REG - European Smaller Co. - Final Results
21/10/2025 07:00
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RNS Number : 1084E European Smaller Companies Tst PLC 21 October 2025
JANUS HENDERSON FUND MANAGEMENT UK LIMITED
THE EUROPEAN SMALLER COMPANIES TRUST PLC
Legal Entity Identifier: 213800N1B1HCQG2W4V90
THE EUROPEAN SMALLER COMPANIES TRUST PLC
Financial results for the year ended 30 June 2025
This announcement contains regulated information
The European Smaller Companies Trust PLC announces its financial results for
the year ended 30 June 2025.
PERFORMANCE HIGHLIGHTS
§ Net asset value(1) per share total return rose by 14.5%
§ Share price total return(4) was 21.9%
§ NAV and share price outperformance of the benchmark index over 1, 3, 5, and
10 years
§ Increased total dividend per share for the year of 4.90p (2024: 4.80p)
§ Successful completion of combination with European Assets Trust PLC
Investment Objective
The Company seeks capital growth by investing in smaller and medium sized
companies which are quoted, domiciled, listed or have operations in Europe (ex
UK).
Total return performance to 30 June 2025
(including dividends reinvested and excluding transaction costs)
1 year 3 years 5 years 10 years
% % % %
NAV(1,5) 14.5 49.4 92.8 226.2
Benchmark(2) 14.0 38.0 56.0 160.8
Average sector NAV(3) 16.8 40.0 59.0 187.4
Share price(4,5) 21.9 65.6 128.7 242.4
Average sector share price(3,4,5) 22.7 50.1 75.0 189.5
Financial highlights at 30 June 2025 at 30 June 2024
Shareholders' funds
Net assets (£'000) 510,677 798,594
NAV per ordinary share 224.45p 201.01p
Share price 211.50p 178.40p
Year ended Year ended
30 June 2025 30 June 2024
Profit for year
Net revenue profit (£'000) 15,897 21,662
Net capital profit (£'000) 74,160 63,236
------------ ------------
Profit for the year 90,057 84,898
======= =======
Total return per ordinary share
Revenue 4.24p 5.41p
Capital 19.78p 15.81p
------------- -------------
Total return per ordinary share 24.02p 21.22p
======= =======
Ongoing charge excluding performance fee(5,)(6) 0.68% 0.67%
Ongoing charge including performance fee(5,6) 0.93% 0.75%
1. Net asset value ('NAV') total return per ordinary share
2. MSCI Europe ex UK Small Cap Index
3. Association of Investment Companies ('AIC') European Smaller
Companies sector
4. Share price total return including dividends reinvested and using
closing price at the year end
5. NAV per share, NAV total return, share price total return and
ongoing charge are Alternative Performance Measures. More information on
these can be found in the Annual Report 2025
6. Calculated using the methodology prescribed by the Association of
Investment Companies
Sources: Morningstar Direct, Janus Henderson Investors
Chairman's Statement
When I wrote to you in February, I certainly did not anticipate that the
second half of this financial year would be equally as eventful as the first.
In this instance though, I was very pleased to be proved wrong when we
announced the combination with European Assets Trust PLC ('EAT') on 23 June
2025.
This transaction completed on 15 October 2025 and I would like to take this
opportunity to extend a warm welcome to these new shareholders.
Following completion, the Company has net assets of £811.9m, once again
making it the largest constituent of the AIC European Smaller Companies
sector. With size comes the benefit of improved liquidity in the secondary
market and we have further negotiated a reduction in the management fee
meaning all shareholders should benefit from a reduced ongoing charge in the
fullness of time. Our investment manager is also making a cost contribution to
the combination so that our shareholders are largely insulated from the costs
associated with the transaction.
CT Savings Plans participants
A number of former EAT shareholders hold their new ESCT shares in a saving
scheme managed by Columbia Threadneedle, known as the CT Savings Plans. CT
Savings Plans participants will have until 14 January 2026 to transfer their
new ESCT shares to their own platform otherwise the shares will automatically
be sold by the scheme administrator.
I encourage all CT Savings Plans participants to transfer their new ESCT
shares well before the deadline of 14 January 2026.
Performance
The net asset value total return for the year ended 30 June 2025 was 14.5%,
marginally ahead of the benchmark at 14.0%. The net asset value total return
for the three years to this date was 49.4% against the benchmark of 38.0% and
over five years, 92.8% compared to the benchmark of 56.0%. This once again
demonstrates the long-term strength of our fund management team's balanced and
valuation aware approach. The Fund Manager and his team provide a more
detailed review of their stock selections in their report.
The share price total return for the year to 30 June 2025 was 21.9%.
Discount management
The Company maintains a mid-single digit discount target and the discount at
the year end was 5.8%. This was comfortably within the 12-month daily average
discount for the sector of 8.3%.
Succession planning
At the forthcoming annual general meeting, Simona Heidempergher will be
retiring as a director. My Board colleagues and I thank her very much for her
contribution to our discussions throughout her tenure. Her background in
private equity and presence on the Continent has provided valuable insight to
our deliberations.
As part of our ongoing succession planning, we appointed Nadia Meier-Kirner as
a director on 28 April 2025. Nadia is based in Germany and has extensive
experience in the European mid-to-small cap investment area.
The combination with EAT also means that we are welcoming two directors from
that trust to our Board. Stuart Paterson and Kate Cornish-Bowden joined
the Board following completion of the combination. Details on their
experience and background can be found in the directors' biography section of
this annual report.
Shareholders will have the opportunity to meet Nadia, Stuart and Kate when
they stand for election at the annual general meeting later this year.
New dividend policy
Following completion of the combination with EAT, we introduced our new
dividend policy of paying quarterly dividends in respect of each financial
year, targeting a total of at least 5.0% of the net asset value per share at
the end of the preceding financial year. The Company's investment focus will
remain capital growth, with the dividend paid from income, capital returns and
reserves.
We anticipate paying three interim dividends for the year ending 30 June 2026,
with the first being paid in February 2026, followed by payments in May and
August.
Under the new approach, a resolution to approve the dividend policy will be
put to a shareholder vote at the forthcoming annual general meeting, and each
subsequent annual general meeting, providing shareholders with the opportunity
to formally indicate to the Board their views on the dividend policy.
Second interim dividend
To ensure our existing shareholders received their second dividend in respect
of the financial year just ended, the Board declared a further interim
dividend in the amount of 3.45p per ordinary share which was paid to
shareholders on 8 October 2025.
This brought the total dividend for the year ended 30 June 2025 to 4.90p per
share, representing a 2.1% increase on the prior year.
Tender offer
In my communication to shareholders in February I referred to our ongoing
discussions with Saba Capital Management, L.P. ('Saba') following the two
requisitions which they lodged with the Company. The first requisition was
very disruptive and resulted in a financial cost to the Company, and we
believed that convening a general meeting in response to the second
requisition would not be in the best interests of all shareholders.
In order to protect the interests of those shareholders wishing to continue
their investment in the Company, the Board concluded that it would find a
solution that would allow shareholders who wished to exit their position in
the Company the opportunity to do so. This resulted in the 42.5% tender offer
which concluded on 26 June 2025.
I am pleased to report that Saba's holding in the Company's shares was
successfully reduced to an insignificant level following the tender offer and
we now look forward to being able to focus on our primary objective of
delivering returns to shareholders.
Annual General Meeting
The 35th Annual General Meeting of the Company will be held at 12.30 pm on
Monday, 24 November 2025 at the offices of our investment manager at 201
Bishopsgate, London, EC2M 3AE.
This event provides shareholders with the opportunity to meet their directors
and the fund management team in person, as well as to raise any questions or
concerns they may have regarding the running of the Company.
The Fund Manager will give his usual presentation on the year under review and
the outlook for the year ahead.
We encourage all shareholders to attend if they can or join us online if they
are unable to be with us in person.
Continuation vote
Every third year, shareholders have the opportunity to vote on whether they
wish to continue the life of the Company. Such a resolution will be proposed
at the forthcoming annual general meeting.
The Company's performance track record speaks for itself and we believe the
strategy of investing in European smaller companies continues to represent an
attractive opportunity for both long-term capital growth and dividend income.
This objective is particularly well suited to benefit from the investment
trust structure.
The Board encourages all shareholders to support the resolution by voting in
favour, as we intend to do in respect of our own holdings.
Outlook
The 2020s have been an eventful decade so far and it has resulted in a number
of challenges for Europe, many of which still remain. War in Ukraine and
combative Trumpian foreign and economic policy are the most pressing, with
poor policy choices in the UK and France also creating challenges. However,
inflation has been tamed and interest rates have begun to come down and may
have further to go. German fiscal policy will soon be expansionary for the
first time since the Eurozone crisis and despite better performance in 2025,
the European smaller companies asset class remains attractively valued. There
are a number of small companies for your managers to take advantage of that
are quietly driving progress in important areas such as defence and
technology. There is much to be optimistic about.
Many things have happened since I took on the Chairmanship last year and I
would like to thank our shareholders for their support throughout this
transformational year. It is satisfying to see how well the Company has
managed the numerous challenges while maintaining excellent performance, and
emerging in good shape to continue generating market-leading shareholder
returns.
James Williams
Chairman
20 October 2025
FUND MANAGER'S REPORT
Equity markets were buoyant in the second half of our financial year, during
which we delivered a strong relative performance. This enabled us to close the
year with a NAV increase of 14.5%, slightly ahead of the benchmark, following
a disappointing first half.
The year unfolded in two distinct halves: the first weighed down by political
discord that dampened economic momentum, and the second marked by a resurgence
of optimism across the European economy. Unexpected early elections in the UK,
snap legislative elections in France following the poor showing of President
Macron's party in the European elections, mounting uncertainty around the US
presidential race, and the eventual collapse of Germany's traffic-light
coalition (SPD, FDP and Greens) all contributed to a climate of hesitation.
Globally, companies delayed key decisions, awaiting greater political clarity.
In the UK, a decisive Labour landslide brought stability, in contrast to
France, where no party emerged with a clear mandate - though a fragile, and
unsustainable, equilibrium has since taken hold, with none of the major blocs
eager to trigger another election. The pivotal moment came from Germany,
where Chancellor Merz forged a new Grand Coalition between the CDU/CSU and
SPD. In a bold move, he scrapped the long-standing 'Debt Brake' unlocking
long-overdue investment in infrastructure. Spurred by pressure from US
Vice-President Vance and the enduring criticism from President Trump over
Europe's defence spending, Merz recognised the need for Europe to bolster its
own security in an increasingly volatile world. This shift has ignited a
renaissance in European equity markets, further fuelled by erratic economic
policymaking from the new US administration. A weakening US dollar and growing
scepticism around American exceptionalism have prompted investors to
re-evaluate the compelling opportunities within European markets.
After the stock market's recent obsession with 'The Magnificent Seven'
(Alphabet (Google), Amazon, Apple, Microsoft, Meta (Facebook), Nvidia and
Tesla) it was welcome to see interest in Europe. The concentration in global
equity markets in the US and, in particular, the 'Mega Cap Tech stocks'
remains a feature; the volatility of these companies has led to a miserable
period for investors and there is enormous scope for the market to broaden
from here, benefiting our area of European smaller companies. As we sit here
today, there is good economic growth in Southern Europe, a nascent recovery in
Northern Europe and the prospect of fiscal stimulus in core Europe to help
drive growth across the continent. Inflation has been tame; interest rates are
coming down and energy costs have normalised somewhat. Many of the headwinds
for the continent are becoming tailwinds.
Zooming in on the contributors to performance in the portfolio adds detail to
that macro picture with our positions in Germany, infrastructure, defence and
financials being the principal boosters. German listed speciality chemical
producer Alzchem was the largest contributor. The company has some superb
niches that it dominates in chemicals such as creatine and nitroguanidine.
Creatine is a chemical compound, naturally produced in the body, that supplies
energy to muscles. Synthetic creatine is a dietary supplement of which Alzchem
is the only western producer. Historically it was taken by bodybuilders to aid
training in the gym, but it is increasingly being taken by those at risk of
suffering from sarcopenia and osteoporosis, as well as being recommended for
those taking GLP-1 weight loss drugs who often suffer muscle wastage during
treatment. Nitroguanidine is a propellant that goes into car air bags and is a
key ingredient in NATO ammunition. The labels 'Germany' and 'defence' whilst
combined with the company pushing through the €1billion market cap threshold
that is a minimum cut off for many investors, has given the stock a big
multiple rerating, and there is plenty more to go for.
Infrastructure has also been a key theme. Swiss listed producer of power
transformers, R&S Group, has been another big contributor to performance.
Transformers are used to shift electricity between alternating current ('AC')
and direct current ('DC'). The electricity grid is run on AC as it is easier
to transmit over long distance, but most electronic devices require DC to
work. Transformers switch the current from AC to DC and manage the voltage.
The electricity grids in Europe were largely built in the two decades after
the Second World War and are now in need of replacing and upgrading to cope
with the demands imposed on them by the Green Transition. R&S Group is
wonderfully placed to take advantage of this multi-year upgrade requirement.
Sentiment towards financials has seen a huge shift over the last few years.
The sector was wildly out of fashion following the Global Financial and
Eurozone crises. However, since the inflation shock following excessive fiscal
and monetary stimulus during the pandemic, we have seen an interest rate cycle
and, a sector characterised by low return on equity, has seen a revival. The
portfolio has benefited from positions in southern European banks such as
Greek listed Alpha Bank and Optima Bank; Portuguese listed Banco Comercial
Portugues; and Italian listed Credito Emiliano. The biggest contributor from
the sector has been Dutch listed Van Lanschot Kempen which has done an
excellent job of transforming itself from a poorly run restructuring case, to
the pre-eminent wealth manager in the BENELUX.
The Portfolio
Amid volatile markets and fraught geo-politics, we endeavour to remain true to
our investment strategy of investing across the corporate lifecycle with a
balance of early-stage growth stocks, high return on capital growth
compounders at sensible prices, undervalued cash generative mature companies
and self-help turnaround stocks. We are philosophically committed to
reconciling the price we pay for shares to the underlying fundamental cash
generative capacity of the company we use your capital to invest in. Our
intention is that the portfolio should be balanced, and whilst we have
valuation discipline and are 'valuation aware', we are most certainly not
running a value fund. We endeavour to ensure that stock selection, rather than
macro-economic factors, is what drives performance, and we believe that
company management matters. The fund management team spend a great deal of
time meeting and assessing management teams to evaluate if they understand
where their companies fit in the corporate lifecycle and how to add value to
the businesses they are responsible for running. When we deploy your capital,
we want management teams to be thinking about the capital allocation and
distribution strategies of the company in the context of the price the stock
market puts upon their equity. One such company management team is at IG
Group, where the management team has used the ferocious cash generation of the
company to pursue substantial share buybacks that have helped the stock be one
of the Company's top contributors. We don't normally invest in UK listed
companies, but used the flexibility offered by the Board to take advantage of
this outstanding management team.
Performance Attribution
Contributions from French listed Exosens, a producer of vision technology
solutions primarily for the defence industry, plus German pump manufacturer
KSB, benefited performance in the period.
Under normal circumstances, we shy away from stocks exposed to drug discovery,
however, we have made an exception for German listed Eckert & Ziegler, a
rare manufacturer of radioactive components and isotope products for medical,
scientific and measurement purposes. Radiopharmaceuticals is a rapidly growing
market that, due to regulatory barriers, has a limited number of suppliers.
Eckert & Ziegler are uniquely positioned as a vertically integrated
supplier to the pharmaceutical industry that wants to deliver drugs that
target specific cancerous areas of the body, rather than radiate an entire
person as part of cancer treatment. As a result, the company has been winning
an increasing number of supply agreements for specific isotopes and the shares
have done well.
Nuclear exposure in the portfolio is not limited to the pharmaceutical
industry. Another strong contributor to performance has been German listed
pump manufacturer, KSB, that supplies pumps to a variety of industries with
demand for high performance equipment, with the nuclear industry being a big
part of that demand. Not many people will have heard of KSB, but their reactor
coolant pumps are helping supply zero carbon energy to much of the world and
this is yet another example of a hidden European champion.
The portfolio has been burdened by some poor active and passive decision
making in the year as well. Among the big detractors have been Danish listed
ferry operator, DFDS, that has tarnished its reputation as a savvy allocator
of capital with a misguided expansion into Turkey that has seen good money
follow bad as they have had to buy out a customer or risk losing volume to an
aggressive new entrant. We are advocating for value realisation from hidden
assets on the balance sheet. US listed, but French domiciled, advertising
platform company Criteo has had a weak year, with a couple of large contract
losses, the retirement of an admired CEO and worries about the structural
shift from internet search to Artificial Intelligence ('AI') apps weighing on
the share price. We maintain faith that the company is well place to thrive in
the AI era and are persevering with the shares. German listed semiconductor
equipment manufacturer, SUESS MicroTec, was a star performer last year but has
been punished this year as concerns about the duration of the AI capex cycle
have unsettled markets. We see SUESS MicroTec as a multi-year margin expansion
story that the market has yet to fully understand and continue to hold our
position. Another 2024 winner that has fallen on harder times is Dutch listed
geological data provider, Fugro, that has seen its business hurt by the new US
administration's hostility to offshore wind. Among the passive decisions that
detracted from performance has been the strength of: Austrian lender BAWAG,
Swiss heating, ventilation and air conditioning equipment provider Belimo,
German defence equipment producer Hendsoldt and Italian bank Banca Monte del
Paschi de Siena. We weren't invested in any of these stocks, and they had such
barnstorming performance that they collectively accounted for a headwind
compared to the benchmark in excess of 2.0%. It is rare that our failures are
so heavily weighted to investments that we didn't take, but reflect some of
the relative decisions we took, especially with regards to investing in banks
and defence names.
Geographical and sector distribution
Stock selection rather than geographical and sector exposure is the
fundamental core of our investment process, though we are careful to monitor
how we are positioned as part of our risk management approach. We have never
viewed the benchmark as an input to our process and we are content to diverge
widely from it. Our valuation discipline typically leads us away from the more
expensive markets and sectors in Europe and as a result we find ourselves
underweight to Switzerland and Sweden. Conversely, we are overweight to
Germany and the Netherlands where multiples are lower.
Similarly, we are underweight to the sectors where we struggle to find value
such as health care, utilities and real estate. We are overweight to the
industrials sector, as valuations are very cheap and have scope for strong
performance as economies begin to grow again, as well as being overweight to
technology where we continue to see strong structural growth trends.
Other purchases
Over the course of the year, we opened a number of new positions in Spain, one
of the bright spots in the European economy in recent times. New investments
include travel technology company, HBX Group, that matches travellers with
hotel beds. The breadth of the hotel and travel agency partners for the
company is a network that is almost impossible to economically replicate and
after a shaky market debut caused by a poorly executed Initial Public Offering
('IPO'), the stock has begun to perform. We also opened positions in
information technology company Indra Sistemas which has substantial debt
exposure, leading eye surgery provider Clinica Baviera, sausage casing
producer Viscofan and leading Spanish housebuilder Neinor Homes.
The IPO market showed tentative signs of life and we participated in two
further new issues in the period that were better handled than HBX Group.
Swedish near prime lender, Enity, got off to a strong start, as did German
electric power grid connector producer Pfisterer.
Other German names that we opened positions in included semiconductor
equipment manufacturer Aixtron; ophthalmology equipment producer Carl Zeiss
Meditec; engineering services provider Bilfinger; and HomeToGo
the DACH region's answer to AirBNB.
Other disposals
We exited our position in UK listed, but Dutch domiciled, waste management
service provider Renewi which was the subject of a successful bid. We closed
our position in French listed glass bottler, Verallia, that was the subject of
a tender offer which risked impacting liquidity negatively. We took profit
from our positions in German defence gear-box manufacturer, Renk, and Dutch
listed manufacturer of military vision goggles, Theon. We sold our positions
in German listed automotive supplier, Stabilus, upon concerns of negative
operating momentum and a stretched balance sheet and Italian motorbike and
moped producer, Piaggio, on concerns around operating momentum, a risk to the
dividend and management refusal to unlock value in the business. We also
disposed of our positions in underperforming French semiconductor material
business, SOITEC, and UK listed/Irish domiciled distributor to the hospitality
industry and owner of Magners Cider, C&C Group.
Currency
The Company is denominated in sterling, while investing in largely
euro-denominated assets. We do not hedge this currency exposure.
Outlook
The surge of optimism that has manifested around European equity markets since
the start of 2025 has been welcome, as has the mild narrowing of the
extraordinarily large discount at which European small cap was trading
compared to European large cap and US equity. A number of the headwinds of
recent years such as the supply chain shock, the energy price shock, the
resurrection of the inflation zombie and an interest rate cycle have either
abated or have become positive tailwinds. The release of the German 'Debt
Brake' can provide a fiscal stimulus that can help sustain the European
economy for a few years, as might any simplification of regulation which the
EU can muster. These notes of optimism need to be balanced with the risk of
stagnating trade as the tariff policies of President Trump bite and the
seeming failure for a resolution of the war in Ukraine, to lower tensions. In
many respects, the resilience of the global and European economies in the face
of all that has happened is quite remarkable. After the initial bounce in our
markets, we are now at a point where operational improvement and earnings
momentum are required to drive the rerating of the market. Hopefully
politicians and regulators can get out of the way of the market and allow some
growth to thrive.
Notwithstanding the requirement for some momentum, our market remains good
value compared to other equity markets and there are a wide variety of
exciting investment opportunities available to us. The European small cap
market has a broad range of undiscovered champions that are on the forefront
of much new technology, provide key cogs in the wheels of the global economy
and offer structural growth. There are a large number of companies with
enormous potential to become great again under the right management. We
continue to hunt for mispriced opportunities across the corporate lifecycle,
whilst remaining 'valuation aware'. We are confident that we can find
lucrative investment opportunities for our shareholders.
Ollie Beckett, Rory Stokes and Julia Scheufler
20 October 2025
Geographic exposure at 30 June 2025 (% of portfolio excluding cash)
2025 2024
% %
Germany 23.2 20.2
Sweden 13.9 10.9
France 11.2 12.7
Netherlands 9.7 11.9
Switzerland 9.1 8.2
Spain 8.7 4.9
Greece 3.7 3.1
Norway 3.4 2.9
Belgium 3.4 5.0
Italy 3.2 5.3
United Kingdom 2.4 1.7
Portugal 2.1 2.4
Denmark 2.0 4.0
Austria 1.8 1.6
Finland 1.5 1.7
Ireland 0.7 2.2
100.0 100.0
Sector exposure at 30 June 2025 (of portfolio excluding cash)
2025 2024
% %
Industrials 32.8 36.3
Consumer Discretionary 19.9 17.1
Technology 15.1 13.3
Financials 13.4 13.6
Basic Materials 6.1 5.0
Health Care 4.6 3.1
Real Estate 4.2 3.7
Energy 2.9 2.0
Consumer Staples 0.6 3.4
Utilities 0.4 2.0
Telecommunications 0.0 0.5
100.00 100.00
Principal and emerging risks
Investing, by its nature, carries inherent risk. The Board, with the
assistance of the investment manager, carries out a robust assessment of the
principal and emerging risks and uncertainties facing the Company which could
threaten the business model and future performance, solvency and liquidity of
the portfolio. A matrix of these risks, along with the steps taken to mitigate
them, is maintained and kept under regular review. The mitigating measures
include a schedule of investment limits and restrictions within which the fund
management team must operate.
Alongside the principal risks, the Board considers emerging risks, which are
defined as potential trends, sudden events or changing risks which are
characterised by a high degree of uncertainty in terms of the probability of
them happening and the possible effects on the Company. Should an emerging
risk become sufficiently clear, it may be classified as a principal risk.
During the year under review, the Board did not identify any emerging risks
which were not already encompassed within the existing principal risks. The
assessment included consideration of the possibility of severe market
disruption.
The principal risks which have been identified and the steps taken to mitigate
these are set out below. The Board does not believe these principal risks to
have changed over the course of the year.
Investment strategy and objective
The investment objective or policy is not appropriate in the prevailing market
or sought by investors, leading to a wide discount and hostile shareholders.
Investment mandate limits established by the Board are inappropriate leading
to out-of-scope investments which may negatively impact shareholder value.
Poor investment performance over an extended period leading to shareholders
voting to wind up the Company. This may be the result of:
· External factors such as geopolitical instability, including
financial shock, pandemic, climate change, changes in the regulatory
environment, etc.
· internal factors such as poor stock selection, poor management of
gearing, loss of key members of the fund management team, etc.
Mitigating measures: The investment manager periodically reviews the
investment objective and policy in line with best practice and taking account
of investor appetites. The Board receives regular updates on professional and
retail investor activity from the investment manager, and reports from the
corporate broker, both of whom remain in contact with professional investors
throughout the year, to inform themselves of investor sentiment and how the
Company is perceived in the market. From time to time, research may be
undertaken by a third-party consultant to specifically ascertain the views of
retail investors. The level of discount and share register are reviewed by the
Board at each meeting.
The Board reviews compliance with the investment limits at each meeting.
The Fund Manager maintains a diverse portfolio (sector, country, corporate
life cycle) with buy/sell disciplines and employs suitable quantitative and
qualitative metrics, which incorporates environmental, social and governance
('ESG') considerations, for assessing stocks for inclusion in the portfolio.
The Board reviews the Key Performance Indicators ('KPIs'), portfolio
composition and levels of gearing at each meeting. The Board furthermore
maintains an understanding of the fund management team's investment process
and considers the potential for climate change to impact the value of the
portfolio, alongside other factors which may have a similar effect.
Operational
Failure of, disruption to or inadequate service levels provided by principal
third-party service providers leading to loss of shareholder value or
reputational damage.
Inadequate cyber security arrangements at the Company's third-party service
providers leading to data being compromised or lost, and shareholder value
impacted.
Mitigating measures: The Board engages reputable third-party service providers
and formally evaluates their performance, and terms of engagement, at least
annually.
The Audit Committee receives annual reporting from the Chief Information
Security Officer at the investment manager and assesses the internal controls
over information technology at the Company's third-party service providers as
part of their ongoing assurance reporting.
Legal and regulatory
Loss of investment trust status, breach of the Companies Act 2006, UK Listing
Rules, Prospectus and/or Disclosure Guidance and Transparency Rules or the
Alternative Fund Managers Directive and/or legal action brought against the
Company and/or directors and/or the investment manager leading to a decrease
in shareholder value and reputational damage.
Mitigating measures: The Board reviews the investment limits at each meeting
which include compliance with provisions set out in the Corporation Tax Act
2010.
The investment manager provides investment, company secretarial,
administration and accounting services through qualified professionals to
ensure the Company's legal and regulatory obligations are fulfilled.
The Audit Committee assesses the effectiveness of internal controls in place
at the Company's third-party service providers through review of their ISAE
3402 reports.
Financial
Market, liquidity and/or credit risk, inappropriate valuation of assets or
poor capital management leading to a loss of shareholder value.
Mitigating measures: The Board determines the investment limits and monitors
compliance with these at each meeting. The directors review the portfolio
liquidity at each meeting and periodically consider the appropriateness of
hedging the portfolio against currency risk.
The Board reviews the revenue statement, balance sheet and portfolio valuation
at each meeting. Holdings in the portfolio are valued in line with
accounting policies.
Investment transactions are carried out by a large number of approved brokers
whose credit standard is periodically reviewed and limits are set on the
amount that may be due from any one broker, cash is only held with the
custodian or reputable banks.
The Board monitors the broad structure of the Company's capital including the
need to buy back or allot ordinary shares and the extent to which revenue in
excess of that which is required to be distributed, should be retained.
Going concern and viability
In keeping with provisions of the Code of Corporate Governance issued by the
Association of Investment Companies (the 'AIC Code'), the Board has assessed
the prospects of the Company for a period of at least twelve months from the
date of this report, being 20 October 2026 (our assessment of going concern)
and also over the longer period of three years (our assessment of viability).
We consider the Company's viability over a three-year period as we believe
this is a reasonable timeframe reflecting the longer term investment horizon
for the portfolio, but acknowledges the inherent shorter term uncertainties
in equity markets.
As part of the assessment, we have considered the Company's financial
position, as well as its ability to liquidate the portfolio and meet expenses
as they fall due. The following aspects formed part of our assessment:
· the closed-end nature of the Company which does not need to
account for redemptions;
· an assessment of the principal and emerging risks, as well as the
uncertainties facing the Company,
· including the potential impact of climate change on the value of
investee companies;
· the diverse nature of the portfolio and its anticipated liquidity
in normal and stressed market conditions;
· the level of the Company's revenue reserves and the size of the
bank overdraft facility; and
· the expenses incurred by the Company, which are predictable and
modest in comparison with the assets and the fact that there are no capital
commitments currently foreseen which would alter that position.
Also of relevance in contemplating the duration of the Company, is the
three-year cycle for its continuation vote.
Shareholders were last asked at the annual general meeting in 2022 if they
wished the Company to continue in operation. The resolution was passed with
the overwhelming support of 84.4% shareholders who voted. The next
continuation vote will be put to shareholders at the forthcoming annual
general meeting on 24 November 2025. Based on the voting record since 2000 for
such resolutions and the recent tender offer which facilitated an exit for all
shareholders not wishing to continue their investment in the Company, the
Board is confident that shareholders will continue to support the Company. In
the event this is not the case, the directors are required under the articles
to put forward proposals for the liquidation or reconstruction of the Company.
As well as considering the principal risks and financial position of the
Company, along with the continuation vote, the Board has made the following
assumptions:
· investors will continue to wish to have exposure to investing in
European small cap companies;
· investors will continue to invest in closed-end funds;
· the Company's performance will continue to be satisfactory; and
· the Company will continue to have access to adequate capital when
required.
Based on the results of the assessment, we have concluded that:
· the Company has adequate resources to meet its liabilities for a
period of at least twelve months from the date of this report, being 20
October 2026, meaning it is therefore appropriate to prepare these financial
statements on a going concern basis; and
· we have a reasonable expectation that the Company will be able to
continue operations over the coming three-year period, as well as meeting its
expenses and liabilities for that period.
Related party transactions
The Company's transactions with related parties in the year were with the
directors and the investment manager.
There have been no material transactions between the Company and its directors
during the year. The only amounts paid to them were in respect of remuneration
and expenses for which there were no outstanding amounts payable at the
year-end.
In relation to the provision of services by the investment manager, other than
fees payable by the Company in the ordinary course of business and the
provision of marketing activities, there have been no material transactions
affecting the financial position of the Company during the year under review.
More details on transactions with the investment manager, including amounts
outstanding at the year end, are given in the Annual Report.
During the year, Saba Capital Management, L.P. ('Saba') held 29.0% of the
Company's issued share capital. Saba participated in the tender offer,
entering into agreements with the Company regarding the tender of their shares
and a standstill agreement. The entire in-specie transaction detailed in Note
9 below related to their holding.
Directors' responsibility statements
Each of the directors in office at the date of this report confirms that, to
the best of their knowledge:
· the financial statements prepared in accordance with UK Adopted
International Accounting Standards give a true and fair view of the assets,
liabilities, financial position and profit and loss of the issuer and the
undertakings included in the financial statements as a whole; and
· the Strategic Report includes a fair review of the development
and performance of the business and the position of the Company, together with
a description of the principal risks and uncertainties that it faces.
For and on behalf of the Board
Daniel Burgess
Chairman of the Audit Committee
20 October 2025
Statement of Comprehensive Income
Year ended 30 June 2025 Year ended 30 June 2024
Revenue return £'000 Capital return £'000 Total Revenue return Capital Total
return £'000 return return
£'000 £'000 £'000
Investment income 20,623 - 20,623 25,453 - 25,453
Other income 79 - 79 22 - 22
Gains on investments held at fair value through profit or loss 82,027
- 82,027 - 72,040 72,040
----------- ----------- ----------- ----------- ----------- ------------
Total income 20,702 82,027 102,729 25,475 72,040 97,515
Expenses
Management and performance fee (813) (5,030) (5,843) (833) (3,902) (4,735)
Other operating expenses (1,789) - (1,789) (875) - (875)
----------- ----------- ----------- ----------- ----------- -----------
Profit before finance costs and taxation 18,100 76,997 95,097 23,767 68,138 91,905
Finance costs (698) (2,791) (3,489) (1,128) (4,512) (5,640)
----------- ----------- ----------- ----------- ----------- -----------
Profit before taxation 17,402 74,206 91,608 22,639 63,626 86,265
Taxation (1,505) (46) (1,551) (977) (390) (1,367)
----------- ----------- ----------- ----------- ----------- -----------
Profit for the year and total comprehensive income 15,897 74,160 90,057 21,662 63,236 84,898
====== ====== ====== ====== ====== ======
Return per ordinary share - basic and diluted 4.24p 19.78p 24.02p 5.41p 15.81p 21.22p
====== ======== ======= ====== ======== =======
the total column of this statement represents the Statement of Comprehensive
Income, prepared in accordance with UK adopted International Accounting
Standards.
The revenue return and capital return columns are supplementary to this and
are prepared under guidance published by the Association of Investment
Companies.
The Company has no recognised gains or losses other than those recognised in
the Statement of Comprehensive Income.
All revenue and capital items in this statement derive from continuing
operations.
Statement of Changes in Equity
Year ended 30 June 2025
Called up share capital Share Capital redemption Other capital reserves Revenue reserve £'000 Total
£'000 premium account reserve £'000 £'000
£'000 £'000
Total equity at 1 July 2024 6,208 120,364 14,020 621,976 36,026 798,594
Total comprehensive income:
Profit for the year - - - 74,160 15,897 90,057
Buyback of shares for cancellation (42) - 42 (4,720) - (4,720)
Buyback of shares for treasury - - - (1,848) - (1,848)
Tender offer - payments to shareholders (1,803) - - (349,391) - (351,194)
Net movement in cash realisation pool - - - 1,861 - 1,861
Tender offer - costs - - - (3,261) - (3,261)
Capital costs recoverable - - - 86 - 86
Ordinary dividends paid - - - - (18,898) (18,898)
----------- ----------- ----------- ----------- ----------- -----------
Total equity at 30 June 2025 4,363 120,364 14,062 338,863 33,025 510,677
====== ====== ====== ====== ====== ======
Year ended 30 June 2024
Called up share capital Share Capital redemption Other capital reserves Revenue reserve £'000 Total
£'000 premium account reserve £'000 £'000
£'000 £'000
Total equity at 1 July 2023 6,264 120,364 13,964 564,880 33,170 738,642
Total comprehensive income:
Profit for the year - - - 63,236 21,662 84,898
Buyback of shares for cancellation (56) - 56 (6,140) - (6,140)
Ordinary dividends paid - - - - (18,806) (18,806)
----------- ----------- ----------- ----------- ----------- -----------
Total equity at 30 June 2024 6,208 120,364 14,020 621,976 36,026 798,594
====== ====== ====== ====== ====== ======
Balance Sheet
At 30 June 2025 At 30 June 2024
£'000 £'000
Non current assets
Investments held at fair value through profit or loss 517,339 883,842
------------ ------------
Current assets
Receivables 5,306 7,587
Cash and cash equivalents 1,396 232
------------ ------------
6,702 7,819
------------ ------------
Total assets 524,041 891,661
------------- -------------
Current liabilities
Payables (5,182) (2,848)
Bank overdrafts (8,182) (90,219)
------------ ------------
(13,364) (93,067)
------------ ------------
Net assets 510,677 798,594
======= =======
Equity attributable to equity shareholders
Called up share capital 4,363 6,208
Share premium account 120,364 120,364
Capital redemption reserve 14,062 14,020
Retained earnings:
Other capital reserves 338,863 621,976
Revenue reserve 33,025 36,026
------------ ------------
Total equity 510,677 798,594
======= =======
Net asset value per ordinary share - basic and diluted 224.45p 201.01p
======= =======
Cash Flow Statement
Year ended Year ended
30 June 2025 30 June 2024
£'000 £'000
Operating activities
Profit before taxation 91,608 86,265
Add back: Interest payable 3,489 5,640
Less: Gains on investments held at fair value through profit or loss (82,027) (72,040)
Sales of investments held at fair value through profit or loss 409,662 362,971
Purchases of investments held at fair value through profit or loss (312,211) (340,283)
Decrease/ (increase) in prepayments and accrued income 1,010 (195)
Decrease in amounts due from brokers 1,459 291
Increase/(decrease) in accruals and deferred income 1,953 (7,622)
Net movement in cash realisation pool 1,861 -
Increase in amounts due to brokers 622 81
----------- -----------
Transfer of assets in respect of the tender offer - cash exit 107,486 -
Capital cost recoverable 86 -
Accrued costs on tender offer (950) -
Debtor for shareholder tender cancelled 34 -
----------- -----------
Net cash inflow from operating activities before interest and taxation(1) 224,082 35,108
----------- -----------
Interest paid (3,893) (5,663)
Taxation on investment income (1,739) (1,726)
----------- -----------
Net cash inflow from operating activities(1) 218,450 27,719
----------- -----------
Financing activities
Equity dividends paid (net of refund of unclaimed dividends) (18,898) (18,806)
Buyback of shares for cancellation (4,720) (6,140)
Buyback of shares for treasury (1,685) -
Net repayment of bank overdraft (81,214) (2,543)
Tender offer - cash exit (108,455) -
Tender offer - in specie exit (3) -
Tender offer - costs (2,311) -
----------- -----------
Net cash used in financing activities (217,286) (27,489)
----------- -----------
Increase in cash and cash equivalents 1,164 230
Cash and cash equivalents at the start of the year 232 2
----------- -----------
Cash and cash equivalents at the end of the year 1,396 232
----------- -----------
Comprising:
Cash at bank 1,396 232
----------- -----------
1,396 232
====== ======
1. In accordance with IAS7.31 cash inflow from dividends was
£21,779,000 (2024: £25,158,000) and cash inflow from interest was £11,000
(2024: £11,000).
Notes to the Financial Statements
1. Accounting policies
Basis of preparation
The European Smaller Companies Trust PLC is a Company incorporated in England
and Wales and subject to the provisions of the Companies Act 2006. The
Company is domiciled in the United Kingdom. The financial statements for the
year ended 30 June 2025 have been prepared in accordance with UK adopted
International Accounting Standards. These comprise standards and
interpretations approved by the International Accounting Board, together with
interpretations of the International Accounting Standards and Standing
Interpretations Committee approved by the IFRS Interpretations Committee that
remain in effect, to the extent that IFRSs have been adopted by the UK
Endorsement Board.
The financial statements have been prepared on a going concern basis. They
have also been prepared on the historical cost basis, except for the
revaluation of certain financial instruments at fair value through profit and
loss. The principal accounting policies adopted are set out below. Where
presentational guidance set out in the Statement of Recommended Practice
('SORP') for investment companies issued by the AIC in July 2022, is
consistent with the requirements of UK adopted International Accounting
Standards, the directors have sought to prepare the financial statements on a
basis consistent with the recommendations of the
SORP.
The financial position of the Company is described in the Strategic Report in
the Annual Report 2025. The Annual Report includes the Company's policies and
process for managing its capital; its financial risk management objectives;
and details of financial instruments and exposure to credit risk and liquidity
risk. In preparing these financial statements the directors have considered
the impact of climate change risk and concluded there was no impact as the
investments are valued based on closing bid prices in active markets and
thereby reflect participants' views of climate change risk.
2. Going concern
The directors have determined that it is appropriate to prepare the financial
statements on a going concern basis and have concluded that the Company has
adequate resources to continue in operational existence for at least twelve
months from the date of approval of the financial statements.
In coming to this conclusion, the directors have considered the nature of the
portfolio, being that the securities held are readily realisable, the size and
covenants of the Company's bank overdraft and the strength of its
distributable reserves. As part of their usual assessment of risks facing the
Company, the directors considered the macro-economic and geopolitical
environment, as well as the possible impact of climate change risk on the
value of the portfolio. The directors have concluded that the Company is able
to meet its financial obligations, including the repayment of the bank
overdraft, as they fall due for a period of at least twelve months from the
date of this report, being 20 October 2026.
3. a) Investment income
2025 2024
£'000 '000
UK dividend income from listed investments 850 75
Overseas dividend income from listed investments 19,773 25,249
Stock dividends from listed investments - 129
----------- -----------
20,623 25,453
====== ======
b) Other income
Bank interest 57 12
Interest received on withholding tax refund 22 10
----- -----
79 22
=== ===
4. Management and performance fees
Revenue Capital Total Revenue Capital Total
return return return return return return
£'000 £'000 £'000 £'000 £'000 £'000
Management fee 813 3,252 4,065 833 3,333 4,166
Performance fee - 1,778 1,778 - 569 569
--------- --------- --------- --------- --------- ---------
813 5,030 5,843 833 3,902 4,735
5. Return per ordinary share
The return per ordinary share figure is based on the net profit for the year
of £90,057,000 (2024: profit £84,898,000) and on the weighted average
number of ordinary shares in issue during the year of 374,911,120 (2024:
400,039,178).
The return per ordinary share figure detailed above can be further analysed
between revenue and capital, as below. The Company has no securities in issue
that could dilute the return per ordinary share. Therefore the basic and
diluted return per ordinary share are the same (2024: same).
2025 2024
£'000 £'000
Net revenue profit 15,897 21,662
Net capital profit 74,160 63,236
------------ ------------
Net profit 90,057 84,898
======= =======
Weighted average number of ordinary shares in issue during the year 374,911,120 400,039,178
2025 2024
Pence Pence
Revenue return per ordinary share 4.24 5.41
Capital return per ordinary share 19.78 15.81
----------- -----------
Total return per ordinary share 24.02 21.22
====== ======
6. Net asset value per ordinary share
The NAV per ordinary share is based on the net assets attributable to the
ordinary shares of £510,677,000 (2024:
£798,594,000) and on the 227,524,156 ordinary shares in issue at 30 June 2025
(2024: 397,287,598).
The Company has no securities in issue that could dilute the NAV per ordinary
share (2024: same). The NAV per ordinary share at 30 June 2025 was 224.45p
(2024: 201.01p).
The movements during the year in assets attributable to the ordinary shares
were as follows:
2025 2024
£'000 £'000
Net assets attributable to ordinary shares at start of year 798,594 738,642
Profit for the year 90,057 84,898
Dividends paid in the year (18,898) (18,806)
Buyback of shares for cancellation (4,720) (6,140)
Buyback of shares for treasury (1,848) -
Tender offer - reduction in nominal value of share capital (1,803) -
Tender offer - balance of payment to shareholders (350,791) -
Capital costs recoverable 86 -
------------ ------------
Net assets at 30 June 510,677 798,594
======= =======
7. Dividends
2025 2024
£'000 £'000
Amounts recognised as distributions to equity holders in the year:
Final dividend of 3.35p for the year ended 30 June 2024 (2023: 3.25p) 13,193 13,010
Interim dividend of 1.45p per ordinary share for the year ended 30 June 2025 5,710 5,796
(2024: 1.45p)
Unclaimed dividends from prior years (5) -
---------- ---------
18,898 18,806
====== =====
The final dividend of 3.35p per ordinary share in respect of the year ended 30
June 2024 was paid on 29 November 2024 to shareholders on the Register of
Members at the close of business on 1 November 2024. The total dividend paid
amounted to £13,193,000.
The second interim dividend in the amount of 3.45p per share for the year
ended 30 June 2025, which was declared on 9 September 2025, has not been
included as a liability in these financial statements. Under UK adopted
International Accounting Standards, interim dividends are not recognised until
paid. In previous years, under the same standards, final dividends are not
recognised until approved by shareholders.
The total dividends payable in respect of the financial year which form the
basis of the test under s.1158 are set out below:
2025 2024
£'000 £'000
Revenue available for distribution by way of dividends for the year 15,897 21,662
Interim dividend of 1.45p per ordinary share for the year ended 30 June 2025 (5,710) (5,796)
(2024: 1.45p)
Second interim dividend for the year ended 30 June 2025 - 3.45p (based on (7,850) -
227,524,156 shares in issue at 9 September 2025)
Final dividend for the year ended 30 June 2024 - 3.35p (2023: 3.25p) (based on - (13,214)
394,459,292 shares in issue at 9 October 2024)
---------- -----------
Transfer to Revenue reserve 2,337 2,652
====== ======
The Company's undistributed revenue represents 11.3% (2024: 10.4%) of total
income.
8. Called up share capital
Shares entitled to dividend Shares held in treasury Total shares in issue Nominal value of shares in issue
£'000
Allotted, issued and fully paid
Issued ordinary shares of 1.5625p each
At 1 July 2024 397,287,598 - 397,287,598 6,208
Buyback of shares for cancellation (2,655,272) - (2,655,272) (42)
Buyback of shares for treasury (1,011,095) 1,011,095 - -
Tender offer (166,097,075) 50,710,953 (115,386,122) (1,083)
------------------- ------------------- ------------------- -------------------
At 30 June 2025 227,524,156 51,722,048 279,246,204 4,363
=========== =========== =========== ===========
Allotted, issued and fully paid
Issued ordinary shares of 1.5625p each
At 1 July 2023 400,867,176 - 400,867,176 6,264
Buyback of shares for cancellation (3,579,578) - (3,579,578) (56)
------------------- ------------------- ------------------- -------------------
At 30 June 2024 397,287,598 - 397,287,598 6,208
=========== =========== =========== ===========
During the year the Company repurchased 2,655,272 of its own issued ordinary
shares for cancellation (2024: 3,579,578) at a cost of £4,720,000 (2024:
£6,140,000) and repurchased 1,011,095 ordinary shares for treasury (2024:
nil), at a cost of £1,848,000 (2024: nil). Since the year end and as at 17
October 2025, being the latest practicable date before publication, the
Company had bought back 11,628 ordinary shares for holding in treasury, at a
cost of £24,000 (gross of commission).
On 15 April 2025, the Company announced a tender offer to buy back up to 42.5%
of the ordinary share capital and
eligible shareholders were given the option to continue investing or exit the
Company, selecting either a cash exit option or in specie consideration
option.
A total of 166,097,075 ordinary shares were tendered, which represented 42.2%
of ordinary shares in issue. Shareholders holding 50,710,953 ordinary shares
elected for the cash exit option and shareholders holding 115,386,122 ordinary
shares elected for the in specie consideration option. See note 9 for further
detail.
9. Tender offer for in specie and cash
On 15 April 2025, the Company announced a tender offer to buy back up to 42.5%
of the ordinary share capital and eligible shareholders were given the option
to continue investing or exit the Company, selecting either a cash exit option
or in specie consideration option.
A total of 166,097,075 ordinary shares were tendered, which represented 42.2%
of ordinary shares in issue. Shareholders holding 50,710,953 ordinary shares
elected for the cash exit option and shareholders holding 115,386,122 ordinary
shares elected for the in specie consideration option. Accordingly, the
Company's assets were allocated into three pools representing those
shareholders wishing to continue investing (the ongoing pool), those
shareholders wishing to sell their shares back to the Company and receive cash
(cash exit pool) and those shareholders wishing to sell their shares back to
the Company and receive the in specie transfer (in specie consideration option
pool).
A pro-rata portion of the Company's portfolio was realised, with the proceeds
returned to those shareholders electing for the cash exit option. Shareholders
electing for the in specie consideration option received a pro-rata portion of
the Company's portfolio.
The analysis of the tender pools is as follows:
In specie Cash exit Total
£'000 £'000 £'000
Investments allocated to tender pools 242,770 107,486 350,256
Cash 3 3 6
Cash to cover expenses 2,171 195 2,366
------------- ------------- -------------
244,944 107,684 352,628
Net movement in cash realisation pool - 1,861 1,861
Costs of tender (2,171) (1,090) (3,261)
------------- ------------- -------------
Tender calculations 242,773 108,455 351,288
Less shareholder tender withdrawn - (34) (34)
------------- ------------- -------------
Tender payments to shareholders 242,773 108,421 351,194
======= ======= =======
10. Post balance sheet events
On 23 June 2025, the Company announced that the Board had agreed a combination
with EAT by way of a scheme of reconstruction under s.110 of the Insolvency
Act 1986 and subsequent liquidation of EAT. The combination completed on 15
October 2025 and the Company issued 131,128,841 new shares at a price of
231.7347p per share to EAT shareholders in consideration of £304.1m million
of net assets acquired from EAT. Following the issue of the new shares, the
total number of shares in issue with voting rights was 358,641,369 ordinary
shares, with each ordinary share holding one voting right. A total of
51,733,676 ordinary shares are held in treasury.
11. 2025 Financial information
The figures and financial information for the year ended 30 June 2025 are
extracted from the Company's annual financial statements for that period and
do not constitute statutory accounts. The Company's annual financial
statements for the year to 30 June 2025 have been audited but have not yet
been delivered to the Registrar of Companies. The Independent Auditors' Report
on the 2025 annual financial statements was unqualified, did not include a
reference to any matter to which the auditors drew attention without
qualifying the report, and did not contain any statements under Sections
498(2) or 498(3) of the Companies Act 2006.
12. 2024 Financial information
The figures and financial information for the year ended 30 June 2024 are
compiled from an extract of the published financial statements for that year
and do not constitute statutory accounts. Those financial statements have been
delivered to the Registrar of Companies and included the Independent Auditor's
Report which was unqualified, did not include a reference to any matter to
which the auditors drew attention without qualifying the report, and did not
contain any statements under Sections 498(2) or 498(3) of the Companies Act
2006.
13. Annual Report
The Company's Annual Report and Financial Statements for the year ended 30
June 2025 ("the Annual Report") includes the Notice of Annual General Meeting.
The Annual Report is being published in hard copy format, will be sent to
shareholders in October 2025, and an electronic copy will shortly be available
to view and download from the Company's website:
www.europeansmallercompaniestrust.com
(http://www.europeansmallercompaniestrust.com) . Thereafter hard copies will
be available from the corporate secretary at the Company's registered office:
201 Bishopsgate, London EC2M 3AE.
The Fund Manager discusses the financial results in a video available at
www.europeansmallercompaniestrust.com
(http://www.europeansmallercompaniestrust.com) .
The Annual Report, including the Notice of Annual General Meeting and together
with the form of proxy, will shortly be uploaded to the Financial Conduct
Authority's National Storage Mechanism and will be available for inspection
at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .
14. Annual General Meeting ('AGM')
The AGM will be held on Monday 24 November 2025 at 12.30 pm. The Board invites
shareholders to attend the meeting at the registered office at 201
Bishopsgate, London EC2M 3AE, or via videoconference if preferable. Only
shareholders present in person or by proxy will be able to participate in the
vote. The Fund Manager will present his review of the year and thoughts on the
future and will be pleased to answer your questions, as will the Board.
Instructions on attending the meeting in person or virtually, and details of
resolutions to be put to the AGM, are included in the Notice of AGM in the
Annual Report and are available at www.europeansmallercompaniestrust.com
(http://www.europeansmallercompaniestrust.com) . If shareholders would like to
submit any questions in advance of the AGM, they are welcome to send these to
the corporate secretary at itsecretariat@janushenderson.com
(mailto:itsecretariat@janushenderson.com) .
15. General information
Company Status
The European Smaller Companies Trust PLC is registered in England and Wales,
no. 2520734, has its registered office at 201 Bishopsgate, London EC2M 3AE and
is listed on the London Stock Exchange.
SEDOL/ISIN: BMCF868/GB00BMCF8689
London Stock Exchange (TIDM) code: ESCT
Global Intermediary Identification Number (GIIN): JX9KYH.99999.SL.826
Legal Entity Identifier (LEI): 213800N1B1HCQG2W4V90
Directors and Secretary
The directors of the Company are James Williams (Chairman), Daniel Burgess
(Chairman of the Audit Committee), Simona Heidempergher (Senior Independent
Director and Chairman of the Nomination and Remuneration Committee), Ann
Grevelius, Nadia Meier-Kirner, Kate Cornish-Bowden and Stuart Paterson.
The Corporate Secretary is Janus Henderson Secretarial Services UK Limited.
Website
Details of the Company's share price and net asset value, together with
general information about the Company, monthly factsheets and data, copies of
announcements, reports and details of general meetings can be found at
www.europeansmallercompaniestrust.com
(http://www.europeansmallercompaniestrust.com) .
For further information please contact:
Ollie Beckett
Fund Manager
The European Smaller Companies Trust PLC Telephone: 020 7818 4331/3997
Dan Howe Harriet Hall
Head of Investment Trusts PR Director, Investment Trusts
Janus Henderson Investors Janus Henderson Investors
Telephone: 020 7818 1818 Telephone: 020 7818 2919
Neither the contents of the Company's website nor the contents of any website
accessible from hyperlinks on the Company's website (or any other website) are
incorporated into, or form part of, this announcement.
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