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REG - Baillie GiffordChina - Annual Financial Report

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RNS Number : 6664K  Baillie Gifford China Grwth TrstPLC  15 April 2024

Baillie Gifford China Growth Trust plc (BGCG)

 

Legal Entity Identifier: 213800KOK5G3XYI7ZX18

Regulated Information Classification: Annual Financial and Audit Reports

 

Annual Report and Financial Statements

 

Further to the preliminary statement of audited annual results announced to
the Stock Exchange on 3 April 2024, Baillie Gifford China Growth Trust  ("the
Company") announces that the Company's Annual Report and Financial Statements
for the year ended 31 January 2024, including the Notice of Annual General
Meeting, has today been posted to shareholders and submitted electronically to
the National Storage Mechanism where it will shortly be available for
inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)

It is also available on the Company page of the Baillie Gifford website at:
bailliegiffordchinagrowthtrust.com (as is the preliminary statement of audited
annual results announced by the Company on 3 April 2024).

 

Responsibility Statement of the Directors in respect of the Annual Financial
Report

The Directors confirm that, to the best of their knowledge:

 

¾  the Financial Statements, prepared in accordance with the applicable set
of accounting standards, give a true and fair view of the assets, liabilities,
financial position and net return of the Company;

¾  the Strategic Report includes a fair review of the development and
performance of the business and the position of the Company, together with a
description of the principal risks and uncertainties it faces; and

¾  the Annual Report and Financial Statements, taken as a whole, is fair,
balanced and understandable and provides the information necessary for
shareholders to assess the Company's position and performance, business model
and strategy.

 

Principal Risks relating to the Company

 

 

As explained on pages 72 and 73 of the Annual Report and Financial Statements,
there is an ongoing process for identifying, evaluating and managing the risks
faced by the Company on a regular basis. The Directors have undertaken a
robust assessment of the principal and emerging risks facing the Company,
including those that would threaten the business model, future performance,
solvency or liquidity. There have been no significant changes to the principal
risks during the year. A description of these risks and how they are being
managed or mitigated is set out below:

 

                              What is the risk?                                                                How is it managed?                                                                                     Current assessment of risk
 Financial risk               The Company's assets consist mainly of listed securities (91.5% of the           The Board has, in particular, considered the impact of increasing market                               This risk is increasing due to increased market volatility as a result of
                              investment portfolio) and its principal and emerging financial risks are         volatility due to macroeconomic factors such as higher inflation and interest                          increasing macroeconomic and geopolitical concerns.
                              therefore market related and include market risk (comprising currency risk,      rates and geopolitical concerns. In order to oversee this risk, the Board
                              interest rate risk and other price risk), liquidity risk and credit risk. An     considers at each meeting various metrics including industrial sector
                              explanation of those risks and how they are managed is contained in note 18 to   weightings, top and bottom stock contributors to performance along with sales
                              the Financial Statements on pages 107 to 112.                                    and purchases of investments. Individual investments are discussed with the
                                                                                                               portfolio manager together with general views on the investment markets and
                                                                                                               sectors. A strategy session is held annually.
 Investment strategy risk     Inappropriate business strategy and/or changes in the financial services         The Board reviews its strategy at an annual strategy meeting. It considers                             This risk is increasing as the market's appetite for growth stocks, typically
                              market leads to lack of demand for the Company's shares and its shares trading   investor feedback, consults with its broker and reviews its marketing                                  held by the Company, has decreased during the recent period of increasing
                              at a persistent and anomalous discount to the NAV. Poor investment               strategy. It regularly reviews its liquidity policy. The strategy is                                   macroeconomic and geopolitical concern.
                              performance, including through inappropriate asset allocation, leads to value    considered in the context of developments in the wider financial services
                              loss for shareholders in comparison to the benchmark or the peer group           industry. The performance of the Managers is reviewed at each Board meeting
                                                                                                               and compared against the benchmark and peer group. Exposures are reviewed
                                                                                                               against benchmark exposures to identify the highest risk exposures. The Board
                                                                                                               regularly reviews and monitors the Company's objective and investment policy
                                                                                                               and strategy.
 Discount risk                The discount/premium at which the Company's shares trade relative to its net     To manage this risk, the Board monitors the level of discount/premium at which                         The Company's discount widened during the year (see chart on page 2). The
                              asset value can change. The risk of a widening discount is that it may           the shares trade and the Company has authority to buy back its existing                                Company has been buying back shares during the year to 31 January 2024.
                              undermine investor confidence in the Company.                                    shares, when deemed by the Board to be in the best interests of the Company
                                                                                                               and its shareholders.
 Regulatory risk              Failure to comply with applicable legal and regulatory requirements such as      To mitigate this risk, Baillie Gifford's Business Risk, Internal Audit and                             All control processes are working effectively. There have been no material
                              the tax rules for investment trust companies, the FCA Listing Rules and the      Compliance Departments provide regular reports to the Audit Committee on                               regulatory changes that have impacted the Company during the year.
                              Companies Act could lead to suspension of the Company's Stock Exchange           Baillie Gifford's monitoring programmes. Major regulatory change could impose
                              listing, financial penalties, a qualified audit report or the Company being      disproportionate compliance burdens on the Company. In such circumstances
                              subject to tax on capital gains. Changes to the regulatory environment could     representation is made to ensure that the special circumstances of investment
                              negatively impact the Company.                                                   trusts are recognised. Shareholder documents and announcements, including the
                                                                                                               Company's published Interim and Annual Report and Financial Statements, are
                                                                                                               subject to stringent review processes and procedures are in place to ensure
                                                                                                               adherence to the Transparency Directive and the Market Abuse Directive with
                                                                                                               reference to inside information.
 Custody and Depositary risk  Safe custody of the Company's assets may be compromised through control          To mitigate this risk, the Audit Committee receives six-monthly reports from                           All control procedures are working effectively.
                              failures by the Depositary, including breaches of cyber security.                the Depositary confirming safe custody of the Company's assets held by the
                                                                                                               Custodian. Cash and portfolio holdings are independently reconciled to the
                                                                                                               Custodian's records by the Managers who also agree uncertificated private
                                                                                                               portfolio holdings to confirmations from investee companies. The Custodian's
                                                                                                               audited internal controls reports are reviewed by Baillie Gifford's Business
                                                                                                               Risk Department and a summary of the key points is reported to the Audit
                                                                                                               Committee and any concerns investigated. In addition, the existence of assets
                                                                                                               is subject to annual external audit.
 Operational risk             Failure of Baillie Gifford's systems or those of other third party service       To mitigate this risk, Baillie Gifford has a comprehensive business continuity                         All control procedures are working effectively.
                              providers could lead to an inability to provide accurate reporting and           plan which facilitates continued operation of the business in the event of a
                              monitoring or a misappropriation of assets.                                      service disruption or major disaster. The Audit Committee reviews Baillie
                                                                                                               Gifford's Report on Internal Controls and the reports by other key third party
                                                                                                               providers are reviewed by Baillie Gifford on behalf of the Board and a summary
                                                                                                               of the key points is reported to the Audit Committee and any concerns
                                                                                                               investigated. In the year under review, the other key third party service
                                                                                                               providers have not experienced significant operational difficulties affecting
                                                                                                               their respective services to the Company.
 Leverage risk                The Company may utilise borrowings in order to increase its investment           Under the Investment Policy, the maximum gearing is 25% of gross assets,                               No significant change in risk level. The Company continues to deploy gearing
                              exposure. While such leverage presents opportunities for increasing total        though the Company does not expect borrowing to be in excess of 20% of gross                           and has a revolving credit facility in place which expires in April 2024. The
                              returns, it can also have the opposite effect of increasing losses. If income    assets. All borrowing facilities are approved by the Board and gearing levels                          board are seeking to renew the loan facility.
                              and capital appreciation on investments acquired with borrowed funds are less    are discussed by the Board and the Managers at every meeting. Covenant levels
                              than the costs of the leverage, the Company's net asset value will decrease.     are monitored regularly by the Board and the Managers.
                              The use of leverage also increases the investment exposure, which means that
                              if the market moves adversely, the resulting loss to capital would be greater
                              than if leverage were not used.
 Climate and Governance risk  As investors place increased emphasis on climate change and other                As described on page 74, the consideration of ESG (including climate change)                           The Investment Manager continues to employ strong ESG stewardship and
                              Environmental, Social and Governance ('ESG') issues, perceived problems with     is a core component of Baillie Gifford's investment process, with the Board                            engagement policies.
                              these matters in an investee company could lead to that company's shares being   overseeing and challenging Baillie Gifford on ESG matters. The Board meet with
                              less attractive to investors, adversely affecting its share price. In            the Investment Manager and discuss the investment portfolio, including the
                              addition, potential valuation issues could arise from any direct impact of the   application of Baillie Gifford's ESG framework. Baillie Gifford's Governance
                              failure to address the ESG weakness on the operations or management of the       and Sustainability team undertake specific ESG reviews on investment
                              investee company (for example in the event of an industrial accident or          portfolios.
                              spillage). Repeated failure by the Investment Manager to identify climate/ESG
                              weaknesses in investee companies could lead to the Company's own shares being
                              less attractive to investors, adversely affecting its own share price.
 Cyber security risk          A cyber-attack on Baillie Gifford's network or that of a third party service     The Audit Committee reviews Reports on Internal Controls published by Baillie                          This risk is seen as increasing due to recent indications that the
                              provider could impact the confidentiality, integrity or availability of data     Gifford and other third party service providers. Baillie Gifford's Business                            continuation of geopolitical tensions could lead to cyber attacks. Emerging
                              and systems.                                                                     Risk Department report to the Audit Committee on the effectiveness of                                  technologies, including AI, could potentially increase information security
                                                                                                               information security controls in place at Baillie Gifford and its business                             risks. In addition, service providers operate a hybrid approach of remote and
                                                                                                               continuity framework. Cyber security due diligence is performed by Baillie                             office working, thereby increasing the potential of a cyber security threat.
                                                                                                               Gifford on third party service providers which includes a review of crisis
                                                                                                               management and business continuity frameworks.
 Single country risk          The Company invests predominantly in equities of companies which are             The Company's exposure to a single country, China, is an integral part of its                          This risk is seen as increasing due to concerns over geopolitical risks.
                              incorporated or domiciled, or which conduct a significant portion of their       investment strategy. Risk is mitigated to a degree by appropriate portfolio
                              business, in China. Investing in a single country is generally considered a      diversification and careful analysis of investment opportunities.
                              higher risk investment strategy than investing more widely, as it exposes the
                              investor to the fluctuations of a single geographical market, in this case the
                              Chinese market.
 Emerging market risk         Investing in an emerging market such as China subjects the Company to a higher   The Managers are cognisant of the risks associated with investing in emerging                          Rising concerns over geopolitical risk.
                              level of market risk than investment in a more developed market. This is due,    markets such as China, and they shape their investment strategy and due
                              among other things, to the existence of greater market volatility, lower         diligence accordingly. The Board is kept informed of political and regulatory
                              trading volumes, the risk of political and economic instability, legal and       issues impacting China and the portfolio. The Board monitors the risks
                              regulatory risks, risks relating to accounting practices, disclosure and         associated with any complex investment structures, including the proportion of
                              settlement, a greater risk of market shut down, standards of corporate           investments held in VIEs (estimated to be 28% as at 31 January 2024).
                              governance and  more governmental limitations on foreign investment than are
                              typically found in developed markets. Geopolitical tensions between the US and
                              China, in particular relating to Taiwan, remain heightened with the potential
                              for further sanctions to be imposed. Investing in China is often through
                              contractual structures, such as Variable Interest Entities ('VIEs', see
                              Glossary of terms and alternative performance measures on page 128) that are
                              complex and could be open to challenge.
 Unlisted securities          The Company may invest in unlisted securities, which are not readily             Baillie Gifford conducts appropriate due diligence in respect of all unlisted                          No change in assessment of risk.
                              realisable and are more difficult to value given the absence of a quoted         investments, and has an established valuation approach (as described on page
                              price. There may be less available information and there will be less            52), which is carefully reviewed by the Board.
                              regulation in respect of disclosures and corporate governance.
 Emerging risk                As explained on pages 72 to 74, the Board has regular discussions on principal
                              risks and uncertainties, including any risks which are not an immediate threat
                              but could arise in the longer term. The Board considers that the key emerging
                              risks arise from the interconnectedness of global economies and the related
                              exposure of the investment portfolio to external and emerging threats such as
                              escalating geopolitical tensions, cyber security risks including developing AI
                              and quantum computing capabilities, and new coronavirus variants or similar
                              public health threats.

                              This is mitigated by the Board discussing at each Board meeting the impact of
                              such threats on both markets globally and also more specifically on the
                              Chinese market. This is mitigated by the Managers' close links to the investee
                              companies and their ability to ask questions on contingency plans. The
                              Managers believe the impact of such events may be to slow growth rather than
                              to invalidate the investment rationale over the long term. The Company also
                              monitors its service providers to ensure there is adequate business
                              continuity.

 

 

Baillie Gifford & Co Limited

Company Secretaries

15 April 2024

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