BRIG Blackrock Income And Growth Investment Trust Plc

BlackRock Income and Growth Investment Trust plc

LEI: 5493003YBY59H9EJLJ16

Annual Report and Financial Statements 31 October 2024

Performance record

	As at  31 October  2024	As at  31 October  2023
Net assets (£’000)1	43,760	40,156
Net asset value per ordinary share (pence)	222.22	194.90
Ordinary share price (mid-market) (pence)	193.50	178.00
Discount to net asset value2	12.9%	8.7%
FTSE All-Share Index	9785.37	8413.70
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	For the year  ended  31 October  2024	For the year  ended  31 October  2023
Performance (with dividends reinvested)
Net asset value per share2	18.1%	5.2%
Ordinary share price2	13.2%	8.1%
FTSE All-Share Index	16.3%	5.9%
	---------------	---------------
Performance since 1 April 20123 (with dividends reinvested)
Net asset value per share2	137.6%	101.1%
Ordinary share price2	130.3%	103.5%
FTSE All-Share Index	132.3%	99.8%
	=========	=========

 

	For the year  ended  31 October  2024	For the year  ended  31 October  2023	Change  %
Revenue
Net profit on ordinary activities after taxation (£’000)	1,454	1,367	+6.4
Revenue earnings per ordinary share (pence)4	7.20	6.54	+10.1
	---------------	---------------	---------------
Dividends (pence)
Interim	2.70	2.60	+3.8
Final	4.90	4.80	2.1
	---------------	---------------	---------------
Total dividends payable/paid	7.60	7.40	2.7
	=========	=========	=========

 

1 The change in net assets reflects portfolio movements, the purchase of the Company’s own shares and dividends paid during the year.

2 Alternative Performance Measures, see Glossary in the Company’s Annual Report for the year ended 31 October 2024.

3 Since BlackRock’s appointment as Investment Manager on 1 April 2012.

4 Further details are given in the Glossary in the Company’s Annual Report for the year ended 31 October 2024.

Chairman’s statement

Performance
During the year the Company’s Net Asset Value (NAV) per share returned 18.1%. By comparison, the Company’s Benchmark Index, the FTSE All-Share Index, returned 16.3%. At the share price level however, the Company returned 13.2% over the period as our discount widened from 8.7% at the start of the year to 12.9% as at 31 October 2024 (all percentages in Sterling terms with dividends reinvested).

As at 2 January 2025, since the year end the Company’s NAV and share price have increased by 1.1% and 1.3%, respectively (all percentages are in Pound Sterling with dividends reinvested) and the Company's discount was 12.8%.

Further details of the key contributors and detractors from performance, and the portfolio managers’ views on the outlook for the forthcoming year, can be found in their report which follows.

Revenue earnings and dividends
I am pleased to report that despite market volatility the Company’s earnings remain resilient, with revenue earnings per share for the year ended 31 October 2024 of 7.20 pence compared with 6.54 pence for the previous year. The Directors are mindful of shareholders’ desire for income in addition to capital growth and believe the Company’s dividend is greatly valued by shareholders. The Board is therefore proposing a final dividend per share of 4.90 pence (2023: 4.80 pence) giving total dividends for the year of 7.60 pence per share. Subject to approval at the Annual General Meeting, the final dividend will be paid on 14 March 2025 to shareholders on the Company’s register at the close of business on 7 February 2025 (ex-dividend date is 6 February 2025). This final dividend, combined with an interim dividend of 2.70 pence per share (2023: 2.60 pence) paid to shareholders on 3 September 2024, gives a total dividend for the year of 7.60 pence, resulting in a yield of 3.9% based on a share price of 193.50 pence as at 31 October 2024.

One of the benefits of the Company’s investment trust structure is that it can retain up to 15% of total revenue each year to build up reserves which may be carried forward and used to pay dividends during leaner times. As at 31 October 2024 the Company held £2,063,000 in revenue reserve, equivalent to 10.48 pence per share before the payment of final dividend of 4.90 pence for the year ended 31 October 2024. The Board’s existing authority to buy back up to 14.99% of the Company’s issued share capital (excluding treasury shares) will expire at the conclusion of the 2025 Annual General Meeting and a resolution will be put to shareholders to renew the authority at that meeting. Currently, ordinary shares representing up to 33% of the Company’s issued ordinary share capital can be allotted as new ordinary shares or sold from treasury and the Board will also seek to renew this power.

Policy on share price discount
The Directors recognise that the discount to NAV at which the Company's shares trade is an important factor to investors and have therefore sought to use the Company’s share buy back powers to seek to ensure that the share price does not differ excessively from the underlying NAV.

In using these powers during the year, a total of 910,874 ordinary shares were purchased at an average price of 187.62 pence per share, for a total consideration (including costs) of £1,709,000 and at an average discount of 13.7%. All ordinary shares bought back were cancelled. The average discount for the year to 31 October 2024 was 12.2% and the discount at the year end was 12.9%. To put this in context, the average discount for the investment company sector as a whole has widened substantially this year and exceeded 15.2% as at 31 October 2024.

The Board’s existing authority to buy back up to 14.99% of the Company’s issued share capital (excluding treasury shares) will expire at the conclusion of the 2025 Annual General Meeting and a resolution will be put to shareholders to renew the authority at that meeting. Currently, ordinary shares representing up to 33% of the Company’s issued ordinary share capital can be allotted as new ordinary shares or sold from treasury and the Board will also seek to renew this power.

Gearing
One of the advantages of the investment trust structure is that the Company can use gearing with the objective of increasing portfolio returns. The Company operates a flexible gearing policy which depends on prevailing market conditions and is subject to a maximum level of 20% of net assets at the time of investment. Net gearing during the financial year did not exceed such level. As at 31 October 2024, net gearing stood at 3.1%. At the year end, the Company had a borrowing facility in place of up to £8 million, provided by The Bank of New York Mellon (International) Limited. As at the date of this report it is drawn down by £4 million. Subsequent to the year end, the facility was renewed for a further period of two years to 18 December 2026.

Board composition
At the date of this report the Board consists of four independent Non-executive Directors, with two of the current Directors having been appointed since 2019. Following a search to identify a new Non-executive Director during the year, the Board was pleased to announce the appointment of Chrysoula Zervoudakis. Chrysoula brings valuable asset management expertise from her 28-year executive career during which she invested in both UK and European equities. Her appointment both strengthens and complements the skills of the existing Board. Chrysoula will stand for election by shareholders at the forthcoming AGM. Her full biography can be found in the Company’s Annual Report for the year ended 31 October 2024.

In accordance with best practice and good corporate governance, the Directors continue to submit themselves for annual re-election. However, Nicholas Gold has advised the Board that he has decided to step down from the Board at the conclusion of the forthcoming Annual General Meeting. On behalf of the Board, I would like to take this opportunity to thank Nicholas for giving the Company the benefit of his experience and his wise counsel. We also acknowledge his leadership of the Company’s audit committee, a role he has discharged with great diligence and expertise throughout his tenure. We wish him well for the future.

The Board has a succession plan in place and will continue to appraise regularly its composition to ensure that a suitable balance of skills, knowledge, experience, independence and diversity is achieved to enable the Board to discharge its duties effectively. The appointment of Chrysoula Zervoudakis represents the fulfilment of one element of that plan and a process is also underway to identify a suitable individual to replace Nicholas Gold. Once complete, the Board will announce his successor.

Further information on the Board’s policy on board diversity, director tenure and succession planning can be found in the Directors’ Report in the Company’s Annual Report for the year ended 31 October 2024.

Corporate governance
The UK Code of Corporate Governance (the UK Code) requires enhanced disclosure setting out how the Board as Directors, have fulfilled our duties in taking into account the wider interests of stakeholders in promoting the success of the Company. The Board takes its governance responsibilities very seriously and follows the provisions of the UK Code as closely as possible.

As an investment company, the Company reports against the Association of Investment Companies Code of Corporate Governance which has been endorsed by the Financial Reporting Council as being appropriate for investment companies and fulfils the requirements of the UK Corporate Governance Code, as they are applicable to investment companies.

As it does each year, and as required by the Corporate Governance Code, the Company undertook a comprehensive Board evaluation this year. The overall conclusion highlighted the effectiveness of the Board, and the skills, expertise and commitment of the Directors.

Annual general meeting
This year’s AGM will be held on Thursday, 6 March 2025 at 12.00 noon at the offices of BlackRock at 12 Throgmorton Avenue, London, EC2N 2DL. Details of the business of the meeting are set out in the Notice of Annual General Meeting in the Company’s Annual Report for the year ended 31 October 2024.

We hope you can attend this year’s AGM. The Board very much looks forward to meeting shareholders and answering any questions you may have on the day. We would very much value hearing shareholders thoughts and feedback on the Company on a more informal basis following the AGM.

For those shareholders who are unable to attend the meeting in person, but who wish to follow the AGM proceedings, you can do so via a live webinar this year. Details on how to register, together with access instructions will be available shortly on the Company’s website at: www.blackrock.com/uk/brig or by contacting the Company Secretary at cosec@blackrock.com. It is not possible to attend, speak or vote via this medium and it is solely intended to provide shareholders with the ability to watch the proceedings. Nevertheless, I trust shareholders will find this new facility helpful.

Additionally, if you are unable to attend you can still exercise your right to vote by proxy or appoint a representative to attend in your place. Details of how to do this are included on the AGM Proxy Card provided to shareholders with the annual report. If you hold your shares through a platform or nominees, you will need to contact them and ask them to appoint you as a representative in respect of your shares in order to attend, speak and vote at the AGM.

Communication with shareholders
We appreciate how important access to regular information is to our shareholders. To supplement our Company website, we offer shareholders the ability to sign up to the Trust Matters newsletter which includes information on the Company and other news, views and insights. Further information on how to sign up is included on the inside front cover of this report in the Company’s Annual Report for the year ended 31 October 2024.

Outlook
As we approach the end of 2024, the macroeconomic and geopolitical uncertainty that led to periods of heightened market volatility this year remains and our portfolio managers expect this to persist through the forthcoming financial year. There are various factors which will have implications for the fortunes of UK equities, the actions of newly-installed governments in the UK and US being prominent among them. The UK, Europe and the US appear to be moving towards more loose monetary policy than in recent years, although this will be driven by future economic data. Such monetary policy should act as a tailwind for equity markets and provide a more benign environment for investment, even if the pace and quantum of further rate cuts have been dampened by recent inflation levels and concerns that president elect Trump’s approach to trade, tariffs and immigration may prove inflationary. Now that the UK has a more apparently stable political landscape than many of the developed economies, this could provide domestic companies with the confidence to invest for growth and even help attract foreign investment.

As you will read in their report which follows, our portfolio managers believe that despite the geopolitical risks that have the potential to impact global growth, the UK market currently offers investors an attractive combination of low valuations and higher dividend yields – in fact, the UK is currently one of the highest yielding markets in the world. Their fundamental investment philosophy focuses on bottom-up stock selection, assembling a portfolio of high-quality, cash generative companies, with robust balance sheets, differentiated franchises, and, importantly, pricing power. They are emboldened by the opportunity they see in the UK market and the outlook for the companies within our portfolio, leaning into areas of the market where they see the greatest opportunity. The Board is pleased to note their enthusiasm and hopes they can continue to deliver growth in both capital and income for the Company and its shareholders into 2025 and beyond.

GRAEME PROUDFOOT
Chairman
6 January 2025

Investment Manager’s report

Performance
For the year ended 31 October 2024, the Company’s NAV returned 18.1%, outperforming its benchmark, the FTSE All-Share Index (the Benchmark Index), which returned 16.3% over the same period (all percentages are in Sterling terms with dividends reinvested).

Market review
Global equity markets made further progress in the year to 31 October 2024, driven largely by gains in the Magnificent 71 stocks early in the year, whilst geopolitics played a significant role in investment returns from global markets. The period started notably stronger during the latter part of 2023 with a strong equity rally despite the ongoing geopolitical tensions surrounding the wars in Ukraine and the Middle East. Expectations that interest rates had peaked, combined with stable macroeconomic data and moderating inflation helped risk assets to rally. This continued into 2024, notably in the developed markets as central banks deliberated interest rate cuts with the European Central Bank beginning easing in June 2024 and a 50 basis points rate cut from the Federal Reserve (Fed) in September 2024. Markets remained robust despite various political cycles across the developed world. 2024 was also one of the biggest election years in history, with more than 60 countries going to the polls. In the UK, the Labour party won a significant majority in July, providing a stable political backdrop to the economy. Whilst in the US, the Presidential election caused increased equity market volatility notably in the third quarter, as markets attempted to price in the different potential fiscal outcomes.

In the UK, the Benchmark Index returned 16.3% over the year, with the FTSE 100 Index returning 15.0%. UK equities started the period strongly as the narrative of peak rates and a resilient economic backdrop was supported by an acceleration of incoming mergers and acquisitions (M&A) activity and capital market returns. Equity market returns have been more muted since Labour won a large majority in the UK’s elections in June which reflects a more subdued economic picture globally and growing concerns regarding fiscal deficits in developed markets, including the UK, causing bond yields to rise once more. Almost all sectors made progress with one exception being the energy sector which underperformed during the year as oil demand fell, whilst supply remained relatively robust. In contrast, financials have fared well in this environment with the banks benefitting from improved profitability associated with higher interest rates.

Whilst global equity markets made progress throughout 2024, this progress concealed periods of intra-month volatility and macroeconomic-driven sector rotations beneath the surface. Market returns in early 2024 were characterised by relatively narrow markets, but this trend reversed as the year progressed. US treasuries began to fall into the third quarter of 2024, as the scale of potential unfunded fiscal stimulus began to cause some concern among bond investors. This was true in most developed markets as new fiscal stimulus plans in China and the UK began to take shape during the third quarter. Coupled with the spectre of potential tariffs under a Trump administration, and supported by continued robust economic data, inflation expectations began to rise and subsequently expectations of further significant interest rate cuts began to moderate. Overseas, geopolitics remained topical, with ongoing wars in Ukraine and conflict in the Middle East. The Chinese equity market also dominated headlines, after stocks plunged on the back of weakening economic data and deflationary environment. The economic weakness in China witnessed during 2023, following the muted re-opening post COVID-19, continued throughout 2024. This led to more aggressive monetary policy by the Chinese government during August and September, beginning a new fiscal stimulus plan to encourage economic growth targeting both domestic fixed asset investment and foreign capital. The impact of this policy on China’s economic growth in 2025 remains unclear.

Contributors to and detractors from performance
The Company outperformed its Benchmark Index during the period as a result of strong security selection in the financials sector with standout performance from 3i Group, Standard Chartered, NatWest and Intermediate Capital Group.

Having been one of the Company’s largest contributors during 2023, 3i Group continued to deliver very strong NAV growth, supported by its largest asset, Action, the European discount retailer. Action grew its earnings strongly once again and continued its expansion across Europe. Action boasts €825 million in cash reserves and has successfully completed a refinancing of €2.1 billion highlighting the company’s strong fiscal management and readiness for future opportunities.

Standard Chartered was another top contributor; the bank reported strong results throughout the year. Following a lengthy transition period in prior years, which saw the bank shrink its balance sheet and geographical exposures, focusing on its core competencies and strongest market share, the bank is once again on the front foot. Growth and cash flows have improved considerably, with sizable buybacks now accompanying an improving growth backdrop. Shares in NatWest almost doubled over the year reflecting strong net interest margins, lower provisions and strong capital generation. With cash flows growing quickly, this has allowed the bank to continue to buy back the UK government’s stake and grow its dividends.

Intermediate Capital Group continued to benefit from the fast growth in private credit lending with a strong year across fund raising, deployment, and realisations. We subsequently sold the Company’s shares given the strong performance since purchase.

We initiated a new position in National Grid in June following a significant fall in the share price after the company’s rights issue accompanied by a dividend cut. We are of the view that the growing demand for power consumption driven by electrification and advancement in artificial intelligence indicates a significant growth trajectory. Following the purchase of shares, the company performed well delivering a good trading statement with earnings marginally better and debt marginally lower versus expectations.

Next was another top positive contributor to relative performance after reporting continued upgrades throughout the year. The company upgraded its profit expectations no less than five times throughout the year as a resilient UK consumer continued to surprise positively.

Rolls Royce, which the Company does not hold, detracted from relative performance over the period. The shares have rallied strongly since the appointment of its new CEO at the start of 2023, with management setting ambitious targets for the company. The stock, which had been struggling due to continued evidence of inefficiencies and low profitability following the COVID-19 downturn, has benefitted from aggressive cost-cutting and contract renegotiations by the new management. Further, an improving backdrop for the aerospace industry and significant improvements in financial performance over the past two years have seen investor sentiment improve.

Hays was a top detractor from performance impacted by tough trading conditions throughout the year. Although the company benefitted from a relatively stable economic backdrop, employment markets remained subdued in key markets, notably the UK and Germany, causing group revenues to miss expectations and the shares to fall. Rio Tinto and BHP also detracted from performance due to pressure on Chinese commercial real estate given their exposure to this sector.

Shares in Reckitt performed poorly over the year as the company’s results for 2023 were worse than expected; volume weakness was compounded by a product recall and an understatement of trade spend in the Middle East led to a further shortfall. The news flow deteriorated with an adverse jury ruling in the US; the company has staunchly defended its position and intends to appeal. Whilst the shares recovered some of their fall later in the period, the shares were a significant underperformer during the year. Spirax-Sarco Engineering detracted following weak first-half results that prompted modest downgrades for 2024 and 2025. The downgrades are primarily driven by STS (Steam) due to weaker than expected industrial production. Additionally, the anticipated recovery in biopharma and semiconductor sector exposure has yet to materialise.

Transactions
During the period, we purchased a new holding in Weir Group. This is a mining equipment supplier with a well-established installed base which generates significant and resilient aftermarket revenues and profit. The outlook for mining capital expenditure looks reasonable, especially in their key commodities (copper, gold, iron ore) which should help orders improve from a low base. Boasting attractive free-cash-flow generation and growth potential, the shares trade at a significant discount to their closest peer.

Following the Great Portland Estates (GPE) rights issue to raise £350m, we initiated a position in GPE and Derwent London; two central London office developers. Both shares trade at a 30% discount to their net asset value as higher interest rates and slowing activity in London pressured values. We believe that interest rates have peaked and that there is a pronounced scarcity of supply which should drive significant rental growth.

Following the recent sale of its UK retail business, Inchcape will predominantly now be an automotive distributor. The company represents approximately 60 brands across 40 markets, overseeing the supply of new vehicles and official parts to retailers in smaller markets. Key operational regions encompass South America, South-East Asia, Australia, as well as select European and African nations. Inchcape boasts a commendable history of integrating new brands and markets, leveraging its digital and parts capabilities to enhance value further. While automotive distribution traditionally yields lower margins (operating margin of 6-7%), it is a capital-efficient and cash-generative business model. We are confident in Inchcape's prospects for a cyclical recovery in several crucial markets, its proven track record of capital allocation, and its intention to utilize £100m from the UK retail proceeds for a share buyback.

To fund these new purchases and given the persistent operational challenges and subsequent consistent downgrades, we sold Smith & Nephew. The significant restructuring within the company has adversely impacted its free cash flow, leading us to seek more advantageous investment opportunities within the UK domestic market. While Smith & Nephew’s shares remain reasonably priced, it is imperative to maintain a competitive capital allocation within the portfolio.

We purchased a new position in GSK funded from our sale of Roche. Following a significant de-rating, in part due to an overhang on litigation around Zantac, we believe the risk-reward at GSK is more attractively balanced. Combined with early signs of better research and development productivity, we see a chance for both higher earnings and higher multiples. Against this, and with our discipline of competition for capital, we have sold our position in Roche to fund this.

We also started a new position in Anglo American and sold BHP. The approach from BHP highlights the importance and value of copper assets, a theme we also have exposure to through Weir, whose products and services support the mining industry.

Gearing
Historically, we have managed the Company with a modest and consistent level of gearing, typically between 5-8% to enhance income generation and capital growth. However, as market volatility picked up, we have been more active over the last two years, varying both the level of gearing and using a broader range (0-10%) depending on the opportunities or risks presenting themselves at the time. At 31 October 2024, the Company had employed net gearing of 3.1%.

Outlook
Global developed equity markets have continued their broad rallies throughout 2024 following a trend that started in late 2023. Following a lengthy period of uncertainty through the COVID-19 era, with sharply rising interest rates and inflation, equity markets have now settled down. The combination of falling interest rates and supportive macroeconomic conditions including stable labour market indicators presents a benign backdrop for equity markets. The promise of greater fiscal spending in the US, China and parts of Europe have served to buoy equity markets further, although have contributed to rising government bond yields as the spectre of fiscal deficits and inflationary pressures loom large for bond investors.

More recently, following a period of extended economic weakness, the Chinese Government began a more concerted accommodative campaign aimed at accelerating economic growth and arresting deflationary pressures. Recent policy moves have sought to improve and encourage lending into the real economy with a sizable fiscal easing programme announced. Whilst the scale of the easing is large, western markets and commentators have remained sceptical of its impact and effectiveness whilst awaiting evidence to the contrary. In the UK, the recent budget promised and delivered a large-scale borrowing and spending plan whilst sizable increases in minimum wage and public sector wage agreements likely support a brighter picture for the UK consumer. UK labour markets remain resilient for now with low levels of unemployment while real wage growth is supportive of consumer demand albeit presents a challenge to corporate profit margins.

With the UK’s election and budget now over, the market’s attention will focus on the subsequent policy actions of the new US administration under Donald Trump. The global economy has benefited from significant growth and deflation ‘dividend’ it has received from globalisation over the past decades. The impact of a more protectionist US approach and the potential implementation of tariffs may challenge this dividend. We would anticipate asset markets to be wary of these policies until there is more clarity as we move through 2025. Conversely, we believe political certainty, now evident in the UK, will be helpful for the UK and address the UK’s elevated risk premium that has persisted since the damaging Autumn budget of 2022. Whilst we do not position the portfolios for any election or geopolitical outcome, we are mindful of the potential volatility and the opportunities that may result, some of which have started to emerge.

The UK stock market continues to remain depressed in valuation terms relative to other developed markets offering double-digit discounts across a range of valuation metrics. This valuation anomaly saw further reactions from UK corporates with a robust buyback yield of the UK market. Combining this with a dividend yield of 3.7% (FTSE All Share Index yield as at 31 October 2024; source: The Investment Association), the cash return of the UK market is attractive in absolute terms and comfortably higher than other developed markets. Although we anticipate further volatility ahead, we believe that in the course of time risk appetite will return and opportunities are emerging. We have identified several potential opportunities with new positions initiated throughout the year in both UK domestic and midcap companies.

We continue to focus the portfolio on cash generative businesses that we believe offer durable, competitive advantages as we believe these companies are best placed to drive returns over the long term. Whilst we anticipate economic and market volatility will persist throughout the year, we are excited by the opportunities this will likely create; by seeking to identify the companies that strengthen their long-term prospects as well as attractive turnaround situations.

1 The Magnificent 7 stocks are comprised of Alphabet (Google), Amazon, Apple, Meta Platforms (Facebook), Microsoft, NVIDIA and Tesla.

ADAM AVIGDORI AND DAVID GOLDMAN
BLACKROCK INVESTMENT MANAGEMENT (UK) LIMITED
6 January 2025

12 month performance attribution for the year ended 31 October 2024

Sector	Contribution to return1			Commentary
	Allocation	Selection2	Total Effect
Financials	-0.47%	5.21%	4.74%	Security selection in Financials contributed to relative returns, notably, the positions in 3i Group, Standard Chartered and NatWest.
Consumer Services	0.48%	0.47%	0.95%	The Company’s overweight exposure to Next and RELX contributed to performance.
Oil & Gas	0.58%	0.12%	0.70%	The underweight position in the Oil & Gas sector benefitted performance.
Health Care	0.36%	-0.01%	0.35%	Within Health Care, the Company’s underweight position contributed to performance.
Utilities	0.40%	-0.17%	0.23%	Sector allocation in the Utilities sector, where the Company maintained an underweight position, positively impacted relative returns.
Consumer Goods	-0.38%	0.47%	0.09%	Within Consumer Goods, the underweight position in Diageo beneffited performance.
Technology	0.06%	0.00%	0.06%	The lack of exposure to the Technology sector had a marginal impact on relative returns.
Telecommunications	0.03%	0.00%	0.03%	The lack of exposure to Telecommunications had a marginal impact on relative returns.
Basic Materials	-0.04%	-0.28%	-0.32%	The Company’s overweight exposure to BHP and Rio Tinto detracted from performance.
Industrials	-0.15%	-3.48%	-3.63%	Within Industrials, a lack of exposure to Rolls Royce and overweight positions in Hays and Rentokil detracted from performance.
	=========	=========	=========

1 Due to the limitations of a static attribution methodology, the numbers quoted are indicative and not exact.

2 The interaction effect is included with stock selection.

Portfolio

Ten largest investments

Together, the Company’s ten largest investments represented 44.0% of the Company’s portfolio as at 31 October 2024 (2023: 48.0%)

1 + AstraZeneca (2023: 2nd)
Sector: Pharmaceuticals & Biotechnology
Market value: £2,952,000
Share of investments: 6.5% (2023: 7.2%)

AstraZeneca is an Anglo-Swedish multinational pharmaceutical group with its headquarters in the UK. It is a science-led biopharmaceutical business with a portfolio of products for major disease areas including cancer, cardiovascular infection, neuroscience and respiration.

2 + RELX (2023: 4th)
Sector: Media
Market value: £2,662,000
Share of investments: 5.9% (2023: 5.5%)

RELX is a global provider of professional information solutions that includes publication of scientific, medical, technical and legal journals. It also has the world’s leading exhibitions, conference and events business.

3 - Shell (2023: 1st)
Sector: Oil & Gas Producers
Market value: £2,553,000
Share of investments: 5.7% (2023: 8.9%)

Shell is a global oil and gas company. The company operates in both upstream and downstream industries. The upstream division is engaged in searching for and recovering crude oil and natural gas and the liquefaction and transportation of gas. The downstream division is engaged in manufacturing, distribution and marketing activities for oil products and chemicals.

4 - Rio Tinto (2023: 3rd)
Sector: Mining
Market value: £2,013,000
Share of investments: 4.5% (2023: 5.9%)

Rio Tinto is a metals and mining group operating in approximately 36 countries around the world, producing iron ore, copper, diamonds, gold and uranium.

5 + HSBC (2023: 15th)
Sector: Banks
Market value: £1,878,000
Share of investments: 4.1% (2023: 2.2%)

HSBC, a bank and financial services institution, has a multinational footprint with a meaningful presence in Asia. It operates through retail banking and wealth management, commercial banking, global banking and markets, and global private banking businesses.

6 = 3i Group (2023: 6th)
Sector: Financial Services
Market value: £1,828,000
Share of investments: 4.1% (2023: 4.2%)

3i Group is a leading international investor focused on mid-market private equity and infrastructure.

7 = Unilever (2023: 7th)
Sector: Personal Goods
Market value: £1,686,000
Share of investments: 3.7% (2023: 3.5%)

Unilever is a consumer staples business operating in food, home and personal care and has strong positions in emerging markets.

8 + London Stock Exchange Group (2023: 26th)
Sector: Financial Services
Market value: £1,508,000
Share of investments: 3.3% (2023: 1.6%)

London Stock Exchange Group is a global provider of financial markets data and infrastructure. Headquartered in the City of London, it owns the London Stock Exchange, Refinitiv, LSEG Technology, FTSE Russell, and holds majority stakes in LCH and Tradeweb.

9 + Standard Chartered (2023: 12th)
Sector: Banks
Market value: £1,443,000
Share of investments: 3.2% (2023: 2.4%)

Standard Chartered is a British multinational bank that operates in consumer, corporate, and investment banking, as well as treasury services.

10 + Pearson (2023: 27th)
Sector: Media
Market value: £1,336,000
Share of investments: 3.0% (2023: 1.6%)

Pearson is a multinational corporation headquartered in the UK, focused on educational publishing and services. It offers educational courseware, assessments, and services.

All percentages reflect the value of the holding as a percentage of total investments.
Percentages in brackets represent the value of the holding as at 31 October 2023.

Distribution of investments as at 31 October 2024

Analysis of portfolio by sector

		% of investments by market value	Benchmark Index
1	Banks	9.9	10.62
2	Financial Services	9.7	5.63
3	Media	8.9	4.23
4	Real Estate Investment Trusts	7.7	2.64
5	Support Services	7.7	3.38
6	Pharmaceuticals & Biotechnology	7.6	10.78
7	Oil & Gas Producers	6.8	9.76
8	General Retailers	6.2	3.52
9	Mining	6.2	0.31
10	Travel & Leisure	3.9	2.05
11	Household Goods & Home Construction	3.8	1.16
12	Personal Goods	3.7	0.17
13	Industrial Engineering	3.5	0.52
14	Non-Life Insurance	2.8	0.83
15	Gas, Water & Multiutilities	2.7	3.84
16	Food Producers	2.7	0.68
17	Tobacco	1.9	3.13
18	Electronic & Electrical Equipment	1.6	0.98
19	Life Insurance	1.6	2.05
20	General Industrials	1.1	1.35

 

Sources: BlackRock and LSEG Datastream.

 

Investment size

	Number of investments	% of investments by market value
< £1m	31	40.10
£1m to £2m	12	37.30
£2m to £3m	4	22.60

 

Source: BlackRock.

List of investments as at 31 October 2024

	Market  value  £’000	% of  investments
Banks
HSBC	1,878	4.1
Standard Chartered	1,443	3.2
NatWest	802	1.8
Lloyds Banking Group	350	0.8
	---------------	---------------
	4,473	9.9
	=========	=========
Financial Services
3i Group	1,828	4.1
London Stock Exchange Group	1,508	3.3
Ashmore Group	665	1.5
Premier Asset Management Group	241	0.5
Rosebank	138	0.3
	---------------	---------------
	4,380	9.7
	=========	=========
Media
RELX	2,662	5.9
Pearson	1,336	3.0
	---------------	---------------
	3,998	8.9
	=========	=========
Real Estate Investment Trusts
Segro	1,187	2.6
Great Portland Estates	815	1.8
Big Yellow Group	551	1.2
Derwent London	534	1.2
Hammerson	383	0.9
	---------------	---------------
	3,470	7.7
	=========	=========
Support Services
Mastercard1	1,010	2.3
SGS1	782	1.7
Hays	685	1.5
Rentokil Initial	551	1.2
Travis Perkins	428	1.0
	---------------	---------------
	3,456	7.7
	=========	=========
Pharmaceuticals & Biotechnology
AstraZeneca	2,952	6.5
GSK	482	1.1
	---------------	---------------
	3,434	7.6
	=========	=========
Oil & Gas Producers
Shell	2,553	5.7
BP Group	492	1.1
	---------------	---------------
	3,045	6.8
	=========	=========
General Retailers
Inchcape	756	1.7
WH Smith	694	1.5
Next	685	1.5
Howden Joinery	653	1.5
	---------------	---------------
	2,788	6.2
	=========	=========
Mining
Rio Tinto	2,013	4.5
Anglo American	765	1.7
	---------------	---------------
	2,778	6.2
	=========	=========
Travel & Leisure
Compass Group	1,334	3.0
Fuller Smith & Turner – A Shares	422	0.9
	---------------	---------------
	1,756	3.9
	=========	=========
Household Goods & Home Construction
Reckitt	1,201	2.6
Taylor Wimpey	526	1.2
	---------------	---------------
	1,727	3.8
	=========	=========
Personal Goods
Unilever	1,686	3.7
	---------------	---------------
	1,686	3.7
	=========	=========
Industrial Engineering
Weir Group	960	2.1
Spirax-Sarco Engineering	620	1.4
	---------------	---------------
	1,580	3.5
	=========	=========
Non-Life Insurance
Admiral Group	933	2.1
Hiscox	329	0.7
	---------------	---------------
	1,262	2.8
	=========	=========
Gas, Water & Multiutilities
National Grid	1,240	2.7
	---------------	---------------
	1,240	2.7
	=========	=========
Food Producers
Tate & Lyle	1,210	2.7
	---------------	---------------
	1,210	2.7
	=========	=========
Tobacco
British American Tobacco	836	1.9
	---------------	---------------
	836	1.9
	=========	=========
Electronic & Electrical Equipment
Oxford Instruments	733	1.6
	---------------	---------------
	733	1.6
	=========	=========
Life Insurance
Phoenix Group	730	1.6
	---------------	---------------
	730	1.6
	=========	=========
General Industrials
Coats Group	514	1.1
	---------------	---------------
	514	1.1
	=========	=========
Total investments	45,096	100.0
	=========	=========

1 Non-UK listed investments.

All investments are in ordinary shares unless otherwise stated. The total number of investments held at 31 October 2024 was 46 (31 October 2023: 46).

As at 31 October 2024, the Company did not hold any equity interests comprising more than 3% of any company’s share capital.

Strategic report

The Directors present the Strategic Report of the Company for the year ended 31 October 2024.

Investment objective
The Company’s objective is to provide growth in capital and income over the long term through investment in a diversified portfolio of principally UK listed equities.

Business and management of the company
BlackRock Income and Growth Investment Trust plc is an investment trust company that has a premium listing on the London Stock Exchange. Its principal activity is portfolio investment. Investment trusts, like unit trusts and open-ended investment companies (OEICs), are pooled investment vehicles which allow exposure to a diversified range of assets through a single investment thus spreading, although not eliminating, investment risk.

Investment trusts, unlike unit trusts and OEICs, have the ability to borrow for investment purposes and to manage dividend distributions through revenue reserves. They also enjoy, unlike unit trusts and OEICs, the benefit of continuous dealing during market hours.

The Company is an Alternative Investment Fund in accordance with the Alternative Investment Fund Managers Directive (AIFMD). BlackRock Fund Managers Limited (the Manager) is the Company’s Alternative Investment Fund Manager. The management of the investment portfolio and the administration of the Company have been contractually delegated to the Manager. The Manager, operating under guidelines determined by the Board, has direct responsibility for decisions relating to the running of the Company and is accountable to the Board for the investment, financial and operating performance of the Company.

The Company delegates fund accounting services to BlackRock Investment Management (UK) Limited (BIM (UK) or the Investment Manager), which in turn sub-delegates these services to the Fund Accountant, The Bank of New York Mellon (International) Limited (BNY), and also sub-delegates registration services to the Registrar, Computershare Investor Services PLC. Other service providers include the Depositary, also performed by The Bank of New York Mellon (International) Limited (BNY). Details of the contractual terms with these service providers are set out in the Directors’ Report in the Company’s Annual Report for the year ended 31 October 2024.

Business model
The Company invests in accordance with the investment objective. The Board is collectively responsible to shareholders for the long-term success of the Company and is its governing body. There is a clear division of responsibility between the Board and the Manager. Matters reserved for the Board include setting the Company’s strategy, including its investment objective and policy, setting limits on gearing, setting the dividend, capital structure, governance, and appointing and monitoring the performance of service providers, including the Manager.

The Company’s business model follows that of an externally managed investment trust, therefore the Company does not have any employees and outsources its activities to third party service providers, including the Manager which is the principal service provider.

Investment strategy and policy
The Company’s policy is that the portfolio will usually consist of approximately 30-60 securities and the Company will invest primarily in the securities of companies listed or admitted to trading in the UK. The Company may invest up to 20% of the gross asset value of the Company in the securities of companies that are not listed or admitted to trading in the UK.

The Company may hold a maximum of 10% of the issued ordinary share capital of any company. No more than 15% of the gross asset value of the Company may be invested in the securities of any one issuer, calculated at the time of any relevant investment. Cash may not exceed 10% of the net asset value of the Company. The performance of the Company is measured by reference to the FTSE All-Share Index (the Benchmark Index) on a total return basis. Non-benchmark securities (including securities that are not listed or admitted to trading in the UK) may not exceed 20% of the gross asset value of the Company. Any non-benchmark securities which are listed or admitted to trading in the UK shall be limited to 10% of the gross asset value of the Company. Each investee company that is a constituent of the Benchmark Index is subject to a lower limit of 0% and an upper limit of plus 4 percentage points of the Company’s gross asset value against such investee company’s weighting in the Index on an ongoing basis, subject to an absolute sector weighting upper limit of 20% of the Company’s net asset value at any time.

The Company may deal in derivatives, including options, futures, contracts for difference and derivatives not traded on or under the rules of a recognised or designated investment exchange for the purpose of efficient portfolio management. Derivatives and exchange traded funds may be dealt in only with the prior consent of the Board.

The Company achieves an appropriate spread of risk by investing in a diversified portfolio of securities.

No material change can be made to the investment policy without the approval of shareholders by ordinary resolution.

Investment approach and process
In assembling the Company’s portfolio, a relatively concentrated approach to investment is adopted to ensure that the fund manager’s best ideas contribute significantly to returns. We believe that it is the role of the portfolio overall to achieve a premium level of yield rather than every individual company within it. This gives increased flexibility to invest where returns are most attractive. This relatively concentrated approach results in a portfolio which differs substantially from the Benchmark Index and in any individual year, the returns will vary, sometimes significantly, from those of the Benchmark Index. Over longer periods the objective is to achieve total returns greater than the Benchmark Index.

Investment approach
The foundation of the portfolio, approximately 70% by value, is in high free cash flow companies that can sustain cash generation and pay a growing yield whilst aiming to deliver a double-digit total return. Additionally, the Investment Manager seeks to identify and invest 20% by value of the portfolio in ‘growth’ companies that have significant barriers to entry and scalable business models that enable them to grow consistently. Turnaround companies are also sought, at around 10% by value, which represent those companies that are out of favour by the market, facing temporary challenges with high yields/very low valuations, but with recovery potential. The return from this segment is expected to contribute meaningfully to returns over time.

ESG integration
BlackRock has defined ESG integration as the practice of incorporating material environmental, social and governance (ESG) information into investment decisions in order to enhance risk-adjusted returns. BlackRock recognises the relevance of material ESG information across all asset classes and styles of portfolio management. The Investment Manager may incorporate ESG considerations in its investment processes across all investment platforms. ESG information is included as a consideration in investment research, portfolio construction, portfolio review, and investment stewardship processes.

The Investment Manager considers ESG insights and data within the total set of information in its research process and makes a determination as to the materiality of such information in its investment process. ESG factors are not the sole consideration when making investment decisions and the extent to which ESG insights are considered during investment decision-making will also be determined by the ESG characteristics or objectives of the Company. The Investment Manager’s evaluation of ESG data may be subjective and could change over time. This approach is consistent with the Investment Manager’s regulatory duty to manage the Company in accordance with its investment objective and policy and in the best interests of the Company’s investors. The Investment Manager’s Risk and Quantitative Analysis group will review portfolios, in partnership with the portfolio managers, to ensure that exposures to ESG risk are considered regularly alongside traditional financial risks.

BlackRock’s approach to ESG integration is to broaden the total amount of information the Investment Manager considers with the aim of improving investment analysis and understanding the likely impact of ESG risks on the Company’s investments. The Investment Manager assesses a variety of economic and financial indicators, which may include ESG considerations, to make investment decisions appropriate for the Company’s investment objective. This can include relevant third-party insights or data, internal research or engagement commentary and input from the BlackRock Investment Stewardship team.

ESG integration does not change the Company’s investment objective or constrain the Investment Manager’s investable universe, and does not mean that an ESG or impact focused investment strategy or exclusionary screens have been or will be adopted by the Company. Similarly, ESG integration does not determine the extent to which the Company may be impacted by sustainability risks.

Gearing and borrowings
The appropriate use of gearing can add value and the Company may, from time to time, use borrowings to achieve this. The Board is responsible for the level of gearing in the Company and reviews the position at every meeting. Gearing, including borrowings and gearing through the use of derivatives (which requires prior Board approval), when aggregated with underwriting participations, will not exceed 20% of the net asset value at the time of investment, drawdown or participation. There are no derivative positions at 31 October 2024. Any borrowing, except for short-term liquidity purposes, is used for investment purposes or to fund the purchase of the Company’s own shares.

The Company has put in place a revolving credit facility with a limit of £8 million, extended to the Company by The Bank of New York Mellon (International) Limited (BNY). At the date of this report the facility was drawn down in the sum of £4 million. Following the financial year end this borrowing facility was renewed for a further two years on 19 December 2024.

Performance
The Board reviews regularly the Company’s performance attribution analysis to understand how performance was achieved. This provides an understanding of how components such as sector exposure, stock selection and asset allocation impact performance. The table below provides performance information for the current and prior year.

Details of the Company’s performance for the year are also given in the Chairman’s Statement above. The Investment Manager’s Report above includes a review of the main developments during the year, together with information on investment activity within the Company’s portfolio.

Results and dividends
The Company’s revenue earnings for the year amounted to 7.20p per share (2023: 6.54p per share). The total net profit for the year, after taxation, was £6,835,000 (2023: £2,150,000) of which the net revenue profit amounted to £1,454,000 (2023: £1,367,000) and the net capital profit amounted to £5,381,000 (2023: £783,000). Details of dividends paid and declared in respect of the year are set out in the Chairman’s Statement above.

Key performance indicators
At each Board meeting, the Directors consider a number of performance measures to assess the Company’s success in achieving its objectives. The key performance indicators (KPIs) used to measure the progress and performance of the Company over time, and which are comparable to other investment trusts, are set out in the following table. As indicated in the footnote to the table, some of these KPIs fall within the definition of ‘Alternative Performance Measures’ under guidance issued by the European Securities and Markets Authority (ESMA) and additional information explaining how these are calculated is set out in the Glossary in the Company’s Annual Report for the year ended 31 October 2024.

Additionally, the Board regularly reviews the performance of the portfolio, the net asset value, share price, discount to NAV and ongoing charges of the Company and compares this against various companies and indices. Information on the Company’s performance is given in the Chairman’s Statement.

The principal KPIs are described below.

Performance against the benchmark
The performance of the portfolio together with the performance of the Company’s net asset value and share price are reviewed at each Board meeting and compared to the return of the Company’s benchmark, the FTSE All-Share Index.

Premium/discount to NAV
At each meeting the Board monitors the level of the Company’s premium or discount to NAV and considers strategies for managing any premium or discount. Further details of the discount policy are provided in the Company’s Annual Report for the year ended 31 October 2024. In the year to 31 October 2024, the Company’s share price to NAV traded in the range of a discount of 8.2% to 17.2%, both on a cum income basis. The Company bought back a total of 910,874 ordinary shares during the year at an average discount of 13.7% and at an average price of 187.62p per share. The total consideration (including costs) was £1,709,000. No ordinary shares were reissued from treasury during the year.

Performance against the Company’s peers
Whilst the principal objective is to achieve growth in capital and income relative to the benchmark, the Board also monitors performance relative to a range of competitor funds, particularly those also within the AIC UK Equity Income sector.

Ongoing charges
The Board reviews the ongoing charges and monitors the expenses incurred by the Company at each meeting. The Board also compares the level of ongoing charges against those of its peers.

	Year ended  31 October  2024	Year ended  31 October  2023
NAV per share1	222.22p	194.90p
Share price2	193.50p	178.00p
Net asset value total return3, 4	+18.1%	+5.2%
Share price total return3, 4	+13.2%	+8.1%
Change in Benchmark Index5	+16.3%	+5.9%
Discount to net asset value4	12.9%	8.7%
Revenue earnings per share	7.20p	6.54p
Dividends per share	7.60p	7.40p
Ongoing charges4, 6	1.15%	1.28%
	=========	=========

1 Calculated in accordance with accounting policies adopted by the Company and AIC guidelines.

2 Mid-market share price.

3 This measures the Company’s share price and NAV total return, which assumes dividends paid by the Company have been reinvested.

4 Alternative Performance Measures, see Glossary in the Company’s Annual Report for the year ended 31 October 2024.

5 FTSE All-Share Index (total return).

6 Ongoing charges represent the management fee and all other operating expenses, excluding finance costs, direct transaction costs, custody transaction charges, VAT recovered, taxation, prior year expenses written back and certain non-recurring items as a % of average daily net assets.

Principal risks
The Company is exposed to a variety of risks and uncertainties. As required by the UK Corporate Governance Code, the Board has undertaken 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.

In making this assessment, the Board has considered, amongst other factors, the impact of the conflicts in Ukraine and the Middle East and their impact on the global economy. Emerging risks are considered by the Board as they come into view and are incorporated into the existing review of the Company’s risk register. There has been no material change in the risks faced by the Company as identified and assessed during the year.

A core element of this process is the Company’s risk register which identifies the risks facing the Company and assesses the likelihood and potential impact of each risk and the controls established for mitigation. A residual risk rating is then calculated for each risk. The risk register is regularly reviewed and the risks reassessed. The risk environment in which the Company operates is also monitored and regularly appraised. New risks are also added to the register as they are identified which ensures that the document continues to be an effective risk management tool. The risk register, its method of preparation and the operation of key controls in the Investment Manager’s and third-party service providers, systems of internal control are reviewed on a regular basis by the Audit Committee.

Additionally, the Investment Manager considers emerging risks in numerous forums and the Risk and Quantitative Analysis team produces an annual risk survey. Any material risks of relevance to the Company identified through the annual risk survey will be communicated to the Board.

In order to gain a more comprehensive understanding of the Investment Manager’s and other third-party service providers’ risk management processes and how these apply to the Company’s business, the Audit Committee periodically receives presentations from BlackRock’s Internal Audit and Risk & Quantitative Analysis functions. The Audit Committee also reviews Service Organisation Control (SOC 1) reports from the Company’s service providers.

The current risk register includes a range of risks which are categorised under the following headings:

- investment performance;

- income/dividend;

- gearing;

- legal, regulatory and tax compliance;

- operational;

- market; and

- financial.

The principal risks identified are described in detail within the table in the Company’s Annual Report for the year ended 31 October 2024, together with an explanation of how they are managed and mitigated. The Board will continue to assess these risks on an ongoing basis.

Investment performance
Principal risk
The Board is responsible for:

- setting the investment strategy to fulfil the Company’s objective; and

- monitoring the performance of the Investment Manager and the implementation of the investment strategy.

An inappropriate investment strategy may lead to:

- poor performance compared to the Benchmark Index and the Company’s peer group;

- a widening discount to NAV;

- a reduction or permanent loss of capital; and

- dissatisfied shareholders and reputational damage.

The Board is also aware of the long-term risk to performance from inadequate attention to ESG issues and in particular the impact of climate change.

Mitigation/Control
To manage this risk the Board:

- regularly reviews investment performance;

- regularly reviews the Company’s investment mandate and long-term strategy;

- is required to provide prior consent to the use of derivatives and exchange traded funds;

- has set investment restrictions and guidelines which the Investment Manager monitors and regularly reports on;

- reviews changes in gearing and the rationale for the composition of the investment portfolio;

- monitors the maintenance of an adequate spread of investments in order to minimise the risks associated with factors specific to particular sectors, based on the diversification requirements inherent in the investment policy; and

- monitors the discount to NAV and use of the granted buy back powers.

Income/dividend
Principal risk
The amount of dividends and future dividend growth will depend on the Company’s underlying portfolio and the dividends paid by the underlying investee companies.

Changes in the composition of the portfolio and any change in the tax treatment of the dividends or interest received by the Company may alter the level of dividends received by shareholders.

Mitigation/Control
The Board monitors this risk through the receipt of detailed income forecasts and considers the level of income at each meeting. The Company also has a revenue reserve and powers to pay dividends from capital which could potentially be used to support the Company’s dividend if required.

Gearing
Principal risk
The Company’s investment strategy may involve the use of gearing to enhance investment returns.

Gearing may be generated through borrowing money or increasing levels of market exposure through the use of derivatives. The Company currently has an unsecured revolving credit facility provided by The Bank of New York Mellon (International) Limited (BNY). The use of gearing exposes the Company to the risks associated with borrowing.

Mitigation/Control
To manage this risk the Board has limited gearing, including borrowings and gearing through the use of derivatives, to 20% of NAV at the time of investment, drawdown or participation.

The Investment Manager will only use gearing when confident that market conditions and opportunities exist to enhance investment returns.

Legal, regulatory and tax compliance
Principal risk
The Company has been approved by HM Revenue & Customs as an investment trust, subject to meeting the relevant eligibility conditions and operating as an investment trust in accordance with Sections 1158 and 1159 of the Corporation Tax Act 2010. As such, the Company is exempt from capital gains tax on the profits realised from the sale of its investments. Any breach of the relevant eligibility conditions could lead to the Company losing investment trust status and being subject to corporation tax on capital gains realised within the Company’s portfolio.

The Company is required to comply with the provisions of the Companies Act 2006, the Alternative Investment Fund Managers Directive (the AIFMD), the Market Abuse Regulation, the UK Listing Rules and the FCA’s Disclosure Guidance & Transparency Rules.

Any serious breach could result in the Company and/or the Directors being fined or the subject of criminal proceedings or the suspension of the Company’s shares which would in turn lead to a breach of the Corporation Tax Act 2010.

Mitigation/Control
Compliance with the accounting rules affecting investment trusts are regularly monitored.

The Investment Manager monitors investment movements, the level and type of forecast income and expenditure and the amount of proposed dividends, if any, to ensure that the provisions of Chapter 4 of Part 24 of the Corporation Tax Act 2010 are not breached. The results are reported to the Board at each meeting. The Board is aware of the risk of potential changes in law and taxation post Brexit and will continue to monitor this closely.

The Company Secretary and the Company’s professional advisers provide regular reports to the Board in respect of compliance with all applicable rules and regulation.

The Company and its appointed Alternative Investment Fund Manager (AIFM and/or Manager) are subject to the risks that the requirements of AIFMD are not correctly complied with. The Board and the Manager also monitor changes in government policy and legislation which may have an impact on the Company.

The Market Abuse Regulation came into force on 3 July 2016. The Board has taken steps to ensure that individual Directors (and their Persons Closely Associated) are aware of their obligations under the regulation and has updated internal processes, where necessary, to ensure the risk of non-compliance is effectively mitigated.

Operational
Principal risk
In common with most other investment trust companies, the Company has no employees. The Company therefore relies upon the services provided by third parties and is dependent on the control systems of BlackRock (the Investment Manager and AIFM), and of The Bank of New York Mellon (International) Limited (BNY) (the Depositary and Fund Accountant), which ensures safe custody of the Company’s assets and maintains the Company’s accounting records. The Company’s share register is maintained by the Registrar, Computershare Investor Services PLC.

Failure by any service provider to carry out its obligations to the Company could have a material adverse effect on the Company’s performance. Disruption to the accounting, payment systems or custody records, as a result of a cyber-attack or otherwise, could impact the monitoring and reporting of the Company’s financial position.

The security of the Company’s assets, dealing procedures, accounting records and maintenance of regulatory and legal requirements, depend on the effective operation of these systems.

Mitigation/Control
Due diligence is undertaken before contracts are entered into with third party service providers. Thereafter, the performance of the provider is subject to regular review and reports to the Board.

The Bank of New York Mellon’s and BlackRock’s internal control processes are regularly tested and monitored throughout the year and are evidenced through their Service Organisation Control (SOC 1) reports, which are subject to review by an Independent Service Assurance Auditor. The SOC 1 reports provide assurance in respect of the effective operation of internal controls. These reports are regularly reviewed by the Audit Committee.

The Company’s assets are subject to a strict liability regime and in the event of a loss of assets, the Depositary must return assets of an identical type or the corresponding amount, unless able to demonstrate the loss was a result of an event beyond its reasonable control.

The Board reviews the overall performance of the Manager, Investment Manager and all other third party service providers on a regular basis and compliance with the Investment Management Agreement regularly. The Board also considers the business continuity arrangements of the Company’s key service providers.

The Board considers the business continuity arrangements of the Company’s key service providers on an ongoing basis and reviews these as part of its review of the Company’s risk register. Having considered these arrangements and reviewed service levels, the Board is confident that a good level of service has and will be maintained.

Market
Principal risk
Market risk arises from volatility in the prices of the Company’s investments. It represents the potential loss the Company might suffer through realising investments at a time of negative market movements.

There is also the potential for the Company to suffer loss through holding investments in a period of negative market movements.

Mitigation/Control
The Board considers the diversification of the portfolio, asset allocation, stock selection, and levels of gearing on a regular basis and has set investment restrictions and guidelines which are monitored and reported on by the Investment Manager.

The Board monitors the implementation and results of the investment process with the Investment Manager.

The Board also recognises the benefits of a closed-end fund structure in extremely volatile markets such as those experienced with the conflict in Ukraine and, more recently, the hostilities in the Middle East and their impact on markets. Unlike open-ended counterparts, closed-end funds are not obliged to sell-down portfolio holdings at low valuations to meet liquidity requirements for redemptions. During times of elevated volatility and market stress, the ability of a closed-end fund structure to remain invested for the long term enables the Investment Manager to adhere to disciplined fundamental analysis from a bottom-up perspective.

Financial
Principal risk
The Company’s investment activities expose it to a variety of financial risks that include market risk.

Mitigation/Control
Details of these risks are disclosed in note 16 to the financial statements, together with a summary of the policies for managing these risks.

Viability statement
In accordance with the UK Corporate Governance Code, the Directors have assessed the prospects of the Company over a longer period than the twelve months referred to by the ‘Going Concern’ guidelines. The Company is an investment trust with the objective of achieving capital growth and income.

The Directors believe that five years is an appropriate investment horizon to assess the viability of the Company. This is based on the Company’s long-term mandate, the low turnover in the portfolio and the investment holding period investors generally consider while investing in the UK market. This period has also been selected as it is aligned to the Company’s objective of achieving long-term growth in capital and income. The Board is aware of the ongoing uncertainty surrounding the potential duration of the conflicts in Ukraine and the Middle East, their impact on the global economy, and the prospects for many of the Company’s portfolio holdings. Notwithstanding the impact of these events, and given the factors stated below, the Board expects the Company to continue to meet its liabilities as they fall due for the foreseeable future.

The Board conducted its review for the period up to the AGM in 2030, being a five-year period from the date that this annual report will be laid before shareholders for approval. In making this assessment the Board has considered the following factors:

- the Company’s principal risks as set out above;

- the ongoing relevance of the Company’s investment objective in the current environment;

- the level of demand for the Company’s shares;

- the performance of the Company versus its benchmark index;

- good communication with major shareholders; and

- at the close of business on 2 January 2025 the Company’s shares were trading at a discount to NAV of 12.8%.

As part of its assessment the Board has also considered:

- the level of ongoing charges, both current and historical;

- the level at which the shares trade relative to NAV;

- the level of income generated; and

- future income forecasts.

The Board has concluded that the Company would be able to meet its ongoing operating costs and net current liabilities as they fall due as a consequence of:

- a liquid portfolio; and

- overheads which comprise a small percentage of net assets.

Therefore, the Board has concluded that even in exceptionally stressed operating conditions, the Company would comfortably be able to meet its ongoing operating costs as they fall due.

However, investment companies may face other challenges. These include regulatory changes, changes to the tax treatment of investment trusts, a significant decrease in size due to poor investment performance or substantial share buy back activity, which may result in the Company no longer being of sufficient market capitalisation to represent a viable investment proposition or no longer being able to continue in operation.

Based on the results of their analysis, the Directors have a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the period of their assessment.

Future prospects
The Board’s main focus is the achievement of income and capital growth. The future performance of the Company is dependent upon the success of the investment strategy.

The outlook for the Company is discussed in the Chairman’s Statement and in the Investment Manager’s Report.

Social, community and human rights issues
As an investment trust, the Company has no direct social or community responsibilities.

However, the Company believes that it is in shareholders’ interests to consider environmental, social and governance factors and human rights issues when selecting and retaining investments. Details of the Company’s approach to socially responsible investment are set in the Company’s Annual Report for the year ended 31 October 2024.

Modern slavery act
As an investment vehicle the Company does not provide goods or services in the normal course of business and does not have customers. Accordingly, the Directors consider that the Company is not required to make any slavery or human trafficking statement under the Modern Slavery Act 2015. In any event, the Board considers the Company’s supply chain, dealing predominantly with professional advisers and service providers in the financial services industry, to be low risk in relation to this matter.

Directors, gender representation and employees
The Directors of the Company on 31 October 2024, all of whom held office throughout the year, are set out in the Governance Structure and Directors’ biographies in the Company’s Annual Report for the year ended 31 October 2024.

The Board recognises the importance of having a range of experienced Directors with the right skills and knowledge to enable it to fulfil its obligations. As at 31 October 2024, the Board consisted of three male Directors, resulting in no female board representation. However, following the financial year end the Board appointed a female Director, Chrysoula Zervoudakis, to the Board. The Company does not have any employees.

Promoting the success of BlackRock Income and Growth Investment Trust plc
The Companies (Miscellaneous Reporting) Regulations 2018 require directors to explain more fully how they have discharged their duties under Section 172(1) of the Companies Act 2006 in promoting the success of their companies for the benefit of members as a whole. This enhanced disclosure covers how the Board has engaged with and understands the views of stakeholders and how stakeholders’ needs have been taken into account, the outcome of this engagement and the impact that it has had on the Board’s decisions.

As the Company is an externally managed investment company and does not have any employees or customers, the Board considers the main stakeholders in the Company to be the shareholders, key service providers (being the Manager and Investment Manager, the Custodian, Depositary, Registrar and Broker) and investee companies. The reasons for this determination, and the Board’s overarching approach to engagement, are set out below.

Stakeholders
Shareholders
Continued shareholder support and engagement are critical to the continued existence of the Company and the successful delivery of its long-term strategy. The Board is focused on fostering good working relationships with shareholders and on understanding the views of shareholders in order to incorporate them into the Board’s strategy and objectives in delivering long-term growth and income.

Manager and Investment Manager
The Board’s main working relationship is with the Manager, who is responsible for the Company’s portfolio management (including asset allocation, stock and sector selection) and risk management, as well as ancillary functions such as administration, secretarial, accounting and marketing services.

The Manager has sub-delegated portfolio management to the Investment Manager. Successful management of shareholders’ assets by the Investment Manager is critical for the Company to deliver successfully its investment strategy and meet its objective. The Company is also reliant on the Manager as AIFM to provide support in meeting relevant regulatory obligations under the AIFMD and other relevant legislation.

Other key service providers
In order for the Company to function as an investment trust with a listing on the premium segment of the official list of the FCA and trade on the London Stock Exchange’s (LSE) main market for listed securities, the Board relies on a diverse range of service providers and advisors for support in meeting relevant obligations and safeguarding the Company’s assets. For this reason the Board considers the Company’s Custodian, Depositary, Registrar and Broker to be stakeholders. The Board maintains regular contact with its key external providers and receives regular reporting from them through the Board and committee meetings, as well as outside of the regular meeting cycle.

Investee companies
Portfolio holdings are ultimately shareholders’ assets, and the Board recognises the importance of good stewardship and communication with investee companies in meeting the Company’s investment objective and strategy. The Board monitors the Investment Manager’s stewardship activities and receives regular feedback from the Investment Manager in respect of meetings with the management of portfolio companies.

A summary of the key areas of engagement undertaken by the Board with its key stakeholders in the year under review and how Directors have acted upon this to promote the long-term success of the Company are set out in the table below.

Area of Engagement
Investment mandate and objective
Issue
The Board is committed to promoting the role and success of the Company in delivering on its investment mandate to shareholders over the long term. Consideration of sustainable investment is a key part of the investment process and must be factored in when making investment decisions. The Board also has responsibility to shareholders to ensure that the Company’s portfolio of assets is invested in line with the stated investment objective and in a way that ensures an appropriate balance between spread of risk and portfolio returns.

Engagement
The Board believes that responsible investment and sustainability are important to the longer-term delivery of growth in capital and income and has worked closely with the Manager throughout the year to review regularly the Company’s performance, investment strategy and underlying policies and to understand how sustainability considerations are integrated into the investment process.

The Manager’s approach to the consideration of ESG factors in respect of the Company’s portfolio, as well as its engagement with investee companies to encourage the adoption of sustainable business practices which support long-term value creation, are kept under review by the Board. The Manager reports to the Board in respect of its consideration of ESG factors and how these are integrated into the investment process.

Impact
The portfolio activities undertaken by the Investment Manager and the performance delivered for shareholders during the year can be found in the Investment Manager’s Report above.

Discount strategy
Issue
The Board believes that strong performance and an attractive dividend yield enhances demand for the Company’s shares, which will help to narrow the Company’s discount of share price to NAV over time.

Engagement
The Manager reports total return performance statistics to the Board on a regular basis, along with the portfolio yield and the impact of dividends paid on brought forward distributable reserves.

The Board reviews the Company’s discount/premium to NAV on a regular basis and holds regular discussions with the Manager and the Company’s broker regarding the discount/premium level.

The Board has authority to buy back up to 14.99% of the Company’s issued share capital (excluding treasury shares) and has an active buy back programme in place. The Company bought back a total of 910,874 ordinary shares during the year at an average discount of 13.7% and at an average price of 187.62p per share. As at the financial year end, the Company’s shares were trading at a discount to NAV of 12.9%.

The Manager provides the Board with feedback and key performance statistics regarding the success of the Company’s marketing initiatives which include messaging to highlight the dividends.

The Board also reviews feedback from shareholders in respect of the level of dividend.

Impact
The average discount for the year to 31 October 2024 was 12.2%. During the year the Company’s share price has traded at a minimum discount of 8.2% to a maximum discount of 17.2%, both on a cum income basis.

The Board believes the buy back activity undertaken during the year has been effective in reducing the discount volatility and increasing liquidity in the Company’s shares. All shares were purchased at a discount to the prevailing NAV and were accretive to the NAV.

Service levels of third party providers
Issue
The Board acknowledges the importance of ensuring that the Company’s principal suppliers are providing a suitable level of service: including the Manager in respect of investment performance and delivering on the Company’s investment mandate; the Custodian and Depositary in respect of their duties towards safeguarding the Company’s assets; the Registrar in its maintenance of the Company’s share register and dealing with investor queries and the Company’s Brokers in respect of the provision of advice and acting as a market maker for the Company’s shares.

Engagement
The Manager reports to the Board on the Company’s performance on a regular basis. The Board carries out a robust annual evaluation of the Manager’s performance, their commitment and available resources.

The Board performs an annual review of the service levels of all third party service providers and concludes on their suitability to continue in their role.

The Board receives regular updates from the AIFM, Depositary, Registrar and Brokers.

The Board has worked closely with the Manager to gain comfort that relevant business continuity plans are operating effectively for all of the Company’s service providers.

Impact
Performance evaluations were performed on a timely basis and the Board concluded that all third party service providers, including the Manager, Custodian, Depositary and Fund Administrator were operating effectively and providing a good level of service.

The Board has received updates in respect of business continuity planning from the Manager, Custodian, Depositary, Fund Administrator, Brokers and Registrar, and is confident that arrangements are in place to ensure that a good level of service will continue to be provided in the event of disruption, for example the COVID-19 pandemic.

Board composition
Issue
The Board is committed to ensuring that its own composition brings an appropriate balance of knowledge, experience, diversity and skills, and that it is compliant with best corporate governance practice under the UK Code of Corporate Governance, including guidance on tenure and the composition of the Board’s committees.

Engagement
The Board keep succession planning under regular review and (discharging the duties of a Nomination Committee) has agreed the selection criteria and the method of selection, recruitment and appointment. The importance of Board diversity, including gender, was taken into account when establishing the criteria. Tenure is also kept under review.

With these criteria in mind, and as part of its succession planning process, the Board initiated a search and selection process in the year to identify two new non-executive Directors. As a result of this process, Mrs Chrysoula Zervoudakis has been appointed with effect from 19 December 2024. Her full biography can be found in the Company’s Annual Report for the year ended 31 October 2024.

Mr Gold has notified the Board that he will not be seeking re-election at the Company’s next AGM in March 2025. The recruitment process is currently ongoing to identify a second director to replace Mr Gold as Audit Committee Chair and the Board anticipates making a further announcement in due course.

As at the date of this report, the Board is comprised of three men and one woman. Two Directors currently have tenure in excess of 9 years; this includes Mr Gold who will be standing down as a Director at the AGM in March 2025. As set out in the Company’s Annual Report for the year ended 31 October 2024, the Board has considered the independence of all Directors, including that of the Chairman, and notwithstanding the length of tenure of individual Directors, the Board deems all Directors to be independent in character, with no relationships or circumstances which are likely to affect their judgement.

The Board subscribes to the view expressed in the AIC Code that long-serving Directors should not be prevented from forming part of an independent majority. It does not consider that the length of a Director’s tenure reduces his or her ability to act independently. The Board’s policy on tenure is that continuity and experience add significantly to the strength of the Board and, as such, no limit on the overall length of service of any of the Company’s Directors has been imposed, although the Board believes in the merits of periodic and progressive refreshment of its composition as evidenced by the succession planning actions taken through the course of the year as described above.

All Directors are subject to a formal evaluation process on an annual basis (more details and the conclusions in respect of the 2024 evaluation process are given in the Company’s Annual Report for the year ended 31 October 2024). All Directors stand for re-election by shareholders annually. Shareholders may attend the AGM and raise any queries in respect of Board composition or individual Directors in person, or may contact the Company Secretary or the Chairman using the details provided in the Company’s Annual Report for the year ended 31 October 2024 if they wish to raise any issues.

Impact
The Board recognises the benefits of diversity and a structured process of ongoing refreshment and will continue to consider regularly its composition.

The Directors are not aware of any issues that have been raised directly by shareholders in respect of Board composition in 2024. Through its Manager and Corporate Broker, there is regular contact with major shareholders. Shareholders are able to raise any concerns in this regard at the AGM or alternatively they may write to the Chairman of the Board. Details of the proxy voting results in favour and against individual Directors’ re-election at the 2024 AGM are given on the Company’s website at www.blackrock.com/uk/brig. Historical proxy voting results can be found under the ‘Further Literature’ tab.

Shareholders
Issue
Continued shareholder support and engagement are critical to the continued existence of the Company and the successful delivery of its long-term strategy.

Engagement
The Board is committed to maintaining open channels of communication and to engage with shareholders. The Company welcomes and encourages attendance and participation from shareholders at its Annual General Meetings. Shareholders therefore have the opportunity to meet the Directors and Investment Manager and to address questions to them directly.

The Annual Report and Half-Yearly Financial Report are available on the BlackRock website and are also circulated to shareholders either in printed copy or via electronic communications. In addition, regular updates on performance, monthly factsheets, the daily NAV and other information are also published on the website at www.blackrock.com/uk/brig.

The Company also has an arrangement in place whereby at every fifth Annual General Meeting of the Company, shareholders shall be asked to approve the continuation of the Company as an investment trust by ordinary resolution. This mechanism provides shareholders with a regular opportunity at which they can realise the value of their shares. The Board, through its Manager and corporate advisers, engaged with major shareholders on the continuation vote held in March 2023 and it was confirmed that there was no dissatisfaction and that they would support continuation. The vote was subsequently passed with 99.8% in favour of continuation.

The Board also works closely with the Investment Manager to develop the Company’s marketing strategy, with the aim of ensuring effective communication with shareholders in respect of the investment mandate and objective. Unlike trading companies, one-to-one shareholder meetings usually take the form of a meeting with the Investment Manager as opposed to members of the Board. As well as attending regular investor meetings the Investment Manager holds regular discussions with wealth management desks and offices to build on the case for, and understanding of, long-term investment opportunities in the UK market.

The Investment Manager also coordinates public relations activity, including meetings with relevant industry publications to set out their vision for the portfolio strategy and outlook for the UK equity market. The Investment Manager releases monthly portfolio updates to the market to ensure that investors are kept up to date in respect of performance and other portfolio developments, and maintains a website on behalf of the Company that contains relevant information in respect of the Company’s investment mandate and objective. If shareholders wish to raise issues or concerns with the Board, they are welcome to do so at any time.

The Chairman is available to meet directly with shareholders periodically to understand their views on governance and the Company’s performance. He may be contacted via the Company Secretary whose details are given in the Company’s Annual Report for the year ended 31 October 2024.

Impact
The Board values any feedback and questions from shareholders ahead of and during Annual General Meetings in order to gain an understanding of their views and will take action when and as appropriate.

Feedback and questions will also help the Company evolve its reporting, aiming to make reports more transparent and understandable. Feedback from all substantive meetings between the Investment Manager and shareholders will be shared with the Board. The Directors will also receive updates from the Company’s broker on any feedback from shareholders, as well as share trading activity, share price performance and an update from the Investment Manager.

The Board’s approach to Sustainability and ESG
Material environmental, social and governance (ESG) issues can present both opportunities and threats to long-term investment performance. These issues are a key focus of the Board and your Board is committed to a diligent oversight of the activities of the Manager in these areas. The Board believes effective engagement with management is, in most cases, the most effective way of driving meaningful change in the behaviour of investee company management. This is particularly true for the Company’s Manager given the extent of BlackRock’s shareholder engagement. The Board believes that BlackRock is well placed as Manager to fulfil these requirements due to the integration of ESG into its investment processes, its approach in its investment stewardship activities and its position in the industry as one of the largest suppliers of sustainable investment products in the global market. More information on BlackRock’s approach to responsible investing is set out in the Company’s Annual Report for the year ended 31 October 2024.

BlackRock’s approach to ESG integration
BlackRock believes that sustainability risks, including climate risks, are investment risks. As a fiduciary, BlackRock manages material risks and opportunities that could impact portfolios. Sustainability can be a driver of investment risks and opportunities, and BlackRock incorporates them in its firm wide processes when they are material. This in turn (in BlackRock’s view) is likely to drive a significant reallocation of capital away from traditional carbon-intensive industries over the next decade. BlackRock believes that carbon-intensive companies will play an integral role in unlocking the full potential of the energy transition, and to do this, they must be prepared to adapt, innovate and pivot their strategies towards a low carbon economy.

BlackRock incorporates into its firmwide processes relevant, financially material information, including financially material data and information related to ESG. BlackRock’s investment view is that doing so can provide better risk-adjusted returns for its clients over the long term. BlackRock’s clients have a wide range of perspectives on a variety of issues and investment themes, including sustainable and low-carbon transition investing. Given the wide range of unique and varied investment objectives sought by its clients, BlackRock’s investment teams have a range of approaches to considering financially material E, S, and/or G factors. As with other investment risks and opportunities, the financial materiality of E, S and/or G considerations may vary by issuer, sector, product, mandate, and time horizon. Depending on the investment approach, this financially material E, S and/or G data or information may help inform due diligence, portfolio or index construction, and/or monitoring processes of client portfolios, as well as BlackRock’s approach to risk management. BlackRock’s ESG integration framework is built upon its history as a firm founded on the principle of thorough and thoughtful risk management. Aladdin, BlackRock’s core risk management and investment technology platform, allows investors to leverage financially material E, S and/or G data or information as well as the combined experience of BlackRock’s investment teams to effectively identify investment opportunities and investment risks. BlackRock’s heritage in risk management combined with the strength of the Aladdin platform enables BlackRock’s approach to ESG integration. BlackRock structures its approach around three main pillars: investment processes, material insights and transparency. These pillars underpin ESG integration at BlackRock and they are supported by equipping BlackRock employees with investment relevant E, S and/or G data, tools, and education. More information in respect of BlackRock’s approach to ESG integration can be found at https://www.blackrock.com/corporate/literature/publication/blk-esg-investment-statement-web.pdf.

BY ORDER OF THE BOARD
KEVIN MAYGER
FOR AND ON BEHALF OF
BLACKROCK INVESTMENT MANAGEMENT (UK) LIMITED
Company Secretary
6 January 2025

Related Party Transactions

BlackRock Fund Managers Limited (BFM) provides management and administration services to the Company under a contract which is terminable on six months’ notice. BFM has (with the Company’s consent) delegated certain portfolio and risk management services, and other ancillary services, to BlackRock Investment Management (UK) Limited (BIM (UK)). Further details of the investment management contract are disclosed in the Directors’ Report in the Company’s Annual Report for the year ended 31 October 2024.

The investment management fee due for the year ended 31 October 2024 amounted to £179,000 (2023: £235,000). At the year end, £122,000 was outstanding in respect of the management fee (2023: £175,000).

The Company is entitled to a rebate from the investment management fee charged by the Manager in the event the Company’s ongoing charges exceeds the cap of 1.15% per annum of average daily net assets. The amount of rebate accrued to 31 October 2024 amounted to £52,000 (2023: £nil).

In addition to the above services, BIM (UK) has provided the Company with marketing services. The total fees paid or payable for these services for the year ended 31 October 2024 amounted to £18,000 including VAT (2023: £14,000). At the year end, £29,000 including VAT was outstanding in respect of marketing fees (2023: £24,000).

The Company holds an investment in the BlackRock Institutional Cash Series plc – Sterling Liquid Environmentally Aware Fund of £2,255,000 (2023: £1,066,000) which for the year ended 31 October 2024 and 31 October 2023 has been presented in the financial statements as a cash equivalent. This is a fund managed by a company within the BlackRock Group. The Company’s investment in the Cash Fund is held in a share class on which no management fees are paid to BlackRock to avoid double dipping.

The ultimate holding company of the Manager and the Investment Manager is BlackRock, Inc., a company incorporated in Delaware, USA.

At the date of this report, the Board consists of four non-executive Directors, all of whom are considered to be independent of the Manager by the Board.

Disclosures of the Directors’ interests in the ordinary shares of the Company and fees and expenses payable to the Directors are set out in the Directors’ Remuneration Report in the Company’s Annual Report for the year ended 31 October 2024. At 31 October 2024, £7,000 (2023: £9,000) was outstanding in respect of Directors’ fees.

Statement of Directors’ responsibilities in respect of the Annual Report and Financial Statements

The Directors are responsible for preparing the Annual Report and Financial Statements in accordance with applicable United Kingdom law and regulations. Company law requires the Directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (“FRS 102”).

Under company law, the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company as at the end of each financial year and of the profit or loss of the Company for that year.

In preparing these financial statements, the Directors are required to:

- present fairly the financial position, financial performance and cash flows of the Company;

- select suitable accounting policies in accordance with Section 10 of FRS 102 and apply them consistently;

- present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

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

- state whether applicable UK Accounting Standards, including FRS 102, have been followed, subject to any material departures disclosed and explained in the financial statements; and

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

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors are also responsible for preparing the Strategic Report, the Directors’ Report, the Directors’ Remuneration Report, the Corporate Governance Statement and the Report of the Audit Committee in accordance with the Companies Act 2006 and applicable regulations, including the requirements of the Listing Rules and the Disclosure Guidance and Transparency Rules.

The Directors have delegated responsibility to the Manager for the maintenance and integrity of the Company’s corporate and financial information included on the BlackRock website.

Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Each of the Directors, whose names are listed in the Company’s Annual Report for the year ended 31 October 2024, confirm to the best of their knowledge that:

- the financial statements, prepared in accordance with applicable accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company; and

- the Strategic Report contained in the Annual Report and Financial Statements includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces.

The 2018 UK Corporate Governance Code requires Directors to ensure that the Annual Report and Financial Statements are fair, balanced and understandable. In order to reach a conclusion on this matter, the Board has requested that the Audit Committee advise on whether it considers that the Annual Report and Financial Statements fulfils these requirements. The process by which the Audit Committee has reached these conclusions is set out in the Audit Committee’s report in the Company’s Annual Report for the year ended 31 October 2024. As a result, the Board has concluded that the Annual Report and Financial Statements for the year ended 31 October 2024, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company’s position and performance, business model and strategy.

FOR AND ON BEHALF OF THE BOARD
GRAEME PROUDFOOT
Chairman
6 January 2025

Income statement for the year ended 31 October 2024

		2024			2023
	Notes	Revenue  £’000	Capital  £’000	Total  £’000	Revenue  £’000	Capital  £’000	Total  £’000
Gains on investments held at fair value through profit or loss		–	5,684	5,684	–	1,119	1,119
(Losses)/gains on foreign exchange		–	(4)	(4)	–	2	2
Income from investments held at fair value through profit or loss	3	1,749	49	1,798	1,723	7	1,730
Other income	3	98	–	98	81	–	81
		---------------	---------------–	---------------	---------------	---------------	---------------
Total income		1,847	5,729	7,576	1,804	1,128	2,932
		=========	=========	=========	=========	=========	=========
Investment management fee	4	(24)	(155)	(179)	(59)	(176)	(235)
Other operating expenses	5	(301)	(6)	(307)	(317)	(6)	(323)
		---------------	---------------–	---------------	---------------	---------------	---------------
Total operating expenses		(325)	(161)	(486)	(376)	(182)	(558)
		=========	=========	=========	=========	=========	=========
Net profit on ordinary activities before finance costs and taxation		1,522	5,568	7,090	1,428	946	2,374
Finance costs	6	(63)	(187)	(250)	(54)	(163)	(217)
		---------------	---------------–	---------------	---------------	---------------	---------------
Net profit on ordinary activities before taxation		1,459	5,381	6,840	1,374	783	2,157
Taxation charge		(5)	–	(5)	(7)	–	(7)
		---------------	---------------–	---------------	---------------	---------------	---------------
Net profit on ordinary activities after taxation	8	1,454	5,381	6,835	1,367	783	2,150
		=========	=========	=========	=========	=========	=========
Earnings per ordinary share (pence)	8	7.20	26.65	33.85	6.54	3.75	10.29
		=========	=========	=========	=========	=========	=========

 

The total columns of this statement represent the Company’s profit and loss account. The supplementary revenue and capital accounts are both prepared under guidance published by the Association of Investment Companies (AIC). All items in the above statement derive from continuing operations. No operations were acquired or discontinued during the year. All income is attributable to the equity holders of the Company.

The net profit on ordinary activities for the year disclosed above represents the Company’s total comprehensive income.

Statement of changes in equity for the year ended 31 October 2024

	Notes	Called  up share  capital  £’000	Share  premium  account  £’000	Capital  redemption  reserve  £’000	Capital  reserve  £’000	Special  reserve  £’000	Revenue  reserve  £’000	Total  £’000
For the year ended 31 October 2024
At 31 October 2023		307	14,819	242	10,266	12,391	2,131	40,156
Total comprehensive income:
Net profit for the year		–	–	–	5,381	–	1,454	6,835
Transaction with owners, recorded directly to equity:
Ordinary shares purchased for cancellation	9,10	(9)	–	9	–	(1,700)	–	(1,700)
Share purchase costs	10	–	–	–	–	(9)	–	(9)
Dividends paid1	7	–	–	–	–	–	(1,522)	(1,522)
		---------------	---------------–	---------------	---------------	---------------	---------------	---------------
At 31 October 2024		298	14,819	251	15,647	10,682	2,063	43,760
		=========	=========	=========	=========	=========	=========	=========
For the year ended 31 October 2023
At 31 October 2022		313	14,819	236	9,483	13,427	2,294	40,572
Total comprehensive income:
Net profit for the year		–	–	–	783	–	1,367	2,150
Transactions with owners, recorded directly to equity:
Ordinary shares purchased for cancellation	9,10	(6)	–	6	–	(1,029)	–	(1,029)
Share purchase costs	10	–	–	–	–	(7)	–	(7)
Dividends paid2	7	–	–	–	–	–	(1,530)	(1,530)
		---------------	---------------–	---------------	---------------	---------------	---------------	---------------
At 31 October 2023		307	14,819	242	10,266	12,391	2,131	40,156
		=========	=========	=========	=========	=========	=========	=========

1 Interim dividend paid in respect of the six months ended 30 April 2024 of 2.70p per share was declared on 20 June 2024 and paid on 3 September 2024. Final dividend paid in respect of the year ended 31 October 2023 of 4.80p per share was declared on 21 December 2023 and paid on 15 March 2024.

2 Interim dividend paid in respect of the six months ended 30 April 2023 of 2.60p per share was declared on 21 June 2023 and paid on 1 September 2023. Final dividend paid in respect of the year ended 31 October 2022 of 4.70p per share was declared on 2 February 2023 and paid on 15 March 2023.

For information on the Company’s distributable reserves please refer to note 15 in the Company’s Annual Report for the year ended 31 October 2024.

Balance sheet as at 31 October 2024

	Notes	2024  £’000	2023  £’000
Non current assets
Investments held at fair value through profit or loss		45,096	43,267
		---------------	---------------
Current assets
Current tax asset		22	27
Debtors		972	133
Cash and cash equivalents		2,515	1,110
		=========	=========
Total current assets		3,509	1,270
		=========	=========
Current liabilities
Other creditors		(845)	(381)
Bank loan		(4,000)	(4,000)
		---------------	---------------
Total current liabilities		(4,845)	(4,381)
		=========	=========
Net current liabilities		(1,336)	(3,111)
		=========	=========
Net assets		43,760	40,156
		=========	=========
Capital and reserves
Called up share capital	9	298	307
Share premium account	10	14,819	14,819
Capital redemption reserve	10	251	242
Capital reserve	10	15,647	10,266
Special reserve	10	10,682	12,391
Revenue reserve	10	2,063	2,131
		---------------	---------------
Total shareholders’ funds	8	43,760	40,156
		=========	=========
Net asset value per ordinary share (pence)	8	222.22	194.90
		=========	=========

 

Statement of cash flows for the year ended 31 October 2024

	2024  £’000	2023  £’000
Operating activities
Net profit on ordinary activities before taxation1	6,840	2,157
Add back finance costs	250	217
Gains on investments held at fair value through profit or loss	(5,684)	(1,119)
Losses/(gains) on foreign exchange	4	(2)
Special dividends allocated to capital	(49)	(7)
Sale of investments held at fair value through profit or loss	18,292	11,482
Purchase of investments held at fair value through profit or loss	(14,839)	(11,632)
Decrease in other debtors	30	22
Increase in other creditors	26	134
Taxation on investment income	–	(18)
	---------------	---------------
Net cash generated from operating activities	4,870	1,234
	=========	=========
Financing activities
Ordinary shares purchased for cancellation	(1,680)	(1,029)
Share purchase costs paid	(9)	(7)
Interest paid	(250)	(217)
Dividends paid	(1,522)	(1,530)
	---------------	---------------
Net cash used in financing activities	(3,461)	(2,783)
	=========	=========
Increase/(decrease) in cash and cash equivalents	1,409	(1,549)
Cash and cash equivalents at the beginning of the year	1,110	2,657
Effect of foreign exchange rate changes	(4)	2
	---------------	---------------
Cash and cash equivalents at the end of the year	2,515	1,110
	=========	=========
Comprised of:
Cash at bank	260	44
Cash Fund2	2,255	1,066
	---------------	---------------
	2,515	1,110
	=========	=========

1 Dividends and interest received in cash during the year amounted to £1,772,000 and £76,000 respectively (2023: £1,789,000 and £83,000).

2 Cash Fund represents funds held on deposit with the BlackRock Institutional Cash Series plc – Sterling Liquid Environmentally Aware Fund.

Notes to the financial statements for the year ended 31 October 2024

1. Principal activity
The principal activity of the Company is that of an investment trust company within the meaning of Section 1158 of the Corporation Tax Act 2010.

2. Accounting policies
The principal accounting policies adopted by the Company are set out below.

(a) Basis of preparation
The financial statements have been prepared on a going concern basis in accordance with The Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) and the revised Statement of Recommended Practice – Financial Statements of Investment Trust Companies and Venture Capital Trusts (SORP), issued by the Association of Investment Companies (AIC) in October 2019 and updated in July 2022, and the provisions of the Companies Act 2006.

Substantially, all of the assets of the Company consist of securities that are readily realisable and, accordingly, the Directors are satisfied that the Company has adequate resources to continue in operational existence for the period to 31 October 2026, being a period of at least 12 months from the date of approval of the financial statements, and therefore consider the going concern assumption to be appropriate. The Directors have reviewed compliance with the covenants associated with the bank loan facility, income and expense projections and the liquidity of the investment portfolio in making their assessment.

The Directors have considered the impact of climate change on the value of the investments included in the Financial Statements and have concluded that there was no further impact of climate change to be considered as the investments are valued based on market pricing as required by FRS 102.

None of the Company’s other assets and liabilities were considered to be potentially impacted by climate change.

The principal accounting policies adopted by the Company are set out below. Unless specified otherwise, the policies have been applied consistently throughout the year and are consistent with those applied in the preceding year. All of the Company’s operations are of a continuing nature.

The Company’s financial statements are presented in Sterling, which is the functional currency of the Company and the primary economic environment in which the Company operates. All values are rounded to the nearest thousand pounds (£’000) except where otherwise indicated.

(b) Presentation of Income Statement
In order to better reflect the activities of an investment trust company and in accordance with guidance issued by the AIC, supplementary information which analyses the Income Statement between items of a revenue and a capital nature has been presented on the face of the Income Statement.

(c) Segmental reporting
The Directors are of the opinion that the Company is engaged in a single segment of business being investment business.

(d) Income
Dividends receivable on equity shares are treated as revenue for the year on an ex-dividend basis. Where no ex-dividend date is available, dividends receivable on or before the year end are treated as revenue for the year. Provisions are made for dividends not expected to be received.

Special dividends are recognised on an ex-dividend basis and treated as capital or revenue depending on the facts or circumstances of each particular dividend.

Dividends are accounted for in accordance with Section 29 of FRS 102 on the basis of income actually receivable, without adjustment for tax credits attaching to the dividend. Dividends from overseas companies continue to be shown gross of withholding tax.

Deposit interest receivable and interest income from the Cash Fund are accounted for using the effective interest method in accordance with Section 11 of FRS 102. Underwriting commission is recognised when the issue underwritten closes.

Where the Company has elected to receive its dividends in the form of additional shares rather than in cash, the cash equivalent of the dividend is recognised as revenue. Any excess in the value of the shares received over the amount of the cash dividend is recognised in capital.

(e) Expenses
All expenses, including finance costs, are accounted for on an accruals basis. Expenses have been charged wholly to the revenue account of the Income Statement, except as follows:

- expenses which are incidental to the acquisition or disposal of an investment are treated as capital. Details of transaction costs on the purchases and sales of investments are disclosed in note 10 in the Company’s Annual Report for the year ended 31 October 2024;

- expenses are treated as capital where a connection with the maintenance or enhancement of the value of the investments can be demonstrated; and

- the investment management fee and finance costs have been allocated 25% to the revenue account and 75% to the capital account of the Income Statement in line with the Board’s expected long-term split of returns, in the form of capital gains and income respectively, from the investment portfolio.

(f) Taxation
The tax expense represents the sum of the tax currently payable and deferred tax. The tax currently payable is based on the taxable profit for the year. Taxable profit differs from net profit as reported in the Income Statement because it excludes items of income or expenses that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Company’s liability for current tax is calculated using tax rates that were applicable at the balance sheet date.

The current tax effect of different items of expenditure is allocated between capital and revenue on the marginal basis using the Company’s effective rate of corporation tax for the accounting period.

Deferred taxation is recognised in respect of all timing differences at the financial reporting date, where transactions or events that result in an obligation to pay more taxation in the future or right to less taxation in the future have occurred at the balance sheet date. Deferred taxation is measured on a non-discounted basis, at the average tax rates that are expected to apply in the periods in which the timing differences are expected to reverse based on tax rates and laws that have been enacted or substantively enacted by the balance sheet date. This is subject to deferred taxation assets only being recognised if it is considered more likely than not that there will be suitable profits from which the future reversal of the timing differences can be deducted.

(g) Investments held at fair value through profit or loss
The Company’s investments are classified as held at fair value through profit or loss in accordance with Sections 11 and 12 of FRS 102 and are managed and evaluated on a fair value basis in accordance with its investment strategy.

All investments are classified upon initial recognition as held at fair value through profit or loss. Purchases of investments are recognised on a trade date basis. Sales are recognised at the trade date of the disposal and the proceeds are measured at fair value, which is regarded as the proceeds of the sale less any transaction costs.

The fair value of the financial investments is based on their quoted bid price at the balance sheet date on the exchange on which the investment is quoted, without deduction for the estimated future selling costs. Unquoted investments are valued by the Directors at fair value using International Private Equity and Venture Capital Valuation Guidelines. This policy applies to all current and non-current asset investments of the Company.

Changes in the value of investments held at fair value through profit or loss and gains and losses on disposal are recognised in the Income Statement as ‘Gains or losses on investments held at fair value through profit or loss’. Also included within this heading are transaction costs in relation to the purchase or sale of investments.

The fair value hierarchy consists of the following three levels:

Level 1 – Quoted market price for identical instruments in active markets.

Level 2 – Valuation techniques using observable inputs.

Level 3 – Valuation techniques using significant unobservable inputs.

(h) Debtors
Debtors include sales for future settlement, other debtors and prepayments and accrued income in the ordinary course of business. If collection is expected in one year or less, they are classified as current assets. If not, they are presented as non-current assets.

(i) Creditors
Creditors include purchases for future settlement, interest payable, share buyback costs and accruals in the ordinary course of business. Creditors are classified as creditors – amounts due within one year if payment is due within one year or less (or in the normal operating cycle of business if longer). If not, they are presented as creditors – amounts due after more than one year.

(j) Dividends payable
Under Section 32 of FRS 102, final dividends should not be accrued in the financial statements unless they have been approved by shareholders before the balance sheet date. Dividends payable to equity shareholders are recognised in the Statement of Changes in Equity when they have been approved by shareholders and have become a liability of the Company. Interim dividends are only recognised in the financial statements in the period in which they are paid.

(k) Cash and cash equivalents
Cash comprises cash in hand and on demand deposits. Cash equivalents include bank overdrafts repayable on demand and short-term, highly liquid investments, that are readily convertible to known amounts of cash and that are subject to an insignificant risk of changes in value.

The investment in the BlackRock Institutional Cash Series plc - Sterling Liquid Environmentally Aware Fund has been presented in the financial statements as a cash equivalent.

(l) Foreign currency translation
In accordance with Section 30 of FRS 102, the Company is required to nominate a functional currency being the currency in which the Company predominately operates. The functional and reporting currency is Sterling, reflecting the primary economic environment in which the Company operates. Transactions in foreign currencies are translated into Sterling at the rates of exchange ruling on the date of the transaction. Foreign currency monetary assets and liabilities and non-monetary assets held at fair value are translated into Sterling at the rates of exchange ruling at the balance sheet date. Profits and losses thereon are recognised in the capital account of the Income Statement and taken to the capital reserve.

(m) Share repurchases, share reissues and new share issues
Shares repurchased and subsequently cancelled – share capital is reduced by the nominal value of the shares repurchased and the capital redemption reserve is correspondingly increased in accordance with Section 733 of the Companies Act 2006. The full cost of the repurchase is charged to the special reserve.

Shares repurchased and held in treasury – the full cost of the repurchase is charged to the special reserve.

Where treasury shares are subsequently reissued:

- amounts received to the extent of the repurchase price are credited to the special reserve and capital reserve based on a weighted average basis of amounts utilised from these reserves on repurchases; and

- any surplus received in excess of the repurchase price is taken to the share premium account.

Where new shares are issued, the par value is taken to called up share capital and amounts received to the extent of any surplus received in excess of the par value are taken to the share premium account.

Costs on issuance of new shares are charged to the share premium account. Costs on share reissues are charged to the special reserve and capital reserve.

(n) Bank borrowings
Bank loans are recorded as the proceeds received. Finance charges are accounted for on an accruals basis in the Income Statement.

(o) Critical accounting judgement and key sources of estimation uncertainty
The Board makes estimates and assumptions concerning the future. The resulting accounting estimates and assumptions will, by definition, seldom equal the related actual results. Estimates and judgements are regularly evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. There are no critical accounting judgements or estimates and the Directors do not believe that any accounting judgements or estimates have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities within the next financial year.

3. Income

	2024  £’000	2023  £’000
Investment income:
UK dividends	1,547	1,494
UK special dividends	42	27
UK property income distributions	62	19
Dividends from UK REITs1	17	–
Overseas dividends	81	183
	---------------	---------------
Total investment income	1,749	1,723
	=========	=========
Other income:
Interest from Cash Fund	85	80
Deposit interest	3	1
Underwriting commission	10	1
	---------------	---------------
Total other income	98	81
	=========	=========
Total	1,847	1,804
	=========	=========

1 REITs - real estate investment trusts.

Dividends and interest received in cash during the year amounted to £1,772,000 and £76,000 respectively (2023: £1,789,000 and £83,000).

Special dividends of £42,000 (2023: £27,000) have been recognised in income and special dividends of £49,000 (2023: £7,000) have been recognised in capital during the year.

4. Investment management fee

	2024			2023
	Revenue  £’000	Capital  £’000	Total  £’000	Revenue  £’000	Capital  £’000	Total  £’000
Investment management fee	58	173	231	59	176	235
Investment management fee rebate	(34)	(18)	(52)	–	–	–
	---------------	---------------	---------------	---------------	---------------	---------------
Total	24	155	179	59	176	235
	=========	=========	=========	=========	=========	=========

 

Under the terms of the investment management agreement, BFM is entitled to a fee of 0.6% per annum of the Company’s quarter end market capitalisation. The investment management fee is allocated 25% to the revenue account and 75% to the capital account. There is no additional fee for company secretarial and administration services.

In addition, effective from 1 November 2023, the Company is entitled to a rebate from the investment management fee charged by the Manager in the event the Company’s ongoing charges exceed the cap of 1.15% per annum of average daily net assets. The amount of rebate accrued for the year ended 31 October 2024 amounted to £52,000 (year ended 31 October 2023: £nil). The rebate, if any, is offset against management fees and is allocated between revenue and capital in the ratio of total ongoing charges (as defined on in the Company’s Annual Report for the year ended 31 October 2024) allocated between revenue and capital during the year.

5. Other expenses

	2024  £’000	2023  £’000
Allocated to revenue:
Custody fees	1	1
Depositary fees	5	5
Audit fees1	60	29
Registrars’ fee	27	26
Directors’ emoluments2	92	103
Marketing fees	18	14
Printing and postage fees	47	32
Legal and professional fees	24	56
London Stock Exchange fee	13	12
FCA fee	8	7
Prior year expenses written back3	(25)	(3)
Other administration costs	31	35
	---------------	---------------
Total revenue expenses	301	317
	=========	=========
Allocated to capital:
Custody transaction costs4	6	6
	---------------	---------------
Total	307	323
	=========	=========
The Company’s ongoing charges5, calculated as a percentage of average daily net assets and using the management fee and all other operating expenses, excluding finance costs, direct transaction costs, custody transaction charges, VAT recovered, taxation, prior year expenses written back and certain non-recurring items were:	1.15%	1.28%
	=========	=========

1 No non-audit services were provided by the Company’s auditors (2023: none).

2 Further information on Directors’ emoluments can be found in the Directors’ Remuneration Report in the Company’s Annual Report for the year ended 31 October 2024. The Company has no employees.

3 Relates to legal and professional fees, printing and postage fees and other administration costs written back in the year ended 31 October 2024 (2023: audit fees and other administration costs).

4 For the year ended 31 October 2024, expenses of £6,000 (2023: £6,000) were charged to the capital account of the Income Statement. These relate to transaction costs charged by the custodian on sale and purchase trades.

5 Alternative Performance Measure, see Glossary in the Company’s Annual Report for the year ended 31 October 2024.

6. Finance costs

	2024			2023
	Revenue  £’000	Capital  £’000	Total  £’000	Revenue  £’000	Capital  £’000	Total  £’000
Interest on Sterling bank loan	62	185	247	53	161	214
Loan facility fees	1	2	3	1	2	3
	---------------	---------------	---------------	---------------	---------------	---------------
Total	63	187	250	54	163	217
	=========	=========	=========	=========	=========	=========

 

Finance costs have been allocated 25% to the revenue account and 75% to the capital account of the Income Statement.

7. Dividends

Dividends paid on equity shares	Record date	Payment date	2024  £’000	2023  £’000
2022 Final dividend of 4.70p	10 February 2023	15 March 2023	–	986
2023 Interim dividend of 2.60p	21 July 2023	1 September 2023	–	544
2023 Final dividend of 4.80p	9 February 2024	15 March 2024	984	–
2024 Interim Dividend of 2.70p	26 July 2024	3 September 2024	538	–
			---------------	---------------
Total			1,522	1,530
			=========	=========

 

The Directors have proposed a final dividend of 4.90p per share in respect of the year ended 31 October 2024. The final dividend will be paid, subject to shareholders’ approval, on 14 March 2025 to shareholders on the Company’s register on 7 February 2025. The proposed final dividend has not been included as a liability in these financial statements as final dividends are only recognised in the financial statements when they have been approved by shareholders.

The total dividends payable in respect of the year which form the basis of determining retained income for the purpose of Section 1158 of the Corporation Tax Act 2010 and Section 833 of the Companies Act 2006, and the amount proposed for the year ended 31 October 2024, meet the relevant requirements as set out in this legislation.

Dividends paid or declared on equity shares	2024  £’000	2023  £’000
Interim paid of 2.70p (2023: 2.60p)	538	544
Final proposed of 4.90p1 (2023: 4.80p)	959	986
	---------------	---------------
	1,497	1,530
	=========	=========

1 Based on 19,578,723 ordinary shares (excluding treasury shares) in issue on 2 January 2025.

All dividends paid or payable are distributed from the Company’s current year revenue profits and, if required, from brought forward revenue reserves.

8. Earnings and net asset value per ordinary share
Revenue earnings, capital earnings and net asset value per ordinary share are shown below and have been calculated using the following:

	2024	2023
Net revenue profit attributable to ordinary shareholders (£’000)	1,454	1,367
Net capital profit attributable to ordinary shareholders (£’000)	5,381	783
	---------------	---------------
Total profit attributable to ordinary shareholders (£’000)	6,835	2,150
	=========	=========
Total shareholders’ funds (£’000)	43,760	40,156
	=========	=========
Earnings per share
The weighted average number of ordinary shares in issue during the year on which the earnings per ordinary share was calculated was:	20,193,264	20,913,124
The actual number of ordinary shares in issue at the year end on which the net asset value per ordinary share was calculated was:	19,692,612	20,603,486
Calculated on weighted average number of ordinary shares:
Revenue earnings per share (pence) – basic and diluted	7.20	6.54
Capital earnings per share (pence) – basic and diluted	26.65	3.75
	---------------	---------------
Total earnings per share (pence) – basic and diluted	33.85	10.29
	=========	=========

 

	As at  31 October  2024	As at  31 October  2023
Net asset value per ordinary share (pence)	222.22	194.90
Ordinary share price (mid-market) (pence)	193.50	178.00
	=========	=========

 

There were no dilutive securities at the year end (2023: nil).

9. Called up share capital

	Ordinary  shares  number	Treasury  shares  number	Total  shares  number	Nominal  value  £’000
Alotted, called up and fully paid share capital comprised:
Ordinary shares of 1 pence each:
At 31 October 2022	21,171,914	10,081,532	31,253,446	313
Shares purchased for cancellation	(568,428)	–	(568,428)	(6)
	---------------	---------------	---------------	---------------
At 31 October 2023	20,603,486	10,081,532	30,685,018	307
	=========	=========	=========	=========
Shares purchased for cancellation	(910,874)	–	(910,874)	(9)
	---------------	---------------	---------------	---------------
At 31 October 2024	19,692,612	10,081,532	29,774,144	298
	=========	=========	=========	=========

 

During the year 910,874 ordinary shares (2023: 568,428) were purchased and subsequently cancelled for a total consideration including expenses of £1,709,000 (2023: £1,036,000).

Since the year end and up to 2 January 2025, a further 113,889 ordinary shares have been bought back and cancelled for a total cost including expenses of £225,000.

The number of ordinary shares in issue at the year end was 29,774,144 (2023: 30,685,018) of which 10,081,532 (2023: 10,081,532) were held in treasury.

10. Reserves

			Distributable reserves
	Share  premium  account  £’000	Capital  redemption  reserve  £’000	Capital  reserve  (arising on  investments  sold)  £’000	Capital  reserve  (arising on  revaluation of  investments  held)  £’000	Special  reserve  £’000	Revenue  reserve  £’000
At 31 October 2023	14,819	242	7,473	2,793	12,391	2,131
Movement during the year:
Total comprehensive income:
Net profit for the year	–	–	1,629	3,752	–	1,454
Transactions with owners, recorded directly to equity:
Ordinary shares purchased for cancellation	–	9	–	–	(1,700)	–
Share purchase costs	–	–	–	–	(9)	–
Dividends paid during the year	–	–	–	–	–	(1,522)
	---------------	---------------	---------------	---------------	---------------	---------------
At 31 October 2024	14,819	251	9,102	6,545	10,682	2,063
	=========	=========	=========	=========	=========	=========

 

			Distributable reserves
	Share  premium  account  £’000	Capital  redemption  reserve  £’000	Capital  reserve  (arising on  investments  sold)  £’000	Capital  reserve  (arising on  revaluation of  investments  held)  £’000	Special  reserve  £’000	Revenue  reserve  £’000
At 31 October 2022	14,819	236	7,997	1,486	13,427	2,294
Movement during the year:
Total comprehensive (loss)/income:
Net (loss)/profit for the year	–	–	(524)	1,307	–	1,367
Transactions with owners, recorded directly to equity:
Ordinary shares purchased for cancellation	–	6	–	–	(1,029)	–
Share purchase costs	–	–	–	–	(7)	–
Dividends paid during the year	–	–	–	–	–	(1,530)
	---------------	---------------	---------------	---------------	---------------	---------------
At 31 October 2023	14,819	242	7,473	2,793	12,391	2,131
	=========	=========	=========	=========	=========	=========

 

The Company’s share premium account was cancelled pursuant to shareholders’ approval of a special resolution at the Company’s Annual General Meeting in 2002 and Court approval on 24 January 2002. The share premium account which totalled £61,852,000 at the time of cancellation was transferred to a special reserve. This action was taken, in part, to ensure that the Company had sufficient distributable reserves.

The share premium account and capital redemption reserve are not distributable reserves under the Companies Act 2006. In accordance with ICAEW Technical Release 02/17BL on Guidance on Realised and Distributable Profits under the Companies Act 2006, the special reserve and capital reserves may be used as distributable reserves for all purposes and, in particular, the repurchase by the Company of its ordinary shares and for payments such as dividends. In accordance with the Company’s Articles of Association, the special reserve, capital reserves and the revenue reserve may be distributed by way of dividend. The gain on the capital reserve arising on the revaluation of investments of £6,545,000 (2023: £2,793,000) is subject to fair value movements and may not be readily realisable at short notice, as such it may not be entirely distributable. The investments are subject to financial risks, as such capital reserves (arising on investments sold) and the revenue reserve may not be entirely distributable if a loss occurred during the realisation of these investments.

11. Valuation of financial instruments
Financial assets and financial liabilities are either carried in the Balance Sheet at their fair value (investments) or at an amount which is a reasonable approximation of fair value (due from brokers, dividends and interest receivable, due to brokers, accruals, cash at bank, bank overdrafts and bank loans). Section 34 of FRS 102 requires the Company to classify fair value measurements using a fair value hierarchy that reflects the significance of inputs used in making the measurements. The valuation techniques used by the Company are explained in the accounting policies note to the Financial Statements above.

Categorisation within the hierarchy has been determined on the basis of the lowest level input that is significant to the fair value measurement of the relevant asset.

The fair value hierarchy has the following levels:

Level 1 – Quoted market price for identical instruments in active markets
A financial instrument is regarded as quoted in an active market if quoted prices are readily available from an exchange, dealer, broker, industry group, pricing service or regulatory agency and those prices represent actual and regularly occurring market transactions on an arm’s length basis. The Company does not adjust the quoted price for these instruments.

Level 2 – Valuation techniques using observable inputs
This category includes instruments valued using quoted prices for similar instruments in markets that are considered less than active, or other valuation techniques where significant inputs are directly or indirectly observable from market data.

Level 3 – Valuation techniques using significant unobservable inputs
This category includes all instruments where the valuation technique includes inputs not based on market data and these inputs could have a significant impact on the instrument’s valuation.

This category also includes instruments that are valued based on quoted prices for similar instruments where significant entity determined adjustments or assumptions are required to reflect differences between the instruments and instruments for which there is no active market. The Investment Manager considers observable data to be that market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market.

The level in the fair value hierarchy within which the fair value measurement is categorised in its entirety is determined on the basis of the lowest level input that is significant to the fair value measurement. If a fair value measurement uses observable inputs that require significant adjustment based on unobservable inputs, that measurement is a Level 3 measurement.

Assessing the significance of a particular input to the fair value measurement in its entirety requires judgement, considering factors specific to the asset or liability including an assessment of the relevant risks including but not limited to credit risk, market risk, liquidity risk, business risk and sustainability risk. The determination of what constitutes ‘observable’ inputs requires significant judgement by the Investment Manager, and these risks are adequately captured in the assumptions and inputs used in the measurement of Level 3 assets or liabilities.

Fair values of financial assets and financial liabilities
The table below is an analysis of the Company’s financial instruments measured at fair value at the balance sheet date.

Financial assets at fair value through profit or loss	Level 1  £’000	Level 2  £’000	Level 3  £’000	Total  £’000
Equity investments at 31 October 2024	45,096	–	–	45,096
Equity investments at 31 October 2023	43,267	–	–	43,267
	=========	=========	=========	=========

 

The Company held one Level 3 security as at 31 October 2024 (2023: one).

The investment in Patisserie Holdings has been valued at £nil as the company is under liquidation.

There were no transfers between levels of financial assets and financial liabilities recorded at fair value during the year ended 31 October 2024 (2023: none).

For exchange listed equity investments, the quoted price is the bid price. Substantially, all investments are valued based on unadjusted quoted market prices. Where such quoted prices are readily available in an active market, such prices are not required to be assessed or adjusted for any price related risks, including climate risk, in accordance with the fair value related requirements of the Company’s financial reporting framework.

12. Transactions with the Investment Manager and AIFM
BlackRock Fund Managers Limited (BFM) provides management and administration services to the Company under a contract which is terminable on six months’ notice. BFM has (with the Company’s consent) delegated certain portfolio and risk management services, and other ancillary services, to BlackRock Investment Management (UK) Limited (BIM (UK)). Further details of the investment management contract are disclosed in the Directors’ Report in the Company’s Annual Report for the year ended 31 October 2024.

The investment management fee due for the year ended 31 October 2024 amounted to £179,000 (2023: £235,000). At the year end, £122,000 was outstanding in respect of the management fee (2023: £175,000).

The Company is entitled to a rebate from the investment management fee charged by the Manager in the event the Company’s ongoing charges exceeds the cap of 1.15% per annum of average daily net assets. The amount of rebate accrued to 31 October 2024 amounted to £52,000 (2023: £nil).

In addition to the above services, BIM (UK) has provided the Company with marketing services. The total fees paid or payable for these services for the year ended 31 October 2024 amounted to £18,000 including VAT (2023: £14,000). At the year end, £29,000 including VAT was outstanding in respect of marketing fees (2023: £24,000).

The Company holds an investment in the BlackRock Institutional Cash Series plc – Sterling Liquid Environmentally Aware Fund of £2,255,000 (2023: £1,066,000) which for the year ended 31 October 2024 and 31 October 2023 has been presented in the financial statements as a cash equivalent. This is a fund managed by a company within the BlackRock Group. The Company’s investment in the Cash Fund is held in a share class on which no management fees are paid to BlackRock to avoid double dipping.

The ultimate holding company of the Manager and the Investment Manager is BlackRock, Inc., a company incorporated in Delaware, USA.

13. Related party disclosure
At the date of this report, the Board consists of four non-executive Directors, all of whom are considered to be independent of the Manager by the Board.

Disclosures of the Directors’ interests in the ordinary shares of the Company and fees and expenses payable to the Directors are set out in the Directors’ Remuneration Report in the Company’s Annual Report for the year ended 31 October 2024. At 31 October 2024, £7,000 (2023: £9,000) was outstanding in respect of Directors’ fees.

Significant holdings
The following investors are:

a. funds managed by the BlackRock Group or are affiliates of BlackRock Inc. (Related BlackRock Funds); or

b. investors (other than those listed in (a) above) who held more than 20% of the voting shares in issue in the Company and are as a result, considered to be related parties to the Company (Significant Investors).

	Total % of shares held by  Related  BlackRock Funds	Total % of shares held  by Significant Investors  who are not affiliates  of BlackRock Group or  BlackRock, Inc.	Number of Significant  Investors who are not  affiliates of BlackRock  Group or  BlackRock, Inc.
At as 31 October 2024	nil	n/a	n/a
At as 31 October 2023	nil	n/a	n/a
	=========	=========	=========

 

14. Contingent liabilities
There were no contingent liabilities at 31 October 2024 (2023: nil).

15. Publication of Non- Statutory Accounts

The financial information contained in this announcement does not constitute statutory accounts as defined in the Companies Act 2006. The Annual Report and Financial Statements for the year ended 31 October 2024 will be filed with the Registrar of Companies after the Annual General Meeting. The figures set out above have been reported upon by the auditor, whose report for the year ended 31 October 2024 contains no qualification or statement under Section 498(2) or (3) of the Companies Act 2006.

The comparative figures are extracts from the audited financial statements of BlackRock Income and Growth Investment Trust plc for the year ended 31 October 2023, which have been filed with the Registrar of Companies, unless otherwise stated. The report of the auditor on those financial statements contained no qualification or statement under Section 498 of the Companies Act.

16. Annual Reports

Copies of the Annual Report will be sent to members shortly and will be available from the registered office c/o The Company Secretary, BlackRock Income and Growth Investment Trust plc, 12 Throgmorton Avenue, London EC2N 2DL.

 17. Annual General Meeting

The Annual General Meeting of the Company will be held at 12 Throgmorton Avenue, London EC2N 2DL on Thursday, 6 March 2025 at 12.00 noon.

ENDS

The Annual Report will also be available on the BlackRock website at blackrock.co.uk/brig. Neither the contents of the Manager's website nor the contents of any website accessible from hyperlinks on the Manager's website (or any other website) is incorporated into, or forms part of, this announcement.

For further information, please contact:

Charles Kilner, Closed End Funds, BlackRock Investment Management (UK) Limited
Tel: 020 7743 3893
 

Press enquires:

Ed Hooper, Lansons Communications
Tel:  020 7294 3620
E-mail:  BlackRockInvestmentTrusts@lansons.com or EdH@lansons.com

6 January 2025

12 Throgmorton Avenue
London
EC2N 2DL