3. Share capital
At 31 December 2023 there were
400,321,188 ordinary shares in issue (31 December 2022 and 30 June
2023: 400,867,176).
During the half-year ended 31
December 2023, the Company repurchased 545,988 ordinary shares for
cancellation, at a total cost of £758,000 (31 December 2022 and 30
June 2023: nil). No ordinary shares were issued (31 December 2022
and 30 June 2023: same).
4. Net asset value per ordinary
share
The net asset value per ordinary
share is based on the net assets attributable to equity
shareholders of £757,776,000 (31 December 2022: £698,679,000; 30
June 2023: £738,642,000) and on 400,321,188 ordinary shares (31
December 2022 and 30 June 2023: 400,867,176), being the number of
ordinary shares in issue at the period end.
5. Dividends
The Company has declared an interim
dividend of 1.45p per ordinary share (31 December 2022: 1.45p)
payable 3 May 2024 to members on the register as at 5 April 2024.
The shares will trade ex-dividend on 3 May 2024.
A final dividend of 3.25p per
ordinary share was paid on 1 December 2023 from the Company's
revenue account in respect of the year ended 30 June
2023.
6. Transaction costs
Purchase transaction costs for the
half-year ended 31 December 2023 were £130,000 (half-year ended 31
December 2022: £98,000; year ended 30 June 2023: £229,000). These
comprise mainly stamp duty and commission. Sales transaction costs
for the half-year ended 31 December 2023 were £69,000 (half-year
ended 31 December 2022: £48,000; year ended 30 June 2023:
£114,000).
7. Management and performance
fees
The base management fee payable to
the Manager is 0.55% of net assets up to £800m, reducing to 0.45%
thereafter. Fees are charged quarterly in arrears.
The investment manager may also be
eligible to receive a performance-related fee. In order to
determine whether a performance fee is payable, performance is
measured against, and expressed relative to, the benchmark, the
MSCI Europe ex UK Small Cap Index expressed in Sterling.
Performance of both the Company and the benchmark is measured on a
NAV total return (with gross income reinvested) basis and is
measured over three years. For the purpose of the performance fee
calculation, performance prior to 1 July 2022 is based on the
Company's former benchmark, the Euromoney Smaller European
Companies (ex UK) Index expressed in sterling.
In any given year in which a
performance fee is payable, the performance fee rate is 15% of the
positive difference between the average annual NAV total return and
the average annual total return of the benchmark. The upper limit
on the total fee, including the base fee and any performance fee,
for any given accounting year is 2.0% of the Company's NAV as at
the last day of the relevant calculation period. A performance fee
hurdle over the benchmark of 1.0% has to be reached before any
performance fee can be earned. For clarity, performance is measured
solely on the basis of NAV total return relative to the total
return of the benchmark index; no account is taken of whether the
NAV grows or shrinks in absolute terms. Any performance fee payable
is allocated to capital.
No performance fee has been accrued
as at 31 December 2023 (31 December 2022: £6,220,000; 30 June 2023:
£7,180,000).
8. Financial instruments
At the period end the carrying value
of financial assets and financial liabilities approximates their
fair value.
Fair value hierarchy
The table below analyses recurring
fair value measurements for financial assets and financial
liabilities. These fair value measurements are categorised into
different levels in the fair value hierarchy based on the inputs to
valuation techniques used. Categorisation within the hierarchy has
been determined on the basis of the lowest level of input that is
significant to the fair value measurement of the relevant asset or
liability. The different levels are defined as follows:
Level 1: valued using
quoted prices in active markets for identical assets;
Level 2: valued by
reference to valuation techniques using observable inputs other
than quoted prices included within Level 1;
and
Level 3: valued by reference to
valuation techniques that are not based on observable market
data.
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