected return framework to consider whether a stock's price is at an attractive level. It is also important to construct a well-balanced portfolio to minimise unintended risks, so the portfolio is invested in a wide range of sectors, including not only software services and technology hardware, but also materials, chemicals, construction, machinery, retail and restaurants, and consumer goods and services.

Trends and themes

While our decisions are based on company-specific factors, there are also structural, long-term trends and themes that underlie much of our stock selection.

Our investment themes include:

-- Demographic Change: It is no secret that Japan's population is ageing and shrinking. While this is a difficult environment for the economy overall, there are areas that can profit from this trend. For example, staffing companies or businesses focused on improving labour productivity are benefitting from tight labour market conditions. The owners of family-run businesses looking to divest as they approach retirement provide opportunities for more M&A and consolidation, which can benefit larger industry players.

-- Digital Innovation: Although Japan is an advanced industrial economy, it lags other markets in the adoption of digitalisation. For example the penetration of cashless payments, e-commerce, and cloud software services remains relatively low. However, the direction of travel is as clear as it is around the world, and we anticipate sustained growth in the adoption of digital technologies over the medium to long term.

-- Industry Niches: Japanese manufacturing is world class, and the country is a leading global supplier of factory automation equipment, robots, electronics parts and materials. These present attractive investment opportunities for companies specialising in niche products and technology segments.

-- World Class Consumer Brands: Japanese businesses operating beyond Japan's shores are in a very strong position to capture new customers in Asia's dynamic, fast-growing economies. Demand for high quality Japanese goods and brands is likely to be particularly strong.

-- De-carbonisation: The environment is the subject of much attention in Japan, thanks to the government's commitment to reduce carbon emissions to net zero by 2050. Japanese smaller companies have unique technologies capable of reducing emissions in many industries, including electric vehicles, solar and wind power generation, and other clean energy sources. We continue our efforts to identify companies well positioned to benefit from efforts to reduce emissions, and those with the ability to transform their business models to meet the government's net zero target.

-- Corporate Governance: Japanese companies are making a concerted effort to improve governance standards via the appointment of more independent, external board directors and the adoption of other beneficial policies. These include enhanced shareholder returns, tighter internal controls and stronger disclosure rules to boost transparency. There is room for further improvement in the quality of corporate governance, and the market is likely to reward companies that upgrade their governance standards. We will therefore maintain an ongoing constructive dialogue with companies on this broad theme.

Portfolio Activity

Key new purchases during the reporting period included Sangetsu , Paltac and Kyushu Railway .

-- Sangetsu is Japan's number one wallpaper producer. This is a mature market, dominated by an oligopoly of three companies, where the top player, Sangetsu, has been consistently expanding market share, and currently supplies over 50% of the market. The pricing environment has been improving recently, with the number two player following Sangetsu's lead in raising prices. Sangetsu has a solid balance sheet with a net cash position, and a strong commitment to shareholder returns.

-- Paltac is the top wholesaler for cosmetics and other everyday items sold in drugstores, discount stores and other outlets. The market is fragmented, but Paltac has been consistently gaining market share, which currently stands at over 30%, with scope to rise further thanks to the company's overwhelming scale and constant efficiency gains it is realising from the introduction of automation. Paltac has a solid balance sheet, with a net cash position, and we also sense an overall improvement in capital allocation.

-- Kyushu Railway is a railway operator in the Kyushu region. The company also has non-railway businesses such as real estate leasing and hotels. Railway companies were negatively impacted by Covid-19, although we anticipate steady growth over the mid-to-long-term, supported by the return of inbound tourism. Enhanced shareholder returns should also underpin the share price, while valuations are not demanding.

To fund these and other acquisitions, our largest divestments over the past year included SUMCO , Iriso Electronics , Money Forward and S-Pool . We sold SUMCO , which produces silicon wafers for use in semiconductors, and Iriso Electronics , another electronic components manufacturer, in favour of higher conviction ideas within hardware technology, including the acquisition of Fujimi and Japan Material . We also exited Money Forward , one of the top cloud accounting service providers for mid and small-cap enterprises. Competition in this industry is increasing, leading to higher-than-expected upfront marketing and R&D costs and less certainty about Money Forward's financial prospects over the long term. A position in S-Pool , an employment agency focused on services for people with disabilities, was also closed due to the risk of regulatory pressures.

Our bias towards quality and growth means the portfolio continues to have a higher return on equity (ROE) and stronger earnings per share (EPS) growth than its benchmark.

Outlook and strategy

The external environment is uncertain, pervaded by geopolitical tensions, the risk of a global recession, and persistent concerns about inflation and interest rate hikes. Japan is also seeing signs of inflation, as rising commodity prices and a weaker yen have imported inflationary pressures although inflation levels are lower than in other major markets. However, as one response to Japan's tight labour market conditions, some large corporates have started to announce generous wage increases, to attract and retain workers. These increases follow decades of stagnant wages, so this is very encouraging for the Japanese economy. On the monetary policy front, following the BoJ's monetary policy tweak in December 2022, financial markets are awaiting further policy guidance from the BoJ's new governor.

Regardless of these external and domestic events, we remain optimistic about the long-term outlook for Japanese small cap companies, and your Company, for several reasons. The average valuations of Japanese companies remain reasonable, and lower than both historical averages and valuations in most other major markets. Furthermore, Japanese equity markets will draw near-term support from Japan's belated lifting of Covid -19 restrictions. Japan reopened its borders in October 2022, much later than most other developed nations, and just before China's surprise decision to abandon its zero Covid -19 policies. So inbound tourism and a general reopening of the Japanese economy have only just gained traction in recent months. China's reopening is also supportive for many Japanese companies.

However, in our view, the most important structural support for Japan's equity market over the medium to longer term will be the ongoing improvement in corporate governance. The past few years have seen clear progress on this front, in large part thanks to the Corporate Governance Code introduced in 2015. We have seen notable improvement in areas such as board independence, and we expect more positive developments ahead, especially increased shareholder returns. Half of Japan's listed non-financial companies still have net cash positions, so there is significant scope for this cash to be returned to shareholders over the longer term.

The pandemic has given added impetus to some other positive structural changes underway in Japan, especially the application of technology and digitalisation in many areas of economic activity. These trends will underpin growth, productivity and corporate earnings for years to come. In sharp contrast to other developed economies, Japan's smaller companies are at the forefront of this innovation and change making them ideally positioned to prosper over the long term. However, the sell side coverage for such exciting mid- and small-cap companies tends to be thin, so many investors overlook the compelling opportunities available in this sector of the market.

In contrast, we have the support of a large team of Japanese equity analysts and fund managers on the ground in Tokyo, to help us identify these hidden gems. This puts the Company in a favourable position to capitalise on the long-term structural changes playing out in Japan. This, combined with our long-term performance track record, underpins our conviction that our investment approach is sound, and capable of weathering bouts of short-term volatility such as we are currently experiencing, just as it has done in the past. We are therefore confident the Company will deliver positive and sustained returns to our shareholders over the medium and long term.

Miyako Urabe

Xuming Tao

Naohiro Ozawa

Investment Managers

23rd June 2023

Principal and Emerging Risks

The Board has overall responsibility for reviewing the effectiveness of the Company's system of risk management and internal control.

The Board is supported by the Audit Committee in the management of risk. The risk management process is designed to identify, evaluate, manage, and mitigate risks faced.

Although the Board believes that it has a robust framework of internal controls in place this can provide only reasonable, and not absolute, assurance against material financial misstatement or loss and is designed to manage, not eliminate, risk.

The Directors confirm that they have 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 risks identified and the ways in which they are managed or mitigated are summarised below.

With the assistance of JPMF, the Audit Committee has drawn up a risk matrix, which identifies the principal and emerging risks to the Company. These are reviewed and discussed on a regular basis by the Board, through the Audit Committee. These risks fall broadly into the following categories:

 
                                                                                                              Movement 
                                                                                                                  from 
 Principal          Description                       Mitigation/Control 
  risk                                                                                                      Prior Year 
-----------------  --------------------------------  -------------------------------  -------------------------------- 
 Investment         An inappropriate investment       The Company has a clearly 
  and Strategy       strategy, poor asset             defined 
                     allocation or the                strategy and investment remit, 
                     level of gearing,                which is reviewed annually. 
                     may lead to underperformance     The                                            Risk has been 
                     against the Company's            portfolio is managed by a                       heightened 
                     benchmark index and              highly                                       by the Company's 
                     its peer companies,              experienced Investment                       underperformance 
                     resulting in the Company's       Manager,                                        during the 
                     shares trading on                with a defined investment                          year. 
                     a wider discount.                appraisal 
                                                      process. The Board relies on 
                                                      the Investment Manager's 
                                                      skills 
                                                      and judgment to make 
                                                      investment 
                                                      decisions based on research 
                                                      and 
                                                      analysis of individual stocks 
                                                      and sectors. To aid 
                                                      appropriate 
                                                      investment decisions, the 
                                                      Board 
                                                      has set investment guidelines 
                                                      and parameters for the 
                                                      portfolio 
                                                      managers to follow. The AIFM 
                                                      also monitors the Investment 
                                                      Manager against the Company's 
                                                      investment guidelines. 
                                                      The Board reviews the 
                                                      performance 
                                                      of the portfolio against the 
                                                      Company's benchmark index, 
                                                      that 
                                                      of its competitors and the 
                                                      outlook 
                                                      for the markets on a regular 
                                                      basis, with the portfolio 
                                                      managers 
                                                      who attend Board meetings. 
                                                      Where 
                                                      necessary the portfolio 
                                                      managers 
                                                      will take action following a 
                                                      review of the performance. 
                                                      The Board also reviews the 
                                                      level 
                                                      of premium/discount to NAV at 
                                                      which the Company's shares 
                                                      trade 
                                                      and movements in the share 
                                                      register. 
                                                      The Board regularly seeks the 
                                                      views of its investors. 
-----------------  --------------------------------  -------------------------------  -------------------------------- 
 Market             Market risk arises                The Board considers the split 
                     from uncertainty about           in the portfolio between small 
                     the future prices                and large companies, sector 
                     of the Company's investments.    and 
                     This market risk comprises       stock selection and levels of                  Risk has been 
                     three elements - equity          gearing on a regular basis and                  heightened 
                     market risk, currency            has set investment                            by inflationary 
                     risk and interest                restrictions                                     pressures 
                     rate risk.                       and guidelines, which are                        due to an 
                                                      monitored                                       adjustment 
                                                      and reported on by JPMF. The                   in the yield 
                                                      Board monitors the                             curve control 
                                                      implementation                                range announced 
                                                      and results of the investment                   by the Bank 
                                                      process with the Manager.                       of Japan in 
                                                      However,                                       December and 
                                                      the fortunes of the portfolio                market volatility 
                                                      are significantly determined                     caused by 
                                                      by market movements in                        global concerns 
                                                      Japanese                                    over the financial 
                                                      equities, the rate of exchange                    system. 
                                                      between the Japanese yen and 
                                                      sterling and interest rate 
                                                      changes. 
                                                      This is a risk that investors 
                                                      take having invested into a 
                                                      single 
                                                      country fund. The Board 
                                                      recognises 
                                                      the benefits of a closed-end 
                                                      fund structure in extremely 
                                                      volatile 
                                                      markets. During times of 
                                                      elevated 
                                                      market stress, the ability of 
                                                      a closed-ended fund structure 
                                                      to remain invested for the 
                                                      long 
                                                      term enables the Manager to 
                                                      adhere 
                                                      to disciplined fundamental 
                                                      analysis 
                                                      from a bottom-up approach and 
                                                      be ready to respond to 
                                                      dislocations 
                                                      in the market as opportunities 
                                                      present themselves. 
-----------------  --------------------------------  -------------------------------  -------------------------------- 
 Operational        Disruption to, or                 On 1st July 2014, the Company    (R) 
  and Cybercrime     failure of, the Manager's        appointed Bank of New York        Risk remains 
                     accounting, dealing              Mellon                            relatively 
                     or payments systems              (International) Limited to act    unchanged. 
                     or the custodian's               as its depositary, responsible    The operational 
                     or depositary's records          for overseeing the operations     requirements 
                     could prevent accurate           of the custodian, JPMorgan        of the Company, 
                     reporting and monitoring         Chase                             including 
                     of the Company's financial       Bank, N.A., and the Company's     from its key 
                     position.                        cash flows. Details of how the    third-party 
                                                      Board monitors the services       service providers, 
                                                      provided                          have been 
                                                      by the Manager and its            subject to 
                                                      associates                        rigorous testing. 
                                                      and the key elements designed     To date the 
                                                      to provide effective internal     operational 
                                                      control are included in the       arrangements 
                                                      Risk                              have proven 
                                                      Management and Internal           robust and 
                                                      Control                           key third-party 
                                                      section of the Corporate          service providers 
                                                      Governance                        have not experienced 
                                                      Report on pages 49 and 50 of      significant 
                                                      the Annual Report.                operational 
                                                      As an externally managed          difficulties. 
                                                      investment 
                                                      trust, there is a continued 
                                                      reliance 
                                                      on the Manager and other 
                                                      third-party 
                                                      service providers. 
                                                      The Board reviews the overall 
                                                      performance of the Manager and 
                                                      other key third-party service 
                                                      providers and compliance with 
                                                      the investment management 
                                                      agreement 
                                                      on a regular basis to ensure 
                                                      their continued 
                                                      competitiveness 
                                                      and effectiveness, which 
                                                      includes 
                                                      assessment of the providers' 
                                                      control systems, 
                                                      whistle-blowing, 
                                                      anti-bribery and corruption 
                                                      policies 
                                                      and business continuity plans. 
                                                      The Manager's internal control 
                                                      processes are monitored 
                                                      throughout 
                                                      the year and are evidenced 
                                                      through 
                                                      its Service Organisation 
                                                      Control 
                                                      (SOC 1) reports, prepared by 
                                                      an independent auditor. The 
                                                      SOC 
                                                      1 reports, which are reviewed 
                                                      annually by the Audit 
                                                      Committee, 
                                                      provide assurance in respect 
                                                      of the effective operation of 
                                                      internal controls. 
                                                      Service providers are 
                                                      appointed 
                                                      with clearly-documented 
                                                      contractual 
                                                      arrangements detailing service 
                                                      expectations. The Audit 
                                                      Committee 
                                                      receives assurance and 
                                                      internal 
                                                      controls reports from key 
                                                      service 
                                                      providers on an annual basis. 
                                                      The threat of cyber-attack, in 
                                                      all its guises, is regarded as 
                                                      at least as important as more 
                                                      traditional physical threats 
                                                      to business continuity and 
                                                      security. 
                                                      The Board has received the 
                                                      cyber 
                                                      security policies for its key 
                                                      third party service providers 
                                                      and JPMF has assured the 
                                                      Directors 
                                                      that the Company benefits 
                                                      directly 
                                                      or indirectly from all 
                                                      elements 
                                                      of JPMorgan's Cyber Security 
                                                      programme. The information 
                                                      technology 
                                                      controls around the physical 
                                                      security of JPMorgan's data 
                                                      centres, 
                                                      security of its networks and 
                                                      security of its trading 
                                                      applications 
                                                      are tested by independent 
                                                      reporting 
                                                      accountants and reported every 
                                                      six months against the Audit 
                                                      and Assurance Faculty 
                                                      Standard. 
-----------------  --------------------------------  -------------------------------  -------------------------------- 
 Loss of            The sudden departure              The Manager takes steps to       (R) 
  Investment         of the investment                reduce                            The Manager 
  Team or            managers or several              the likelihood of such an         has ensured 
  Investment         members of the wider             event                             the portfolio 
  Managers           investment management            by ensuring appropriate           is managed 
                     team could result                succession                        by a robust 
                     in a short-term deterioration    planning and the adoption of      portfolio 
                     in investment performance.       a team based approach.            management 
                                                                                        team i.e. 
                                                                                        the portfolio 
                                                                                        is co-managed 
                                                                                        by three portfolio 
                                                                                        managers who 
                                                                                        are supported 
                                                                                        by a number 
                                                                                        of on-the-ground 
                                                                                        investment 
                                                                                        professionals. 
-----------------  --------------------------------  -------------------------------  -------------------------------- 
 Share Price        If the share price                The Board monitors the           (R) 
  Relative           of an investment trust           Company's                         Risk remains 
  to NAV per         is lower than the                premium/discount level and,       relatively 
  Share              NAV per share, the               although                          unchanged. 
                     shares are said to               the rating largely depends        The Board 
                     be trading at a discount.        upon                              regularly 
                                                      the relative attractiveness of    reviews and 
                                                      the trust, the Board has          monitors the 
                                                      authority                         Company's 
                                                      to issue new shares or buy        objective 
                                                      backs                             and investment 
                                                      its existing shares when          policy and 
                                                      deemed                            strategy, 
                                                      by the Board to be in the best    the investment 
                                                      interests of the Company and      portfolio 
                                                      its shareholders. The Board is    and its performance, 
                                                      committed to consider buying      the level 
                                                      back the Company's shares         of discount/ 
                                                      when/if                           premium to 
                                                      they stand at anything more       net asset 
                                                      than                              value at which 
                                                      a small discount to enhance       the shares 
                                                      the                               trade and 
                                                      NAV per share for remaining       movements 
                                                      shareholders.                     in the share 
                                                                                        register. 
-----------------  --------------------------------  -------------------------------  -------------------------------- 
 Accounting,        In order to qualify               Were the Company to breach       (R) 
  Legal and          as an investment trust,          Section                           Risk remains 
  Regulatory         the Company must comply          1158, it might lose its           relatively 
                     with Section 1158                investment                        unchanged. 
                     of the Corporation               trust status and, as a            Compliance 
                     Tax Act 2010 ('Section           consequence,                      with relevant 
                     1158'). Details of               gains within the Company's        regulations 
                     the Company's approval           portfolio                         is monitored 
                     are given on page                would be subject to Capital       on an ongoing 
                     27. Section 1158 requires,       Gains                             basis by the 
                     among other matters,             Tax. The Section 1158             Company Secretary 
                     that the Company does            qualification                     and Manager 
                     not retain more than             criteria are continually          who report 
                     15% of its investment            monitored                         regularly 
                     income, can demonstrate          by JPMF and the results           to the Board. 
                     an appropriate diversification   reported 
                     of risk and is not               to the Board each month. The 
                     a close company.                 Company must also comply with 
                                                      the provisions of the 
                                                      Companies 
                                                      Act 2006 and, as its shares 
                                                      are 
                                                      listed on the London Stock 
                                                      Exchange, 
                                                      the UKLA Listing Rules and 
                                                      Disclosure 
                                                      Guidance and Transparency 
                                                      Rules 
                                                      ('DTRs'). A breach of the 
                                                      Companies 
                                                      Act 2006 could result in the 
                                                      Company and/or the Directors 
                                                      being fined or the subject of 
                                                      criminal proceedings. Breach 
                                                      of the UKLA Listing Rules or 
                                                      DTRs could result in the 
                                                      Company's 
                                                      shares being suspended from 
                                                      listing, 
                                                      which in turn would breach 
                                                      Section 
                                                      1158. The Directors seek to 
                                                      comply 
                                                      with all relevant regulation 
                                                      and legislation in the UK, 
                                                      Europe 
                                                      and the US and rely on the 
                                                      services 
                                                      of its Company Secretary, 
                                                      JPMF, 
                                                      and its professional advisers 
                                                      to monitor compliance with all 
                                                      relevant requirements. 
-----------------  --------------------------------  -------------------------------  -------------------------------- 
 Political          Political changes                 The Company is at risk from      (R) 
  and Economic       in Japan and the resulting       changes                           Risk remains 
                     economic uncertainty             to the regulatory, legislative    relatively 
                     may affect the Company,          and taxation framework within     unchanged. 
                     the value of its investments     which it operates, whether        Political 
                     in Japan and capital             such                              risks have 
                     allocation decision              changes were designed to          always been 
                     making. Changes in               affect                            part of the 
                     legislation, including           it or not. The Board monitors     investment 
                     in Japan, the US,                and receives advice from the      process. 
                     UK and the European              Manager and other advisors on 
                     Union, may adversely             political and economic risks. 
                     affect the Company 
                     either directly or 
                     because of restrictions 
                     or enforced changes 
                     on the operations 
                     of the Manager. JPMF 
                     makes recommendations 
                     to the Board on accounting, 
                     dividend and tax policies 
                     and the Board seeks 
                     external advice where 
                     appropriate. Significant 
                     political events could 
                     impact the health 
                     of the Japanese or 
                     UK economy, resulting 
                     in the imposition 
                     of restrictions on 
                     the free movement 
                     of capital. 
-----------------  --------------------------------  -------------------------------  -------------------------------- 
 Global Pandemics   The emergence of COVID-19         The Board receives reports on    (R) 
                     has highlighted the              the business continuity plans     Risk remains 
                     speed and extent of              of the Manager and other key      relatively 
                     economic damage that             service providers. The            unchanged. 
                     can arise from a pandemic.       effectiveness                     The economic 
                     Evidence suggests                of these measures has been        impact of 
                     that the likelihood              assessed                          the COVID-19 
                     of pandemics has increased       throughout the course of the      pandemic has 
                     over the past century            COVID-19 pandemic and the         been considered. 
                     due to increased global          Board                             There are 
                     travel and integration,          will continue to monitor          always exogenous 
                     urbanisation, changes            developments                      risks and 
                     in land use, and greater         as they occur and seek to         consequences, 
                     exploitation of the              learn                             which are 
                     natural environment.             lessons which may be of use in    difficult 
                     The response to the              the event of future pandemics.    to predict 
                     Pandemic by the Japanese         To date the portfolio's           and plan for 
                     and other governments            holdings                          in advance. 
                     may potentially fail             have not exhibited a long-term    The Company 
                     to mitigate the economic         negative impact and have          does what 
                     damage created by                recovered                         it can to 
                     the Pandemic and public          as the containment measures       address these 
                     health responses to              eased.                            risks when 
                     it, or may create                The Board is mindful that         they emerge, 
                     new risks in their               implications                      not least 
                     own right.                       arising from future pandemics     operationally 
                                                      will vary and hence the           and in trying 
                                                      ability                           to meet its 
                                                      to assess mitigation              investment 
                                                      activities                        objective. 
                                                      is limited. But the Board 
                                                      seeks 
                                                      to manage these risks through: 
                                                      a broadly diversified equity 
                                                      portfolio, appropriate asset 
                                                      allocation, reviewing key 
                                                      economic 
                                                      and political events and 
                                                      regulatory 
                                                      changes, active management of 
                                                      risk and the application of 
                                                      relevant 
                                                      policies on gearing and 
                                                      liquidity. 
-----------------  --------------------------------  -------------------------------  -------------------------------- 
 Geopolitical       Geopolitical Risk                 There is little direct control 
  instability        is the potential for             of this risk possible. The 
                     political, socio-economic        Company 
                     and cultural events              addresses these global 
                     and developments to              developments                               Although geopolitical 
                     have an adverse effect           through regular questioning of                   risks are 
                     on the value of the              the Manager and will continue                   part of the 
                     Company's assets.                to monitor these issues as                      investment 
                     The Company and its              they                                           process, this 
                     assets may be impacted           develop.                                       risk has been 
                     by geopolitical instability,     The Board has the ability,                      heightened 
                     in particular concerns           with                                           by the recent 
                     over global economic             shareholder approval, to amend                Russia-Ukraine 
                     growth. The crisis               the policy and objectives of                     invasion. 
                     in Ukraine has affected          the Company to mitigate the 
                     energy and commodity             risks 
                     markets and may cause            arising from geopolitical 
                     further damage to                concerns. 
                     the global economy. 
                     The ongoing conflict 
                     between Russia and 
                     Ukraine has heightened 
                     the possibility that 
                     tensions will spill 
                     over and intensify 
                     geo-political unrest 
                     between other countries 
                     sharing a common border. 
-----------------  --------------------------------  -------------------------------  -------------------------------- 
 Climate            Climate change has                The Board receives ESG reports 
  Change             become one of the                from the Manager on the 
                     most critical issues             portfolio 
                     confronting companies            and the way ESG considerations 
                     and their investors.             are integrated into the                        Risk has been 
                     Climate change can               investment                                      heightened 
                     have a significant               decision-making, so as to                        by rising 
                     impact on the business           mitigate                                       temperatures 
                     models, sustainability           risk at the level of stock                 fueling environmental 
                     and even viability               selection                                      degradation, 
                     of individual companies,         and portfolio construction. As              natural disasters, 
                     whole sectors and                extreme weather events become                weather extremes, 
                     even asset classes.              more common, the resiliency,                  food and water 
                                                      business continuity planning                    insecurity 
                                                      and the location strategies of                 and economic 
                                                      the Company's services                          disruption. 
                                                      providers 
                                                      will come under greater 
                                                      scrutiny. 
-----------------  --------------------------------  -------------------------------  -------------------------------- 
 

Emerging Risks

The Board is cognisant of emerging risks, which are characterised by a high degree of uncertainty in terms of probability of occurrence and possible effects on the Company.

Emerging risks are considered as they are identified and are incorporated into the Company's risk matrix. The Board, through the Audit Committee, will continue to assess these risks on an ongoing basis. The following have been identified as emerging risks:

 
 Emerging risk                  Description                                  Mitigation/Control 
-----------------------------  -------------------------------------------  ------------------------------------------ 
 Artificial Intelligence (AI)   While it might equally be deemed a great     The Board will work with the Manager to 
                                opportunity and force for good, there        monitor developments concerning AI as its 
                                appears also                                 use evolves 
                                to be an increasing risk to business and     and consider how it might threaten the 
                                society more widely from AI. Advances in     Company's activities, which may, for 
                                computing                                    example, include 
                                power means that AI has become a powerful    a heightened threat to cybersecurity. The 
                                tool that will impact a huge range of        Board will work closely with the Manager 
                                areas and                                    in identifying 
                                with a wide range of applications that       these threats and, in addition, monitor 
                                include the potential to disrupt and even    the strategies of our service providers. 
                                to harm.                                     Furthermore, 
                                In addition the use of AI could be a         the Company's investment process includes 
                                significant disrupter to business            consideration of technological 
                                processes and whole                          advancement and the 
                                companies leading to added uncertainty in    resultant potential to disrupt both 
                                corporate valuations.                        individual companies and the wider 
                                                                             markets. 
-----------------------------  -------------------------------------------  ------------------------------------------ 
 

Transactions with related parties

Full details of Directors' remuneration and shareholdings can be found on pages 55 and 56 and in note 6 on page 74 of the Annual Report.

Statement of Directors' Responsibilities

The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulation.

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 the profit or loss of the Company for that period. In preparing the financial statements, the Directors are required to:

-- select suitable accounting policies and then apply them consistently;

-- 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;

-- make judgements and accounting estimates that are reasonable and prudent; and

-- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business

and the Directors confirm that they have done so.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements and the Directors' Remuneration Report comply with the Companies Act 2006.

The Directors are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors are responsible for the maintenance and integrity of the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Under applicable law and regulations the Directors are also responsible for preparing a Strategic Report, a Directors' Report and a Directors' Remuneration Report that comply with the law and those regulations.

Each of the Directors, whose names and functions are listed in Directors' Report confirm that, to the best of their knowledge:

-- the Company's financial statements, which have been prepared 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), give a true and fair view of the assets, liabilities, financial position and profit of the Company; and

-- the Directors' Strategic Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces.

The Directors consider that the Annual Report and Financial Statements, 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.

For and on behalf of the Board

Alexa Henderson

Chairman

23rd June 2023

Statement of Comprehensive Income

For the year ended 31st March

 
                                                                   2023                             2022 
                                                       Revenue    Capital      Total   Revenue     Capital       Total 
                                                       GBP'000    GBP'000    GBP'000   GBP'000     GBP'000     GBP'000 
----------------------------------------------------  --------  ---------  ---------  --------  ----------  ---------- 
 Losses on investments held at fair value through 
  profit or loss                                             -   (15,007)   (15,007)         -    (72,449)    (72,449) 
 Net foreign currency gains                                  -        619        619         -         920         920 
 Income from investments                                 4,736         41      4,777     3,855           -       3,855 
 Other interest receivable                                   3          -          3         -           -           - 
----------------------------------------------------  --------  ---------  ---------  --------  ----------  ---------- 
 Gross return/(loss)                                     4,739   (14,347)    (9,608)     3,855    (71,529)    (67,674) 
 Management fee                                        (1,856)          -    (1,856)   (2,498)           -     (2,498) 
 Other administrative expenses                           (472)          -      (472)     (454)           -       (454) 
----------------------------------------------------  --------  ---------  ---------  --------  ----------  ---------- 
 Net return/(loss) before finance costs and taxation     2,411   (14,347)   (11,936)       903    (71,529)    (70,626) 
 Finance costs                                           (321)          -      (321)     (215)           -       (215) 
----------------------------------------------------  --------  ---------  ---------  --------  ----------  ---------- 
 Net return/(loss) before taxation                       2,090   (14,347)   (12,257)       688    (71,529)    (70,841) 
 Taxation                                                (500)          -      (500)     (357)           -       (357) 
----------------------------------------------------  --------  ---------  ---------  --------  ----------  ---------- 
 Net return/(loss) after taxation                        1,590   (14,347)   (12,757)       331    (71,529)    (71,198) 
----------------------------------------------------  --------  ---------  ---------  --------  ----------  ---------- 
 Return/(loss) per share (note 2)                        2.92p   (26.32)p   (23.40)p     0.61p   (131.22)p   (130.61)p 
----------------------------------------------------  --------  ---------  ---------  --------  ----------  ---------- 
 

Statement of Changes in Equity

 
                                Called up                Capital 
                                    share     Share   redemption          Other       Capital      Revenue 
                                  capital   premium      reserve   reserve(1,2)   reserves(2)   reserve(2)       Total 
                                  GBP'000   GBP'000      GBP'000        GBP'000       GBP'000      GBP'000     GBP'000 
-----------------------------  ----------  --------  -----------  -------------  ------------  -----------  ---------- 
 At 31st March 2021                 5,595    33,978        1,836        282,835      (13,231)     (11,195)     299,818 
 Net (loss)/return                      -         -            -              -      (71,529)          331    (71,198) 
 Dividends paid in the year 
  (note 3)                              -         -            -       (11,883)             -            -    (11,883) 
-----------------------------  ----------  --------  -----------  -------------  ------------  -----------  ---------- 
 At 31st March 2022                 5,595    33,978        1,836        270,952      (84,760)     (10,864)     216,737 
 Net (loss)/return                      -         -            -              -      (14,347)        1,590    (12,757) 
 Dividends paid in the year 
  (note 3)                              -         -            -        (7,958)             -            -     (7,958) 
-----------------------------  ----------  --------  -----------  -------------  ------------  -----------  ---------- 
 At 31st March 2023                 5,595    33,978        1,836        262,994      (99,107)      (9,274)     196,022 
-----------------------------  ----------  --------  -----------  -------------  ------------  -----------  ---------- 
 

(1) The share premium was cancelled in the period ended 31st March 2001 and redesignated as 'other reserve'.

(2) These reserves form the distributable reserves of the Company and may be used to fund distributions to investors via dividend payments.

Statement of Financial Position

At 31st March

 
                                                               2023        2022 
                                                            GBP'000     GBP'000 
-------------------------------------------------------  ----------  ---------- 
 Fixed assets 
 Investments held at fair value through profit or loss      206,931     229,912 
-------------------------------------------------------  ----------  ---------- 
 Current assets 
 Debtors                                                      3,412       2,672 
 Cash and cash equivalents                                    7,446      10,143 
-------------------------------------------------------  ----------  ---------- 
                                                             10,858      12,815 
 Creditors: amounts falling due within one year            (21,767)    (25,990) 
-------------------------------------------------------  ----------  ---------- 
 Net current liabilities                                   (10,909)    (13,175) 
-------------------------------------------------------  ----------  ---------- 
 Total assets less current liabilities                      196,022     216,737 
-------------------------------------------------------  ----------  ---------- 
 Net assets                                                 196,022     216,737 
-------------------------------------------------------  ----------  ---------- 
 Capital and reserves 
 Called up share capital                                      5,595       5,595 
 Share premium                                               33,978      33,978 
 Capital redemption reserve                                   1,836       1,836 
 Other reserve                                              262,994     270,952 
 Capital reserves                                          (99,107)    (84,760) 
 Revenue reserve                                            (9,274)    (10,864) 
-------------------------------------------------------  ----------  ---------- 
 Total shareholders' funds                                  196,022     216,737 
-------------------------------------------------------  ----------  ---------- 
 Net asset value per share (note 4)                          359.6p      397.6p 
-------------------------------------------------------  ----------  ---------- 
 

Statement of Cash Flows

For the year ended 31st March

 
                                                                           2023     2022(1) 
                                                                        GBP'000     GBP'000 
-------------------------------------------------------------------  ----------  ---------- 
 Cash flows from operating activities 
 Net loss before finance costs and taxation                            (11,936)    (70,626) 
 Adjustment for: 
 Net loss on investments held at fair value through profit or loss       15,007      72,449 
 Net foreign currency gains                                               (619)       (920) 
 Dividend income                                                        (4,736)     (3,855) 
 Interest income                                                            (3)           - 
 Realised loss/(gain) on foreign exchange transactions                       25       (154) 
 Decrease/(Increase) in accrued income and other debtors                     92       (105) 
 Decrease/(Increase) in accrued expenses                                     15        (35) 
-------------------------------------------------------------------  ----------  ---------- 
 Net cash used in operating activities                                  (2,155)     (3,246) 
 Dividends received                                                       4,355       3,231 
 Interest received                                                            3           - 
 Overseas tax paid                                                       ( 473)           - 
-------------------------------------------------------------------  ----------  ---------- 
 Net cash inflow/(outflow) from operating activities                      1,730        (15) 
-------------------------------------------------------------------  ----------  ---------- 
 Purchases of investments                                              (46,467)    (67,865) 
 Sales of investments                                                    55,328      89,635 
 Settlement of foreign currency contracts                                     -          45 
-------------------------------------------------------------------  ----------  ---------- 
 Net cash inflow from investing activities                                8,861      21,815 
-------------------------------------------------------------------  ----------  ---------- 
 Dividends paid                                                         (7,958)    (11,883) 
 Repayment of bank loan                                                 (4,844)           - 
 Interest paid                                                            (340)       (223) 
-------------------------------------------------------------------  ----------  ---------- 
 Net cash outflow from financing activities                            (13,142)    (12,106) 
-------------------------------------------------------------------  ----------  ---------- 
 (Decrease)/increase in cash and cash equivalents                       (2,551)       9,694 
-------------------------------------------------------------------  ----------  ---------- 
 Cash and cash equivalents at start of year                              10,143         627 
 Unrealised loss on foreign currency cash and cash equivalents            (146)       (178) 
-------------------------------------------------------------------  ----------  ---------- 
 Cash and cash equivalents at end of year                                 7,446      10,143 
-------------------------------------------------------------------  ----------  ---------- 
 Cash and cash equivalents consist of: 
 Cash and short-term deposits                                             7,446      10,143 
-------------------------------------------------------------------  ----------  ---------- 
 Total                                                                    7,446      10,143 
-------------------------------------------------------------------  ----------  ---------- 
 

(1) The presentation of the Cash Flow Statement, as permitted under FRS 102, has been changed so as to present the reconciliation of 'net return/(loss) before finance costs and taxation' to 'cash used in operating activities' on the face of the Cash Flow Statement. Previously, this was shown by way of note to the Cash Flow Statement. Other than consequential changes in presentation of the certain cash flow items, there is no change to the cash flows as presented in previous periods.

RECONCILIATION OF NET DEBT

 
 
                                        As at                Other non-cash             As at 
                              31st March 2022   Cash flows          charges   31st March 2023 
                                      GBP'000      GBP'000          GBP'000           GBP'000 
---------------------------  ----------------  -----------  ---------------  ---------------- 
 Cash and cash equivalents 
 Cash                                  10,143      (2,551)            (146)             7,446 
---------------------------  ----------------  -----------  ---------------  ---------------- 
                                       10,143      (2,551)            (146)             7,446 
 Borrowings 
 Debt due within one year            (25,030)        4,844              740          (19,446) 
---------------------------  ----------------  -----------  ---------------  ---------------- 
                                     (25,030)        4,844              740          (19,446) 
---------------------------  ----------------  -----------  ---------------  ---------------- 
 Net debt                            (14,887)        2,293              594          (12,000) 
---------------------------  ----------------  -----------  ---------------  ---------------- 
 

Notes to the Financial Statements

For the year ended 31st March 2023

   1.     Accounting policies 
   (a)   Basis of accounting 

The financial statements are prepared under the historical cost convention, modified to include the revaluation of fixed asset investments which are recorded at fair value, in accordance with the Companies Act 2006, United Kingdom 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' (the 'SORP') issued by the Association of Investment Companies in July 2022.

All of the Company's operations are of a continuing nature.

The financial statements have been prepared on a going concern basis. The disclosures on going concern on pages 52 and 53 in the Annual Report form part of these financial statements.

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

   2.     Return/(loss) per share 
 
                                                                 2023         2022 
                                                              GBP'000      GBP'000 
 -------------------------------------------------------  -----------  ----------- 
  Return per share is based on the following: 
  Revenue return                                                1,590          331 
  Capital loss                                               (14,347)     (71,529) 
 -------------------------------------------------------  -----------  ----------- 
  Total loss                                                 (12,757)     (71,198) 
 -------------------------------------------------------  -----------  ----------- 
  Weighted average number of shares in issue during the 
   year (excluding Treasury shares)                        54,510,339   54,510,339 
  Revenue return per share                                      2.92p        0.61p 
  Capital loss per share                                     (26.32)p    (131.22)p 
 -------------------------------------------------------  -----------  ----------- 
  Total loss per share                                       (23.40)p    (130.61)p 
 -------------------------------------------------------  -----------  ----------- 
 
   3.     Dividends 
   (a)   Dividends paid and declared 
 
                                                                                             2023      2022 
                                                                                          GBP'000   GBP'000 
 --------------------------------------------------------------------------------------  --------  -------- 
  Dividends paid 
  2022 fourth quarterly dividend of 4.0p (2021: 5.5p) paid to shareholders in May           2,180     2,998 
  2023 first quarterly dividend of 3.4p (2022: 5.5p) paid to shareholders in August         1,854     2,998 
  2023 second quarterly dividend of 3.6p (2022: 5.8p) paid to shareholders in November      1,962     3,162 
  2023 third quarterly dividend of 3.6p (2022: 5.0p) paid to shareholders in February       1,962     2,725 
 --------------------------------------------------------------------------------------  --------  -------- 
  Total dividends paid in the year                                                          7,958    11,883 
 --------------------------------------------------------------------------------------  --------  -------- 
 
 
                                                                                           2023      2022 
                                                                                        GBP'000   GBP'000 
 ------------------------------------------------------------------------------------  --------  -------- 
  Dividend declared 
  2023 fourth quarterly dividend of 3.6p (2022: 4.0p) payable to shareholders in May      1,962     2,180 
 ------------------------------------------------------------------------------------  --------  -------- 
 

All dividends paid and declared in the year have been funded from the other reserve.

The fourth quarterly dividend has been declared in respect of the year ended 31st March 2023. In accordance with the accounting policy of the Company, this dividend will be reflected in the financial statements for the year ending 31st March 2024.

(b) Dividend for the purposes of Section 1158 of the Corporation Tax Act 2010 ('Section 1158')

The requirements of Section 1158 are considered on the basis of dividends declared in respect of the financial year, shown below.

 
                                                                    2023      2022 
                                                                 GBP'000   GBP'000 
 -------------------------------------------------------------  --------  -------- 
  2023 first quarterly dividend of 3.4p (2022: 5.5p)               1,854     2,998 
  2023 second quarterly dividend of 3.6p (2022: 5.8p)              1,962     3,162 
  2023 third quarterly dividend of 3.6p (2022: 5.0p)               1,962     2,725 
  2023 fourth quarterly dividend payable of 3.6p (2022: 4.0p)      1,962     2,180 
 -------------------------------------------------------------  --------  -------- 
  Total                                                            7,740    11,065 
 -------------------------------------------------------------  --------  -------- 
 
   4.     Net asset value per share 
 
                                                                        2023         2022 
 --------------------------------------------------------------  -----------  ----------- 
  Net assets (GBP'000)                                               196,022      216,737 
  Number of shares in issue, excluding shares held in Treasury    54,510,339   54,510,339 
 --------------------------------------------------------------  -----------  ----------- 
  Net asset value per share                                           359.6p       397.6p 
 --------------------------------------------------------------  -----------  ----------- 
 
   5.     Status of results announcement 

2023 Financial Information

The figures and financial information for 2023 are extracted from the published Annual Report and Accounts for the year ended 31st March 2023 and do not constitute the statutory accounts for that year. The Annual Report and Accounts has been delivered to the Registrar of Companies and included the Report of the Independent Auditors which was unqualified and did not contain a statement under either section 498(2) or section 498(3) of the Companies Act 2006.

2022 Financial Information

The figures and financial information for 2022 are extracted from the Annual Report and Accounts for the year ended 31st March 2022 and do not constitute the statutory accounts for the year. The Annual Report and Accounts include the Report of the Independent Auditors which is unqualified and does not contain a statement under either section 498(2) or section 498(3) of the Companies Act 2006. The Annual Report and Accounts will be delivered to the Register of Companies in due course.

Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement

JPMORGAN FUNDS LIMITED

S

A copy of the annual report will shortly be submitted to the National Storage Mechanism and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

The annual report will shortly be available on the Company's website at www.jpmjapansmallcapgrowthandincome.co.uk where up-to-date information on the Company, including daily NAV and share prices, factsheets and portfolio information can also be found.

JPMORGAN FUNDS LIMITED

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END

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(END) Dow Jones Newswires

June 26, 2023 02:00 ET (06:00 GMT)

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