jpmorgan multi-asset trust plc · 2019-07-19 · 4|jpmorgan multi-asset trust plc. annual report...

JPMorgan Multi-Asset Trust plcAnnual Report & Financial Statements for the period ended 28th February 2019

K E Y F E A T U R E S

Your Company

Investment ObjectiveThe Company’s objective is income generation and capital growth, while seeking to maintain lower levels of portfolio volatility thana traditional equity portfolio.

Investment PoliciesThe Company will seek to achieve its investment objective through a multi-asset strategy, maintaining a high degree of flexibility withrespect to asset class, geography and sector of the investments selected for the portfolio.

The Company has no set maximum or minimum exposures to any asset class, geography and sector of investments and will seek toachieve an appropriate spread of risk by investing in a diversified global portfolio of securities and other assets. This includes thefollowing asset classes:

• equities, and equity linked securities including developed market equities and emerging market equities;

• fixed interest securities including government securities, corporate bonds, high yield bonds, emerging market debt, convertiblesecurities and asset backed securities;

• alternative assets including infrastructure, property and other illiquid investments; and

• derivatives including over the counter and on exchange traded options, financial futures, forward contracts and contracts fordifference.

Investment RestrictionsThe Company has the following investment restrictions at the time of investment, calculated on the Company’s Total Assets:

• no individual investment may exceed 15%. with the exception of developed countries government bonds and funds;

• no single developed country government bond or fund will exceed 30%;

• for investment in funds, on a look-through basis, no individual investment may exceed 15%; and

• listed equities and fixed income securities will represent not less than 50%.

Reference IndexLIBOR one-month Sterling +4.5%. The FCA has announced that LIBOR will be phased out by 2021. Further details regardinga replacement reference index will be circulated when available.

Capital StructureAt 28th February 2019, the Company’s share capital comprised 93,115,643 ordinary shares of 1p each including 6,854,235 held in Treasury.

Continuation VoteIn accordance with the Articles, the Directors are required to propose an ordinary resolution that the Company continues its businessas a closed-ended investment company at the fifth annual general meeting of the Company expected to be held in 2023. If theContinuation Vote is passed by a simple majority, the Directors are required to put a further Continuation Vote to Shareholders at theannual general meeting of the Company every fifth year thereafter.

Management Company and Company SecretaryThe Company employs JPMorgan Funds Limited (‘JPMF’ or the ‘Manager’) as its Alternative Investment Fund Manager and CompanySecretary. JPMF delegates the management of the Company’s portfolio to JPMorgan Asset Management (UK) Limited (‘JPMAM’).

Financial Conduct Authority (‘FCA”) regulation of ‘non-mainstream pooled investments’ and MiFID II‘complex instruments’The Company currently conducts its affairs so that its shares can be recommended by Independent Financial Advisers to ordinary retailinvestors in accordance with the rules of the FCA in relation to non-mainstream investment products and intends to continue to do sofor the foreseeable future.

The shares are excluded from the FCA’s restrictions which apply to non-mainstream investment products because they are shares in aninvestment trust company. The Company’s shares are not classified as ‘complex instruments’ under the FCA’s revised ‘appropriateness’criteria adopted in the implementation of MiFID II.

Association of Investment Companies (AIC)The Company is a member of the AIC.

WebsiteThe Company’s website, which can be found at www.jpmmultiassettrust.co.uk, includes useful information on the Company, such asdaily share prices, factsheets and will show current and historic half year and annual reports once available.

J P M O R G A N M U LT I - A S S E T T R U S T P L C . A N N U A L R E P O R T & F I N A N C I A L S TAT E M E N T S 2 0 1 9

K E Y F E A T U R E S

WH Y I N V E S T I N T H E J P M O R G A N M U L T I - A S S E T T R U S T P L C

We aim to construct a portfolio which is designed to be flexible with respectto asset class, geography and sector of investments and will seek to achievean appropriate spread of risk by investing in a diversified global portfolio ofsecurities and other assets.

Katy ThorneycroftInvestment Manager

Gareth WitcombInvestment Manager

We continue to like infrastructure as the sector offers an attractive yield andreturn profile with stable cash flows and is a good source of diversification.

Why invest in JPMorgan Multi-Asset Trust plc

Our experience and our team

JPMorgan Multi-Asset Trust plc offers investors access to a globally diversified multi-asset strategy, providing sustainable income andcapital growth. The Company capitalises on J.P. Morgan’s expertise as one of the world’s top multi-asset managers, navigating complexregional markets, sectors and asset classes. The Investment Managers, Katy Thorneycroft and Gareth Whitcomb, have a combinedexperience of over 35 years in the asset management industry.

4%Total dividend yield

target

DiversificationAcross 40+ countries and 6+ asset classes

£198.8bnMulti-asset mandates globally managed by

JPMAM

2/3Of the typical volatility of

a traditional equity portfolio

Investment Process

The aim of the Company’s Manager is to construct a diversified portfolio, investing across 40+ countries and six asset classes –including equities and bonds. The Company also invests in alternative assets such as infrastructure, which has the potential to offer anattractive source of income and diversification alongside traditional asset classes. The team take a global and flexible approach, takinginto account top-down macro factors, to enable them to navigate the changing macro environment and achieve the best-risk adjustedreturns for investors.

The team are supported by J.P. Morgan’s extensive in-house research-led capabilities, utilising an asset allocation process designed tomanage actively the mix of assets aiming to deliver a combination of both capital growth and sustainable income.

C O N T E N T S

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Strategic Report 4 Financial Highlights

6 Chairman’s Statement

8 Investment Managers’ Report

11 Portfolio Information 15 Investment Objective, Policies and Guidelines

18 Principal Risks

19 Long Term Viability

Directors’ Report 21 Board of Directors 22 Directors’ Report

24 Corporate Governance Statement

28 Audit Committee Report

Directors’ Remuneration 31 Report

Statement of Directors’ 34 Responsibilities

Independent Auditors’ 36 Report

Financial Statements 43 Statement of Comprehensive Income

44 Statement of Changes in Equity

45 Statement of Financial Position

46 Statement of Cash Flows

47 Notes to the Financial Statements

Regulatory Disclosures 65 Alternative Investment Fund Managers

Directive (‘AIFMD’) Disclosures (unaudited)

66 Securities Financing TransactionsRegulation (‘SFTR’) Disclosures (unaudited)

Shareholder Information 68 Notice of Annual General Meeting

71 Glossary of Terms and AlternativePerformance Measures (‘APMs’) (unaudited)

74 Where to buy JPMorgan Multi-AssetTrust plc

75 Information about the Company

Strategic Report


F I N A N C I A L H I G H L I G H T S

TOTAL RETURNS (INCLUDING DIVIDENDS REINVESTED)

PERIOD FROM 2ND MARCH 2018 TO 28TH FEBRUARY 20191

1 The Company’s first day of trading was on 2nd March 2018.2 Source: Morningstar. This is the total return (i.e. including dividends reinvested) on the Company’s share price at market close on thelaunch day 2nd March 2018 to 28th February 2019.

3 Source: Morningstar/J.P. Morgan, using cum income net asset value per share. This is the total return on the Company’s net assetvalue at market close on the launch day 2nd March 2018 to 28th February 2019.

A Alternative Performance Measures (‘APM’).

A glossary of terms and APMs is provided on pages 71 to 73.

Return to shareholders2,A

Return on net assets3,A

Reference index LIBORone month sterling+4.5% p.a.2,A

Dividend per share

–3.9%

+5.1%

+5.3%

4.0p

S T R A T E G I C R E P O R T | 5

F I N A N C I A L H I G H L I G H T S

SUMMARY OF RESULTS

28th February 2nd March 2019 20181 % change

Net asset value, share price and discount at 28th February1

Net assets (£’000) 87,401 92,504 –5.5

Number of shares in issue (excluding shares held in Treasury) 86,261,408 93,115,643 –7.4

Net asset value per share 101.3p 99.3p +2.0 2

Share price 92.9p 99.8p –6.9 3

Share price (discount)/premium to net asset value per shareA (8.3%) 0.5%

Revenue for the period ended 28th February

Gross revenue return (£’000) 4,065 — —

Net revenue available for shareholders (£’000) 3,161 — —

Revenue return per share 3.54p — —

Dividend per share 4.0p — —

Gearing/(net cash)A (5.0%) — —

Ongoing chargesA 1.08% — —

1 The Company’s first day of trading was on 2nd March 2018. (launch date)2 % change, excluding distributions paid. Including distributions, the total return is +5.1%3 % change, excluding distributions paid. Including distributions, the total return is –3.9%A Alternative Performance Measures (‘APM’).

A glossary of terms and alternative performance measures is provided on pages 71 to 73.


C H A I R M A N ’ S S T A T E M E N T

Sir Laurence Magnus Chairman

Introduction and Performance

I am pleased to present this first Annual Report to shareholders since the Company was launched on2nd March 2018. The Company raised £93.1 million at launch and we are very appreciative of the supportfrom investors, particularly the many former shareholders of JPMorgan Income & Capital Trust plc whochose to ‘roll-over’ their investment into the Company.

The Company’s objective is to generate income and capital growth through a multi-asset strategy whileseeking to maintain lower levels of portfolio volatility than an institutional equity portfolio. Ourcommitment to this objective is underpinned by the Company’s distribution policy, which aims to achievea yield of 4.0% on the Initial Issue Price of £1.00 per share. The Company has used the advantages ofinvestment trust status to access less liquid areas of the market, such as by investing over 10% of itsportfolio in an unlisted infrastructure fund, with the aim of generating sustainable and growing income.

For the period to 28th February 2019, the Company recorded a positive total return of 5.1% on its openingnet asset value, a slight underperformance of 0.2% to the Company’s Reference Index. The Company’sReference Index, comprising the LIBOR one-month Sterling rate plus 4.5%, is used instead of a benchmark,since it is considered more closely to reflect the profile of the Company’s portfolio.

During the period under review, markets have experienced considerable volatility due in part to tradetensions between the United States and China, deterioration of relations between the West and Russia andconcerns over the maturity of the economic cycle. After some declines during the last quarter of 2018, thefirst two months of 2019 have seen an improvement in investor sentiment. Overall, economic datacontinues generally to be positive, with global growth supported by accommodative government policiesand muted levels of inflation which, to date, have only resulted in small incremental rises in interest rateswith little expectation of any further increases in the year ahead. Further details of the portfolio areprovided in the investment managers’ report on page 8.

Share Price Performance

During the period to 28th February 2019, the Company achieved a total return on opening net assets of+5.1% but recorded a negative total return of 3.9% on its opening share price. The price of the Company’sshares has traded at a discount to net asset value throughout most of the period. On 28th February 2019,the discount on the Company’s shares was 8.3%. The average discount during the period was 5.2% with theshares trading between a premium of 0.4% and a discount of 8.3%. The Board has utilised its authority, asdetailed in the Company’s Prospectus dated 24th January 2018, to buy back shares with the objective ofpreventing the discount on the Company’s shares widening significantly in normal market conditions.During the period the Company bought back 6,854,235 shares following its successful application for acourt order to approve the cancellation of its share premium account and filing of audited Initial Accounts.The overall impact of these buybacks during the period ending 28th February 2019 was to improve the totalreturn on its opening net assets by 0.4%.

The Directors have also been given authority to allot new ordinary shares for cash on a non pre-emptivebasis. No new shares have been allotted during the period to 28th February 2019.

Revenue and Distributions

During the period the Company’s net return on ordinary activities after taxation was £4,211,000. Since thelaunch of the Company, the Board has declared four interim distributions, each of 1.0 pence per share, inrespect of the financial period to 28th February 2019, making a total of 4.0 pence per share for the period,equating to a distribution yield of 4.0% on the Initial Issue Price. These figures are as forecast in theCompany’s Prospectus dated 24th January 2018. The Company has elected to ‘stream’ part of thedistribution and thereby pay both a dividend and a distribution designated as a payment of interest for taxpurposes. Further details of the tax implications for shareholders of the interest ‘streaming’ regime can befound on page 16 and 72 of this Annual Report.


C H A I R M A N ’ S S T A T E M E N T

Change of Broker

In mid-August, the Board appointed Panmure Gordon as its corporate broker.

The Board of Directors

Throughout the period, the Board consisted of five directors. There is currently no plan to change thecomposition of the Board.

During the period, the Board conducted an annual evaluation of the Directors, the Chairman, theCommittees and the working of the Board as a whole. It was concluded that all aspects of the Board and itsprocedures were operating effectively. In accordance with corporate governance best practice, all of thedirectors will retire by rotation at the Company’s Annual General Meeting (AGM) and will offer themselvesfor re-election.

Following a review of relative fee scales within the investment trust sector, it was agreed that myremuneration and that of James West, Chairman of the Audit Committee, should remain unchanged, butthat the annual fees of the other three directors should each increase by £1,000 effective from 1st March2019. Further detail is provided on page 31.

Investment Manager

The performance of the Manager is formally evaluated by the Board annually. Following this review for theperiod to 28th February 2019, the Board concluded that the performance of the Manager had beensatisfactory and that their services should be retained.

Annual General Meeting

The Company’s first AGM will be held at 60 Victoria Embankment, London EC4Y 0JP London at 2.30 p.m. onTuesday, 2nd July 2019. The meeting will include a presentation from the Investment Managers oninvestment policy and performance. There will also be an opportunity for shareholders to meet the Boardand representatives of JPMorgan after the meeting. If you wish to raise any detailed or technical questionsat the meeting, it would be helpful if you could mention them in advance to the Company Secretary at60 Victoria Embankment, London EC4Y 0JP. Alternatively, you can lodge a question at the Company’swebsite www.jpmmultiassettrust.co.uk

Outlook

Although there are areas of uncertainty ahead, particularly a possible escalation of trade tensions betweenthe USA and China, political instability in Europe and expectations that we are now in the final stages ofa decade long period of global growth, it appears reasonable to expect that the current positive economicenvironment will be maintained throughout the Company’s current financial year ending 29th February2020. The Board believes that the JPMorgan Investment Management team are well placed to manage theportfolio and to achieve the objectives of generating income and capital growth which the Company set atlaunch.

Sir Laurence MagnusChairman 20th May 2019


I N V E S T M E N T M A N A G E R S ’ R E P O R T

Investment approach

We aim to construct a portfolio which is designed to be flexible with respect to asset class, geography andsector of investments and will seek to achieve an appropriate spread of risk by investing in a diversified globalportfolio of securities and other assets. This flexibility allows us to take advantage of the best opportunities togenerate income and growth. We take a medium to long term view of markets, acting on investment themesthat we believe are appropriate for such a period.

Market review

Following a remarkably calm period, market volatility made a comeback in 2018. Investors had to balancea generally solid global economic backdrop and accelerating earnings growth for equities with the escalatingtrade tensions and concerns over European populism. Divergence in the growth expectations across regionsand evidence that trade protectionism globally produces distinct winners and losers, added to the uncertainty.

In the US, growth accelerated in the first half of the year as the economy benefited from Donald Trump’s looserfiscal policy. Economic data remained strong, with low unemployment supporting a broad based rise in wagesand leading to strengthening consumer and business surveys. However, with the fading of the fiscal boost,growth slowed towards the year–end and volatility accelerated. This led to global equity markets suffering theirworst quarterly performance in the fourth quarter of 2018 since the Eurozone crisis in 2011.

For government bonds, the relatively constructive growth picture early in the year kept upward pressure onUS bond yields. As the Fed continued to raise rates, the US yield curve flattened materially. However, over thefinal quarter, sovereign bonds rallied and the 10-year US Treasury yield fell to 2.68% due to lower oil prices andexpectations of a more moderate pace of monetary tightening in 2019. The European Central Bank (ECB) endedits quantitative easing programme in 2018, but acknowledged the lack of inflation and weaker growthenvironment, both domestically and globally.

The first two months of 2019 brought with it a new wave of optimism, with equities and corporate bondsrallying strongly across the world. Investor sentiment was buoyed by a combination of constructive US-Chinatrade talks, a considerably more dovish stance from the US Federal Reserve with no expectation of US interestrate rises in 2019 and the implementation of Chinese stimulus measures.

Portfolio review

The Company was launched at the beginning of March with a dual objective of delivering income and growthto shareholders. The anchor of the Trust is our strategic asset allocation which is driven by our long termexpectations of return and volatility across asset classes, correlations between them and our income objectives.Core to our investment proposition is our ability to position around this, reflecting our latest market views. Overthe last 12 months we have made significant changes in our asset allocation.

Our total developed equity exposure has ranged from almost 65% in the summer to a low of 48% held in theportfolio as at the end of February. We reduced our equity exposure in both developed and emerging marketsthrough the second half of the year as we identified risks to global growth and moved to a more cautiousstance. While growth sectors advanced for much of 2018, we witnessed a reversal in the fourth quarter anddefensive sectors known for dividend distribution (e.g. financials, health care) fared better than growth sectors.Overall since inception, our underlying securities have performed well.

While stock selection is undertaken by our International Equity Group, we tilt regional positioning througha dedicated portfolio to reflect our latest views. We implement these views via index futures, enabling us tomaintain positions in high conviction, dividend-paying stocks but adjust regional exposure to reflect favouredmarkets. We have been positive on the US equity market for much of the Company’s life and have reallocatedexposure away from the higher beta European market.

Katy Thorneycroft Investment Manager

Gareth WitcombInvestment Manager



We have gradually increased exposure to infrastructure, an asset class which provides diversification to theportfolio and is attractive in the context of prospects for both yield and capital growth, via the Company’sinvestment in IIF UK1LP, an infrastructure investment fund.

In fixed income, we removed our allocation to emerging market debt in the third quarter amid growingconcerns over the trade dispute. We maintained our high yield bond allocation which offered attractive yield butwas negatively impacted by the declining oil price in the fourth quarter.

Our bespoke equity portfolio remains overweight financials, utilities and real estate at the sector level. Withinfinancials we continue to favour the more sustainable dividends in insurance particularly the european insurersincluding Zurich, Swiss Re and Munich Re which are amongst the largest active weights in the portfolio at theend of the period. Utilities remain a key part of the portfolio, with overweight positions in stocks such asSpanish electricity company, Iberdrola and the Italian electricity company, Enel. At the start of the period,energy was the most meaningful overweight and this was reduced through trimming the size of theUS weighting after the sector’s strong performance in the first half of 2018. Positions in technology andconsumer staples were increased, for example, through the purchase of Microsoft, bought as a result ofimproving margins and compelling growth in their cutting edge cloud computing technology. Despite theaddition of companies such as PepsiCo, consumer staples remains one of the largest underweights, along withretail. Overall on a regional basis our stock selection, as noted above, led us to reduce exposure to the UnitedKingdom and Asia Pacific regions and add to North America, where manufacturing and consumer sentimentremains stronger placed to deliver above trend growth.

Contribution to the Portfolio by Asset Class – From launch to 28th February 2019

Asset Class %

Global Equities 4.8Emerging Market Equities (0.4)Infrastructure 1.2Government Bonds 0.1Investment Grade Bonds 0.0High Yield Bonds 0.3Emerging Market Debt (0.2)

5.8

Ongoing charges (1.1)Share Buybacks 0.4

Total Return on Net Asset Value +5.1

Performance

The Company delivered a positive return on net assets over the year. The portfolio’s equity exposure was thelargest positive contributor to absolute performance. Within fixed income, high yield was the largest positivecontributor to absolute performance while government bonds also added value. By contrast, emerging marketdebt was the greatest detractor over the period as many emerging market countries have suffered from theongoing trade war and the strength of the U.S. Dollar. Our increased allocation to Infrastructure provideda positive contribution to the Company.

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Outlook

From a macroeconomic perspective, we believe that the probability of a recession in the next 12 monthsremains low. The recent change in policy from the US Federal Reserve, indicating that it would pause its raterises for the foreseeable future, should boost global growth and help to extend the eventual length of thebusiness cycle. However, recent measures of economic activity and global business surveys have moderated,which warrants caution. While equities should be supported by beatable earnings expectations and easymonetary policy, today’s mature, late cycle environment does not offer many catalysts for a strong upside toearnings. The U.S. is our most preferred equity region and Europe our least preferred; we also like emergingmarket stocks where the potential for a weaker US dollar lends support. A more accommodating US FederalReserve means that we have a more positive view on higher yielding assets. Broadly this means being neutral inemerging markets debt and neutral to slightly positive on high yield, absent a recession. We continue to likeinfrastructure as the sector offers an attractive yield and return profile with stable cash flows and is a goodsource of diversification.

Katy Thorneycroft Gareth WitcombInvestment Managers 20th May 2019

S T R A T E G I C R E P O R T | 1 1

P O R T F O L I O I N F O R M A T I O N

TEN LARGEST INVESTMENTS

AT 28TH FEBRUARY 2019 ValuationCompany Country £’000 %1

JPM Global High Yield Bond2 Luxembourg 10,604 12.8

Infrastructure Investment Fund (IIF UK 1 LP)3 United Kingdom 9,075 10.9

JPM Emerging Markets Debt2 Luxembourg 4,009 4.8

Pfizer United States 2,536 3.1

Coca-Cola United States 2,196 2.6

Merck United States 2,009 2.4

Novartis Switzerland 1,752 2.1

Roche Switzerland 1,743 2.1

Iberdrola Spain 1,724 2.1

3i Infrastructure United Kingdom 1,697 2.0

Total 37,345 44.9

1 Based on total investments of £83.0m.2 J.P. Morgan Collective Investment Schemes.3 The General Partner of IIF UK 1 LP is an affiliate of J.P. Morgan Asset Management (UK) Limited.

SECTOR ANALYSIS

AT 28TH FEBRUARY 2019 Portfolio %1

Health Care 13.3

JPM Global High Yield Bond2 12.8

Financials 12.6

Infrastructure Investment Fund (IIF UK 1 LP)3 10.9

Consumer Staples 9.3

Energy 6.6

Communication Services 6.4

Utilities 6.3

JPM Emerging Markets Debt2 4.8

Industrials 4.5

Information Technology 3.8

Consumer Discretionary 3.3

Materials 2.4

Real Estate 1.8

JPM Emerging Markets Local Currency Debt2 1.2

Total 100.0

1 Based on total investments of £83.0m.2 J.P. Morgan Collective Investment Schemes.3 The General Partner of IIF UK 1 LP is an affiliate of J.P. Morgan Asset Management (UK) Limited.



GEOGRAPHICAL ANALYSIS

AT 28TH FEBRUARY 2019 Portfolio %1

United States 31.7

United Kingdom2 19.0

Luxembourg3 18.7

Switzerland 7.0

France 6.8

Spain 3.1

Germany 2.9

Netherlands 1.8

Japan 1.6

Italy 1.5

Canada 1.4

Sweden 1.1

Singapore 1.0

China and Hong Kong 1.0

Austria 0.6

Denmark 0.5

Taiwan 0.3

Total 100.0

1 Based on total investments of £83.0m.2 Includes investment in the Infrastructure Investment Fund (IIF UK 1 LP) which is domiciled in the UK.3 Includes JPM Global High Yield Bond, JPM Emerging Markets Debt and JPM Emerging Markets Local Currency Debt which are domiciled in Luxembourg.



ValuationCompany £’000



UNITED STATES

Pfizer 2,536

Coca-Cola 2,196

Merck 2,009

Verizon Communications 1,682

Philip Morris International 1,392

AT&T 1,341

Xcel Energy 1,251

NextEra Energy 1,079

International Business Machines 1,021

Chevron 976

Texas Instruments 958

PepsiCo 793

Mondelez International 709

Altria 645

Eaton 625

Occidental Petroleum 536

Citigroup 520

Principal Financial 515

DowDuPont 468

Eli Lilly 441

Union Pacific 433

Norfolk Southern 420

AvalonBay Communities 399

Ventas 386

Prologis 385

Vornado Realty 327

Microsoft 318

Automatic Data Processing 303

Johnson & Johnson 275

Walt Disney 275

Morgan Stanley 267

UnitedHealth 244

Analog Devices 237

CVS Health 186

Comcast 159

26,307

UNITED KINGDOM

Infrastructure Investment Fund

(IIF UK 1 LP)1 9,075

3i Infrastructure 1,697

Rio Tinto 1,124

GlaxoSmithKline 573

Aviva 538

Ferguson 511

Imperial Brands 488

Taylor Wimpey 478

BP 473

Diageo 439

Persimmon 341

BAE Systems 20

15,757

LUXEMBOURG

JPM Global High Yield Bond2 10,604

JPM Emerging Markets Debt2 4,009

JPM Emerging Markets Local

Currency Debt2 952

15,565

SWITZERLAND

Novartis 1,752

Roche 1,743

Zurich Insurance 1,367

Swiss Re 947

5,809

FRANCE

TOTAL 1,450

VINCI 904

Sanofi 892

Orange 710

Schneider Electric 646

Cie Generale des

Etablissements Michelin 622

LVMH Moet Hennessy Louis Vuitton 459

5,683

SPAIN

Iberdrola 1,724

Enagas 577

Industria de Diseno Textil 274

2,575

GERMANY

Allianz 907

Muenchener Rueckversicherungs-

Gesellschaft 776

Deutsche Telekom 719

2,402

NETHERLANDS

Unilever 1,070

Akzo Nobel 397

1,467

JAPAN

Toyota Motor 547

Japan Exchange 315

JXTG 284

Mitsubishi Electric 193

1,339

ITALY

Enel 1,213

1,213

CANADA

TransCanada 1,162

1,162

SWEDEN

Nordea Bank 459

Svenska Handelsbanken 437

896

LIST OF INVESTMENTS AT 28TH FEBRUARY 2019




SINGAPORE

DBS 858

858

CHINA AND HONG KONG

HKT Trust & HKT 461

Hong Kong Exchanges & Clearing 373

834

AUSTRIA

Erste Group Bank 494

494

DENMARK

Novo Nordisk 375

375

TAIWAN

Taiwan Semiconductor Manufacturing3 277

277

TOTAL INVESTMENTS 83,013

DERIVATIVE INSTRUMENTSFUTURES4

EURO STOXX 50 Index Mar 2019 (1,102)

MSCI Emerging Markets Index

Mar 2019 265

S&P 500 Emini Index Mar 2019 (22)

US Ultra Bond Jun 2019 (63)

Total Derivative Instruments (922)

TOTAL INVESTMENTS AND DERIVATIVES 82,091

1 The General Partner of IIF UK 1 LP is an affiliate ofJPMorgan Asset Management (UK) Limited.

2 J.P. Morgan Collective Investment Schemes.3 Includes ADRs (American Depositary Receipts).4 Representing unrealised gains and losses on futurescontracts see note 12 and 13 on pages 53 and 54 forfurther details.

LIST OF INVESTMENTS CONTINUED


STRATEG IC REPORT – INVESTMENT OBJECT IVE , POL IC IES AND GU IDEL INES

The aim of the Strategic Report is to provide shareholders withthe ability to assess how the Directors have performed their dutyto promote the success of the Company during the period underreview. To assist shareholders with this assessment, the StrategicReport sets out the structure and objective of the Company, itsinvestment policies, investment guidelines, and risk management,performance and key performance indicators, share capitalmovements, principal risks and how the Company seeks tomanage those risks, the Company’s environmental, social andethical policy and its long term viability.

Objective and Strategy

JPMorgan Multi-Asset Trust plc is an investment trust companyand was incorporated on 19th December 2017 and was launchedwith a premium listing on the London Stock Exchange on2nd March 2018. Its objective is income generation and capitalgrowth, while seeking to maintain lower levels of portfoliovolatility than traditional equity portfolios. In seeking to achievethis objective, the Company employs JPMorgan Funds Limited(‘JPMF’ or the ‘Manager’) which, in turn, delegates portfoliomanagement to JPMorgan Asset Management (UK) Limited(‘JPMAM’), to manage the Company’s assets actively. The Boardhas determined an investment policy and related guidelines andlimits as described below.

Structure of the Company

The Company is subject to UK and European legislation andregulations including UK company law, UK Financial ReportingStandards, the UK Listing, Prospectus, Disclosure Guidance andTransparency Rules, the Market Abuse Regulations, taxation lawand the Company’s own Articles of Association.

The Company is an investment company within the meaning ofSection 833 of the Companies Act 2006 and has been approvedby HM Revenue & Customs as an investment trust (for thepurposes of Sections 1158 and 1159 of the Corporation TaxAct 2010). As a result the Company is not liable for taxation oncapital gains. The Directors have no reason to believe thatapproval will not continue to be retained. The Company is not aclose company for taxation purposes.

Investment Policies, Investment Guidelines andRisk Management

Investment policyThe Company will seek to achieve its investment objectivethrough a multi-asset strategy, maintaining a high degree offlexibility with respect to asset class, geography and sector of theinvestments selected for the portfolio.

The Company has no set maximum or minimum exposures to anyasset class, geography and sector of investments and will seek toachieve an appropriate spread of risk by investing in a diversified

global portfolio of securities and other assets. This includes thefollowing asset classes:

• equities, and equity linked securities including developedmarket equities and emerging market equities;

• fixed interest securities including government securities,corporate bonds, high yield bonds, emerging market debt,convertible securities and asset backed securities;

• alternative assets including infrastructure, property and otherilliquid investments; and

• derivatives including over the counter and on exchangetraded options, financial futures, forward contracts andcontracts for difference.

The Company will actively allocate across asset classes to seek toachieve attractive risk adjusted returns, based on the InvestmentManager’s views.

The Company intends to obtain investment exposure by selectingindividual portfolio management teams, within J.P. Morgan AssetManagement each focused on their specialist asset class. Thismay be through bespoke mandates managed on behalf of theCompany by the relevant team or by investing directly in fundsmanaged by J.P. Morgan Asset Management.

Investment restrictionsThe Company has the following investment restrictions at thetime of investment, calculated on the Company’s Total Assets:

• no individual investment may exceed 15% with the exceptionof developed countries government bonds and funds;

• no single developed country government bond or fund willexceed 30%;

• for investment in funds, on a look-through basis, no individualinvestment may exceed 15%; and

• listed equities and fixed income securities will represent notless than 50%.

The Company may invest in closed-ended funds andexchange-traded funds provided they are quoted on a recognisedinvestment exchange. The Company may invest in cash and cashequivalents including money market funds, treasuries and gilts.

No more than 10% of the Company’s Total Assets may be investedin other listed closed-ended investment companies, provided thatthis restriction does not apply to investments in any such listedclosed-ended investment companies which themselves havepublished investment policies to invest no more than 15% of theirtotal assets in other closed-ended investment companies, inwhich case the limit will be no more than 15% of the Company’sTotal Assets.

With prior permission from the Board, the Company may invest inunquoted Investments to a maximum of 20% of the Company’snet asset value at time of acquisition.


I N V E S T M E N T O B J E C T I V E , P O L I C I E S A N D G U I D E L I N E S

GearingThe Company may use gearing, in the form of borrowings andderivatives, to seek to enhance returns over the long term.Borrowings may be in Sterling or other currencies. Totalborrowings will not exceed 20% of net asset value at the time ofdrawdown. Total net investment exposure, including derivativeexposure, would not normally be expected to exceed 120% of netasset value.

DerivativesThe Company may use derivatives for investment purposes toseek to enhance portfolio returns and for efficient portfoliomanagement, to reduce, transfer or eliminate risk in itsinvestments, including protection against currency risks, or tooffset exposure to a specific market. Any use of derivatives forinvestment purposes will be made on the basis of the sameprinciples of risk spreading and diversification that apply to theCompany’s investments, within the specific limits described in‘Investment Restrictions’ and ‘Gearing’ above.

CurrencyThe Company will usually hedge currency risk to Sterling, with theexception of emerging market currencies, however, the Companymay, as part of the overall asset allocation process retaincurrency exposure as part of its investment strategy.

Compliance with the Board’s investment restrictions andguidelines is monitored continuously by the Manager and isreported to the Board on a monthly basis.

Performance

In the period ended 28th February 2019, the Company produceda total return to shareholders of –3.9% and a total return on netassets of +5.1%. This compares with the total return on theCompany’s reference index of +5.3%. As at 28th February 2019,the value of the Company’s investment portfolio was £83.0 million.The Investment Managers’ Report on pages 8 to 10 includesinformation on investment activity within the Company’s portfolio.

Total Return, Revenue and Dividends

Gross total return for the year amounted to £5.4 million and nettotal return amounted to £4.2 million. Net revenue return for theyear amounted to £3.2 million.

It is the Company’s policy to pay four interim dividends during thefinancial year. On 21st March 2019, the Board announced thepayment of a fourth interim dividend of 1.0p per share, payableon 10th May 2019 to shareholders on the register of members asat the close of business on 29th March 2019. This dividendamounts to £0.9 million and the revenue reserve after allowingfor the dividend will amount to £nil. Together with the previousthree interim dividends of 1.0p per share each, this will bring the

total dividend in respect of the financial year to 28th February2019 to 4.0p.

In the period from inception to 28th February 2019 a smallportion of the Company’s distributable capital reserves wereutilised for the payment of distributions to shareholders. TheCompany is permitted to pay distributions from capital by theCompany’s Articles and the court order the Company obtained on15th May 2018, which approved the cancellation of the Company’sshare premium account and re-designation as distributablecapital reserve. The obtaining of a court order in this manner isregarded as normal business practice for a public companywishing to pay dividends in its early years following launch on thestock market. See note 15 on page 55.

‘Streamed’ Dividend As detailed in the Company’s Prospectus dated 24th January2018, the Announcement of the First Interim Divided on 21st June2018 and Letter of Information to Shareholders dated 27th July2018, the Company has elected to ‘stream’ part of the dividendpayment as an interest distribution to shareholders. The reasonfor electing to stream is because it allows the Company to deductsuch interest distributions from its income in calculating itstaxable profit for the relevant accounting period. The Boarddecides whether or not to apply the ‘streaming’ regime toa dividend with the assistance of calculations produced by theManager shortly before the date of declaration of a dividend.These calculations identify whether ‘streaming’ would bebeneficial to the Company. In respect of the Company’s periodended 28th February 2019, the Board decided to ‘stream’ the firsttwo of its four interim dividends. During the Company’s currentand future financial periods, the Board will continue to decidewhether to apply the ‘streaming’ regime as detailed above, andnotice of its application will be included in the announcement ofthe declaration of a dividend. The Directors understand that,based on the current law, this ‘streaming’ of income frominterest-bearing investments into dividends that is designated asinterest, will be taxed in the hands of shareholders as interestincome. No income tax will be deducted at source from theinterest element of the distribution, or from future interestdistributions. Further details of the tax implications onshareholders of the interest ‘streaming’ regime can be found inPart 7 ‘Taxation’ of the Company’s prospectus. See the Glossary ofTerms and APMs on page 71 for an extract of this section.

Key Performance Indicators (‘KPIs’)

At each Board meeting the Directors consider a number ofperformance measures to assess the Company’s success inachieving its objectives. The principal KPIs are investmentperformance, investment risk of the portfolio (on absolute andrelative bases), share price premium or discount to net assetvalue per share, and the ongoing charges. Further details of theprincipal KPIs are given below:


I N V E S T M E N T O B J E C T I V E , P O L I C I E S A N D G U I D E L I N E S

• Investment PerformanceThe Board regularly monitors the performance of theCompany’s portfolio, on a quarterly and financial period basisand compares it with the Company’s reference index of LIBORone-month Sterling +4.5%. Over the same periods, the Boardalso reviews and compares the Company’s net asset value andshare price performance in comparison to its peer group. TheCompany’s yield and sustainability of its dividend policy arealso regularly reviewed by the Board. Information on theCompany’s performance is given in the Chairman’s Statementand the Investment Managers’ Report on pages 6 to 10.

• The investment risk of the portfolioThe Board considers the risk profile of the Company’sportfolio, on absolute and relative basis, regularly andmonitors the changes in this, challenging the InvestmentManagers and seeking additional explanations wherenecessary. See note 21 on pages 57 to 62 for furtherinformation.

• Share price (discount)/premium to net asset value (‘NAV’)per shareThe Board recognises that the possibility of a narrowingpremium or a widening discount can lead to additionalvolatility in the share price, over and above changes in theNAV. The share issuance and repurchase programmetherefore seeks to address imbalances in supply of anddemand for the Company’s shares within the market andthereby reduce the volatility and absolute level of thepremium or discount to the NAV at which the Company’sshares trade.

• Ongoing ChargesThe Ongoing Charges represents the Company’s managementfee and all other operating expenses excluding finance costs,expressed as a percentage of the average daily net assetsduring the year. The Ongoing Charges for the year ended28th February 2019 were 1.08%. Each year, the Board reviewsan analysis which shows a comparison of the Company’sOngoing Charges and its main expenses with those of itspeers.

Share Capital

On Initial Admission of the Company on 2nd March 2018, theCompany’s issued share capital comprised of 93,115,643 ordinaryshares of 1p each. See Key Features for details of the Company’sissued share capital at 28th February 2019. See the Notice ofAnnual General Meeting page 68 for details of the Company’sissued share capital at the latest business date prior to signature ofthis Report. The Ordinary shares have a premium listing on theLondon Stock Exchange.

The Directors have, on behalf of the Company, the authority bothto issue new shares and to repurchase shares in the market(for cancellation or to be held in Treasury). These authorities weregranted at a General Meeting on 22nd January 2018 and areapplicable until renewal at the Company’s Annual General Meetingin 2019.

The authority referred to above permits the Company to issueshares up to 20% of the issued share capital of the Company(excluding Treasury shares) immediately following Initial Admission.No shares were allotted in the period to 28th February 2019, or thefollowing period up to the date of signature of this Report.

The authority referred to above permits the Company torepurchase shares up to 14.99% of the issued share capitalimmediately following initial admission. During the period theCompany repurchased 6,854,235 shares into Treasury, following itssuccessful application for a court order to approve cancellation ofits share premium account and filing of audited Initial Accounts.Since the year end, 165,000 shares have been repurchased intoTreasury.

Resolutions to update the authority to issue new shares and torepurchase shares for cancellation, or to be held in Treasury, will beput to shareholders at the forthcoming Annual General Meeting.The full text of those resolutions are set out in the Notice of theAnnual General Meeting on pages 68 and 69.

Board Diversity

When recruiting a new Director, the Board’s policy is to appointindividuals on merit. Diversity is important in bringing anappropriate range of skills and experience to the Board. At28th February 2019, there were three male Directors andtwo female Directors on the Board.

Employees, Social, Community and Human RightsIssues

The Company has a management contract with the Manager. Ithas no employees and all of its Directors are non-executive. Theday to day activities are carried out by third parties. There aretherefore no disclosures to be made in respect of employees.The Board notes the policy statements of J.P. Morgan AssetManagement (‘JPMAM’) in respect of Social, Community andEnvironmental and Human Rights issues, as highlighted in italicsbelow:

Social, Community, Environmental and HumanRights

The following text in italics is a summary of the policy statementsof J.P. Morgan Asset Management (‘JPMAM’) on environmental,social and governance issues, which has been reviewed and notedby the Board.


P R I N C I P A L R I S K S

JPMAM believes that companies should act in a socially responsiblemanner. Although our priority at all times is the best economicinterests of our clients, we recognise that, increasingly,non-financial issues such as social and environmental factors havethe potential to impact the share price, as well as the reputation ofcompanies. Specialists within JPMAM’s environmental, social andgovernance (‘ESG’) team are tasked with assessing how companiesdeal with and report on social and environmental risks and issuesspecific to their industry.

JPMAM is also a signatory to the United Nations Principles ofResponsible Investment, which commits participants tosix principles, with the aim of incorporating ESG criteria into theirprocesses when making stock selection decisions and promotingESG disclosure. Our detailed approach to how we implement theprinciples is available on request.

The Manager has implemented a policy which seeks to restrictinvestments in securities issued by companies that have beenidentified by an independent third party provider as being involvedin the manufacture, production or supply of cluster munitions,depleted uranium ammunition and armour and/or anti-personnelmines. Shareholders can obtain further details on the policy bycontacting the Manager.

Greenhouse Gas Emissions

The Company is managed by JPMorgan Funds Limited withportfolio management delegated to JPMorgan Asset Management(UK) Limited. It has no employees and all of its Directors arenon-executive, the day to day activities being carried out bythird parties. The Company itself has no premises, consumes noelectricity, gas or diesel fuel and consequently does not havea measurable carbon footprint. J.P. Morgan Asset Management isa signatory to the Carbon Disclosure Project and JPMorgan Chaseis a signatory to the Equator Principles on managing social andenvironmental risk in project finance.

The Modern Slavery Act 2015 (the ‘MSA’)

The MSA requires companies to prepare a slavery and humantrafficking statement for each financial year of the organisation.As the Company has no employees and does not supply goodsand services, the MSA does not apply directly to it. The MSArequirements more appropriately relate to JPMF and JPMAM.JPMorgan’s statement on the MSA can be found on the followingwebsite: https://www.jpmorganchase.com/corporate/Corporate-Responsibility/document/modern-slavery-act.pdf

Corporate Criminal Offence

The Company maintains zero tolerance towards tax evasion.Shares in the Company are purchased through intermediaries orbrokers, therefore no funds flow directly into the Company.

Principal Risks

The Directors confirm that they have carried out a robustassessment of the principal risks facing the Company, includingthose that would threaten its business model, futureperformance, solvency or liquidity.

With the assistance of the Manager, the Board has drawn up a riskmatrix, which identifies the key risks to the Company. In assessingthe risks and how they can be mitigated, the Board has givenparticular attention to those issues that threaten the viability ofthe Company. These key risks fall broadly under the followingcategories:

• Investment and StrategyAn inappropriate investment strategy, for example assetallocation or the level of gearing or foreign exchangeexposure, may lead to underperformance against peercompanies. This may result in the Company’s shares tradingon a narrower premium or a wider discount or insufficientlocal currency income generation which may lead to a cut inthe dividend. The Board manages these risks bydiversification of investments through its investmentrestrictions and guidelines, which are monitored and reportedon by the Manager. The Manager provides the Directors withtimely and accurate management information, includingperformance data, revenue estimates, currency performance,liquidity reports and shareholder analyses. The Boardmonitors the implementation and results of the investmentprocess with the Investment Managers, who attend Boardmeetings, and reviews data which show statistical measuresof the Company’s risk profile. The Investment Managersreview the Company’s gearing strategically.

• FinancialThe financial risks faced by the Company include market pricerisk, interest rate risk, liquidity risk and credit risk. Furtherdetails are disclosed in note 21 on pages 57 to 62.

• Corporate Governance and Shareholder RelationsDetails of the Company’s compliance with CorporateGovernance best practice, including information on relationswith shareholders, are set out in the Corporate Governancereport on pages 24 to 26.

• OperationalLoss of key staff by the Manager, such as the InvestmentManagers, could affect the performance of the Company.Disruption to, or failure of, the Manager’s accounting, dealingor payments systems or the depositary’s or custodian’srecords could prevent accurate reporting and monitoring ofthe Company’s financial position. This includes the risk ofcybercrime and consequent potential threat to security andbusiness continuity. Details of how the Board monitors the


L O N G T E R M V I A B I L I T Y

services provided by the Manager and its associates and thekey elements designed to provide effective internal controlare included in the Risk Management and Internal Controlsection of the Corporate Governance report on pages 24to 26.

The threat of cyber attack, in all its guises, is regarded as atleast as important as more traditional physical threats tobusiness continuity and security. The Company benefitsdirectly or indirectly from all elements of JPMorgan’s CyberSecurity programme. The information technology controlsaround the physical security of JPMorgan’s data centres,security of its networks and security of its trading applicationsare tested by independent reporting accountants andreported on every six months against the Audit and AssuranceFaculty (‘AAF’) standard.

• Accounting, Legal and RegulatoryIn order to qualify as an investment trust, the Company mustcomply with Section 1158 of the Corporation Tax Act 2010(‘Section 1158’). Details of the Company’s approval are givenon page 15 above. Were the Company to breach Section 1158,it would lose its investment trust status and, as aconsequence, gains within the Company’s portfolio could besubject to Capital Gains Tax. The Section 1158 qualificationcriteria are continually monitored by the Manager and theresults reported to the Board each month. The Company mustalso comply with the provisions of the Companies Act 2006and, since its shares are listed on the London Stock Exchange,the UKLA Prospectus Rules, Listing Rules and Disclosure,Guidance & Transparency Rules (‘DTRs’). A breach of theCompanies Act could result in the Company and/or theDirectors being fined or the subject of criminal proceedings.Breach of the UKLA Listing Rules or DTRs could result in theCompany’s shares being suspended from listing which in turnwould breach Section 1158. The Board relies on the services ofits Company Secretary, the Manager and its professionaladvisers to ensure compliance with the Companies Act 2006,the UKLA Prospectus Rules, Listing Rules, DTRs and theAlternative Investment Fund Managers Directive.

Long Term Viability

Taking account of the Company’s current position and strategy,the principal risks that it faces and their potential impact on itsfuture development and prospects, the Directors have assessedthe prospects of the Company, to the extent that they are able todo so, over the next five years. They have made that assessmentby considering those principal risks, the Company’s investmentobjective and strategy, the investment capabilities of the Manager

and the current outlook for relevant markets. They have takeninto account the fact that the Company will hold a continuationvote in 2023, feedback from the Company’s broker and positiveperformance to date.

In determining the appropriate period of assessment theDirectors had regard to their view that, given the Company’sobjective of providing investors with dividend income combinedwith long term capital growth, shareholders should consider theCompany as a long term investment proposition. Thus, theDirectors consider five years to be an appropriate time horizon toassess the Company’s viability.

The Directors confirm that, assuming a successful continuationvote in 2023, and taking account of the Company’s risk profile setout in note 21 on pages 57 to 62, and other factors set out underthis heading, they have a reasonable expectation that theCompany will be able to continue in operation and meet itsliabilities as they fall due over the five year period of assessment.

By order of the Board Paul Winship, for and on behalf of JPMorgan Funds Limited Secretary

20th May 2019

Directors’ Report

D I R E C T O R S ’ R E P O R T | 2 1

B O A R D O F D I R E C T O R S

Sir Laurence Magnus*‡† (Chairman of the Board)A Director since incorporation in 2017. Appointed Chairman in 2018.Sir Laurence Magnus is a senior adviser at Evercore Partners,a corporate finance advisory business. He is Chairman of PantheonInternational plc and a director of Fidelity Japan Trust plc andAggregated Micro Power Holdings Plc. In the not for profit sector,he is Chairman of Historic England (formerly English Heritage) anda trustee of The Allchurches Trust, The Windsor Leadership Trust andThe English Heritage Trust. He was formerly an executive managingdirector of investment banking at Donaldson, Lufkin & Jenrette and itssuccessor company Credit Suisse First Boston. He was Chairman ofLexicon Partners immediately prior to its merger with EvercorePartners in 2011.Shared directorships with other Directors: Fidelity Japan Trust plc.Shareholding in Company: 185,960.

Richard Hills*‡† (Non-Executive Director)A Director since incorporation in 2017.Richard Hills has substantial experience of investment trust andinvestment company boards and is currently the Chairman ofStrategic Equity Capital plc and a director of Henderson InternationalIncome Trust plc.Shared directorships with other Directors: None.Shareholding in Company: 75,482.

James West*‡† (Chairman of the Audit Committee and SeniorIndependent Director)A Director since incorporation in 2017.James West FCA is a former chief executive of Lazard AssetManagement and a managing director of Lazard Brothers, prior towhich he was managing director of Globe Investment Trust plc. He iscurrently Chairman of Associated British Foods Pension Fund Ltd.Shared directorships with other Directors: None.Shareholding in Company: 35,892.

Sian Hansen*‡† (Non-Executive Director)A Director since incorporation in 2017.Sian Hansen is currently a non-executive director of Pacific AssetsTrust plc and an advisor to Oxford Investment Consultants, theresearch arm of the Oxford Technology Innovation Fund. From 2013to 2016 Sian was Executive Director of the Legatum Institute, a globalpublic policy think tank and previously, she spent seven years asManaging Director of the UK think tank Policy Exchange. She iscurrently a trustee of The Almeida Theatre and UK OnwardThinkTank Ltd. Formerly, Sian was a director and Co-Head of Sales forAsian Equities at Société Générale and before that was an equityanalyst with Enskilda Securities in Europe.Shared directorships with other Directors: None.Shareholding in Company: 29,822.

Sarah MacAulay*‡† (Non-Executive Director)A Director since incorporation in 2017.Sarah MacAulay is a non-executive director of Aberdeen New ThaiInvestment Trust plc, Schroder Asian Total Return InvestmentCompany Plc, Fidelity Japan Trust Plc and a trustee of GlendowerSchool Trust, an educational charitable trust. She has twenty years ofAsian fund management experience in London and Hong Kongmanaging significant institutional assets and unit trusts. She wasformerly a director of Baring Asset Management (Asia) Ltd, Head ofAsian Equities at Kleinwort Benson Investment Management andEagle Star Investment Management.Shared directorships with other Directors: Fidelity Japan Trust plc.Shareholding in Company: 20,000.

* Member of the Audit Committee.

‡ Member of the Nomination Committee.

† Considered independent by the Board.


D I R E C T O R S ’ R E P O R T

The Directors present their report and the audited financialstatements for the period ended 28th February 2019.

Management of the Company

The Manager and Company Secretary is JPMorgan Funds Limited(‘JPMF’) a company authorised and regulated by the FCA.

The active management of the Company’s assets is delegated byJPMF to an affiliate, JPMorgan Asset Management (UK) Limited(‘JPMAM’).

The Manager is a wholly owned subsidiary of JPMorgan ChaseBank which, through other subsidiaries, also provides accounting,banking, dealing and custodian services to the Company.

The Manager is employed under a contract which can beterminated on six months’ notice, without penalty following aninitial period of two years. If the Company wishes to terminatethe contract on shorter notice, the balance of remuneration ispayable by way of compensation.

The Board, through the Nomination Committee, conducts a formalevaluation of the Manager on an annual basis. The evaluationincludes consideration of the investment strategy and process ofthe Manager, performance against the benchmark over the longterm and the quality of support that the Company receives fromthe Manager including the marketing support provided. The latestevaluation of the Manager was carried out in February 2019.As a result of that process, the Board confirms that it is satisfiedthat the continuing appointment of the Manager is in the interestsof shareholders as a whole.

No separate Management Engagement Committee has beenestablished because all Directors are considered to be independentof the Manager and, given the nature of the Company’s business, itis felt that all Directors should take part in the review process.

The Alternative Investment Fund ManagersDirective (‘AIFMD’)

JPMF is the Company’s alternative investment fund manager(‘AIFM’). It is approved as an AIFM by the FCA. For the purposes ofthe AIFMD the Company is an alternative investment fund (‘AIF’).JPMF has delegated responsibility for the day to day managementof the Company’s portfolio to JPMAM. The Company has appointedthe Bank of New York Mellon (International) Limited (‘BNY’) as itsdepositary. BNY has appointed JPMorgan Chase Bank, N.A. as theCompany’s custodian. BNY is responsible for the oversight of thecustody of the Company’s assets and for monitoring its cash flows.

The AIFMD requires certain information to be made available toinvestors in AIFs before they invest and requires that materialchanges to this information be disclosed in the annual report ofeach AIF. An Investor Disclosure Document, which sets outinformation on the Company’s investment strategy and policies,leverage, risk, liquidity, administration, management, fees,conflicts of interest and other shareholder information is available

on the Company’s website at www.jpmmultiassettrust.co.uk Therehave been no material changes to this information requiringdisclosure. Any information requiring immediate disclosurepursuant to the AIFMD will be disclosed to the London StockExchange through a primary information provider.

The Company’s leverage and JPMF’s remuneration disclosures areset out on page 65.

Management Fee

For the period ended 28th February 2019, the managementfee was charged at the rate of 0.65% per annum on thefirst £250 million of net asset value and 0.60% per annum on anyamounts above £250 million. No performance fee is payable tothe Investment Manager. The management fee is calculated andpaid monthly in arrears. Any investments made through fundsmanaged by J.P. Morgan Asset Management will be made (whereavailable) in non-management fee bearing share classes. Wherea non-management fee bearing share class is not available, theinvestment will be made through the lowest institutional feebearing share class available. In these circumstances themanagement fees payable by the Company will be reduced by anamount equal to the management fee charged by such shareclass. For the avoidance of doubt, performance fees payable onany such investments shall be excluded from such fee offset andwill be payable by the Company.

Directors

All Directors of the Company who held office at the end of theperiod under review are detailed on page 21. Details of theirbeneficial shareholdings in the Company may be found in theDirectors’ Remuneration Report on page 32.

In accordance with corporate governance best practice, allDirectors will retire at the forthcoming Annual General Meeting.Being eligible, all Directors will offer themselves for appointmentby shareholders. The Nomination Committee, having consideredtheir qualifications, performance and contribution to the Boardand to the Committees, confirms that each Director standing forappointment continues to be effective and demonstratescommitment to the role. The Board recommends to shareholdersthat they be appointed.

Director Indemnification and Insurance

As permitted by the Company’s Articles of Association, eachDirector has the benefit of an indemnity which is a qualifying thirdparty indemnity, as defined by Section 234 of the CompaniesAct 2006. The indemnities were in place during the period and asat the date of this report.

An insurance policy is maintained by the Company which insuresthe Directors of the Company against certain liabilities arising inthe conduct of their duties. There is no cover against fraudulentor dishonest actions.



Disclosure of information to the Auditors

In the case of each of the persons who are Directors of theCompany at the time when this report was approved:

(a) so far as each of the Directors is aware, there is no relevantaudit information (as defined in the Companies Act 2006) ofwhich the Company’s Auditor is unaware, and

(b) each of the Directors has taken all the steps that they ought tohave taken as a Director in order to make themselves aware ofany relevant audit information (as defined) and to establishthat the Company’s Auditor is aware of that information.

The above confirmation is given and should be interpreted inaccordance with the provision of Section 418(2) of the CompaniesAct 2006.

Independent Auditors

PwC have expressed their willingness to continue in office asAuditor to the Company and a resolution proposing theirreappointment and to authorise the Directors to determine theirremuneration for the ensuing year, will be proposed at the AnnualGeneral Meeting. See the Audit Committee Report on page 36 fordetails of Audit Partner rotation.

Companies Act 2006 Requirements

The following disclosures are made in accordance withSection 992 of the Companies Act 2006.

Voting Rights in the Company’s shares

Details of the voting rights in the Company’s shares on the latestbusiness day prior to the publication of this report are given innote 16 to the Notice of Annual General Meeting on page 70.

Notifiable Interests in the Company’s Voting Rights

At the financial period end, no notifiable interests in theCompany’s voting rights had been declared.

Since the end of the Company’s financial period on 28th February2019 to the date of this Report, there have been no changes tothe notifiable interests in the Company’s voting rights.

The Company is aware that, as at 28th February 2019,approximately 35.9% of the Company’s total voting rights wereheld by individuals through savings products managed by JPMAMand registered in the name of Chase Nominees Limited. If thosevoting rights are not exercised by the beneficial holders, inaccordance with the terms and conditions of the savings products,under certain circumstances, JPMAM has the right to exercise thosevoting rights. That right is subject to certain limits and restrictionsand falls away at the conclusion of the relevant general meeting.On 8th April 2019, JPMAM informed holders of J.P. Morgan savingsproducts that it had decided to cease managing those accounts,details of which are included on page 74.

The rules concerning the appointment, reappointment andreplacement of Directors, amendment of the Company’s Articlesof Association and powers to issue or repurchase the Company’sshares are contained in the Articles of Association of the Companyand the Companies Act 2006.

There are no restrictions concerning the transfer of securities inthe Company; no special rights with regard to control attached tosecurities; no agreements between holders of securities regardingtheir transfer known to the Company; no agreements to which theCompany is party that affect its control following a takeover bid;and no agreements between the Company and its Directorsconcerning compensation for loss of office.

Listing Rule 9.8.4R

Listing Rule 9.8.4R requires the Company to include certaininformation in a single identifiable section of the Annual Reportor a cross reference table indicating where the information is setout. The Directors confirm that there are no disclosures to bemade in this regard.

Annual General Meeting

The notice covering the forthcoming Annual General Meeting ofthe Company is given on pages 68 to 70. The full text of theResolutions is set out in the notice of meeting.

Resolutions relating to the following items of special business willbe proposed at the forthcoming Annual General Meeting. The fulltext of the resolutions is set out in the Notice of Annual GeneralMeeting on pages 68 to 70.

(i) Authority to allot new shares and to disapply statutorypre-emption rights (resolutions 10 and 11)

The Directors will seek renewal of the authority at the AnnualGeneral Meeting to issue new Ordinary shares in the Company. Theauthority being sought is for up to 8,609,640 new Ordinary sharesfor cash or by way of a sale of Treasury shares up to an aggregatenominal amount of £86,096, such amount being equivalent toapproximately 10% of the issued share capital (excluding Treasuryshares) as at the latest practicable date before the publication ofthis document or, if different, the number of Ordinary shares whichis equal to 10% of the Company’s issued share capital (excludingTreasury shares) as at the date of the passing of the resolution.

This authority will expire at the conclusion of the following AnnualGeneral Meeting of the Company unless renewed at a prior generalmeeting. It is advantageous for the Company to be able to issue newshares (or to sell Treasury shares) to investors when the Directorsconsider that it is in the best interests of shareholders to do so.

Any such issues would only be made at prices greater than thecum income net asset value, thereby increasing the net assetvalue per share and spreading the Company’s administrativeexpenses, other than the management fee which is charged onthe value of the Company’s assets, over a greater number of



shares. The issue proceeds would be available for investment inline with the Company’s investment policies.

If Resolution 11 is passed, the Directors will also have the power toallot the shares over which they are granted authority pursuant toResolution 10 for cash and sell shares out of Treasury on a nonpre-emptive basis. Any Ordinary shares allotted or sold out ofTreasury on a non pre-emptive basis will not be issued at a priceless than the prevailing net asset value per Ordinary share.

(ii) Authority to repurchase the Company’s shares(resolution 12)

The authority to repurchase up to 14.99% of the Company’sissued share capital, granted by shareholders at the 22nd January2018 General Meeting, will expire at the conclusion of theforthcoming Annual General Meeting, unless renewed at thatmeeting. The Directors consider that the renewal of this authorityis in the interests of shareholders as a whole, as the repurchase ofshares at a discount to the underlying net asset value enhancesthe net asset value of the remaining shares.

Resolution 12 gives the Company authority to repurchase its ownissued Ordinary shares in the market as permitted by theCompanies Act 2006. The authority limits the number of sharesthat could be purchased to a maximum of 12,905,851 Ordinaryshares, representing approximately 14.99% of the Company’sissued Ordinary shares as at the latest practicable date before thepublication of this document or, if less, the number of Ordinaryshares which is equal to 14.99% of the Company’s issued sharecapital (excluding Treasury shares) as at the date of the passing ofthe resolution. The authority also sets minimum and maximumprices.

If Resolution 12 is passed at the Annual General Meeting, theBoard may repurchase the shares for cancellation or hold themin Treasury pursuant to the authority granted to it for possibleresale at a premium to net asset value.

Any repurchases will be at the discretion of the Board and will bemade in the market only at prices below the prevailing net assetvalue per share, thereby enhancing the net asset value of theremaining shares, as and when market conditions are appropriate.The Directors expect to exercise their discretion to repurchaseshares pursuant to the Company’s share buyback policy.

This new authority to repurchase shares if passed will expire on2nd January 2021, but it is the Board’s intention to seek renewalof the authority at the Annual General Meeting in 2020.

Recommendation

The Board considers that resolutions 10 to 12 are likely to promotethe success of the Company and are in the best interests of theCompany and its shareholders as a whole. The Directorsunanimously recommend that you vote in favour of the resolutions,as they intend to do in respect of their own beneficial holdings which,as at the year end, amounted in aggregate to 347,156 Ordinaryshares, representing 0.04% of the voting rights of the Company.

Corporate Governance Statement

Compliance

The Company is committed to high standards of corporategovernance. This statement, together with the Statement ofDirectors’ Responsibilities on page 34, indicates how theCompany has applied the principles of good governance of theFinancial Reporting Council UK Corporate Governance Code (the‘UK Corporate Governance Code’) and the Association ofInvestment Companies’ (‘AIC’) Code of Corporate Governance(the ‘AIC Code’), (see www.theaic.co.uk) which complements theUK Corporate Governance Code and provides a framework of bestpractice for investment trusts.

The Board is responsible for ensuring the appropriate level ofcorporate governance and considers that the Company hascomplied with the best practice provisions of the UK CorporateGovernance Code, insofar as they are relevant to the Company’sbusiness, and the AIC Code throughout the year under review.

The Board have made arrangements to ensure compliance withthe revised FRC 2018 UK Corporate Governance Code and 2019AIC Code of Corporate Governance (which has been endorsed bythe FRC). The new requirements are effective for periods ofaccount commencing on or after 1st January 2019, and require tobe reported in the Company’s Annual Report and FinancialStatements for the year ended 29th February 2020.

Role of the Board

A management agreement between the Company and theManager sets out the matters which have been delegated to theManager. This includes management of the Company’s assets andthe provision of accounting, company secretarial, administrationand some marketing services. All other matters are reserved forthe approval of the Board. A formal schedule of matters reservedto the Board for decision has been approved. This includesdetermination and monitoring of the Company’s investmentobjectives and policy and its future strategic direction, gearingpolicy, management of the capital structure, appointment andremoval of third party service providers, review of key investmentand financial data and the Company’s corporate governance andrisk control arrangements.

At each Board meeting, Directors’ interests are considered. Theseare reviewed carefully, taking into account the circumstancessurrounding them, and, if considered appropriate, are approved.It was resolved that there were no actual or indirect interests ofa Director which conflicted with the interests of the Company,which arose during the year.

Following the introduction of The Bribery Act 2010, the Board hasadopted appropriate procedures designed to prevent bribery. Itconfirms that the procedures have operated effectively during theyear under review.



The Board meets on at least four occasions during the year andadditional meetings are arranged as necessary. Full and timelyinformation is provided to the Board to enable it to functioneffectively and to allow Directors to discharge theirresponsibilities.

There is an agreed procedure for Directors to take independentprofessional advice, if necessary, at the Company’s expense. Thisis in addition to the access that every Director has to the adviceand services of the Company Secretary, which is responsible tothe Board for ensuring that Board procedures are followed andthat applicable rules and regulations are complied with.

Board Composition

The Board, chaired by Sir Laurence Magnus, currently consists offive non-executive Directors, all of whom are regarded by theBoard as independent of the Company’s Manager, including theChairman. The Directors have a breadth of investment knowledge,business and financial skills and experience relevant to theCompany’s business. Brief biographical details of each Director areset out on page 21. There have been no changes to the Chairman’sother significant commitments during the year under review.

A review of Board composition and balance is included as part ofthe annual performance evaluation of the Board, details of whichmay be found below. James West, as the Senior IndependentDirector, leads the evaluation of the performance of the Chairmanand is available to shareholders if they have concerns that cannotbe resolved through discussion with the Chairman.

Tenure

The Directors were appointed on the Company’s incorporation on19th December 2017, and will stand for appointment byShareholders at the Company’s First Annual General Meeting.Thereafter, Directors are subject to annual reappointment byshareholders in line with corporate governance best practice. Inthe light of the performance evaluation carried out each year, theBoard will decide whether it is appropriate for the Director toseek an additional term. The Board does not believe that length ofservice in itself necessarily disqualifies a Director from seekingreappointment but, when making a recommendation, the Boardwill take into account the ongoing requirements of the UKCorporate Governance Code, including the need to refresh theBoard and its Committee. The Board has adopted corporategovernance best practice and all Directors stand for annualreappointment.

The terms and conditions of Directors’ appointments are set outin formal letters of appointment, copies of which are available forinspection on request at the Company’s registered office and atthe Annual General Meeting.

Induction and Training

On appointment, the Manager and Company Secretary provide allDirectors with induction training. Thereafter, regular briefings areprovided on changes in law and regulatory requirements thataffect the Company and the Directors. Directors are encouragedto attend industry and other seminars covering issues anddevelopments relevant to investment trust companies. Regularreviews of the Directors’ training needs are carried out by theChairman by means of the evaluation process described below.

Meetings and Committees

The Board delegates certain responsibilities and functions to theAudit Committee and the Nomination Committee of which allDirectors are members.

The table below details the number of Board and Audit Committeemeetings attended by each Director. Since launch there werefour Board meetings, two Audit Committee meetings andone Nomination Committee meeting. In addition, there is regularcontact between the Directors and the Manager and CompanySecretary throughout the year.

Audit NominationBoard Committee Committee

Meetings Meetings MeetingsDirector Attended Attended Attended

Sir Laurence Magnus 4/4 2/2 1/1Sian Hansen 4/4 2/2 1/1Richard Hills 4/4 2/2 1/1Sarah MacAulay 4/4 2/2 1/1James West 4/4 2/2 1/1

Board Committees

Nomination CommitteeThe Nomination Committee, chaired by Sir Laurence Magnus,meets at least annually.

The Committee ensures that the Board has an appropriatebalance of skills and experience to carry out its fiduciary dutiesand to select and propose suitable candidates, when necessary,for appointment. A variety of sources, including independentsearch consultants or open advertising, may be used to ensurethat a wide range of candidates is considered.

The Board’s policy on diversity, including gender, is to take accountof the benefits of these during the appointment process. However,the Board remains committed to appointing the most appropriatecandidate, regardless of gender or other forms of diversity.Therefore, no targets have been set against which to report.

The Committee undertakes an annual performance evaluation ofthe Board, its Committee and individual Directors to ensure thatall Directors have devoted sufficient time and contributed



adequately to the work of the Board and its Committee. Theevaluation of the Board considers the balance of experience,skills, independence, corporate knowledge, its diversity, includinggender, and how it works together. Questionnaires, drawn up bythe Board are completed by each Director. The responses arethen collated and discussed by the Committee. The evaluation ofthe individual Directors is led by the Chairman. The SeniorIndependent Director leads the evaluation of the Chairman’sperformance. The Board reviews Directors’ fees. This takes intoaccount the level of fees paid to the directors of the Company’speers and within the investment trust industry generally to ensurethat high quality people are attracted and retained.

The Committee has a succession plan to refresh the Board in anorderly manner over time.

The Committee reviews the terms of the management agreementbetween the Company and the Manager, the performance of theManager, the notice period that the Board has with the Managerand makes recommendations to the Board on the continuedappointment of the Manager following these reviews.

Audit CommitteeThe report of the Audit Committee is set out on pages 36 and 41.

Terms of Reference

Each Committee has written terms of reference which defineclearly its responsibilities, copies of which are available forinspection on the Company’s website, on request, at theCompany’s registered office and at the Company’s AnnualGeneral Meeting.

Relations with Shareholders

The Board regularly monitors the shareholder profile of theCompany. It aims to provide shareholders with a fullunderstanding of the Company’s activities and performance andreports formally to shareholders each year by way of the annualand half year report and financial statements. These aresupplemented by the daily publication, through the London StockExchange, of the net asset value of the Company’s shares.

All shareholders have the opportunity, and are encouraged, toattend the Company’s Annual General Meeting at which theDirectors and representatives of the Manager are available inperson to meet shareholders and answer their questions. Inaddition, a presentation is given by the Investment Managerswho review the Company’s performance.

The Company’s brokers, the Investment Managers and JPMF holdregular discussions with larger shareholders. The Directors aremade fully aware of their views. The Chairman and Directorsmake themselves available as and when required to support thesemeetings and to address shareholder queries. The Directors maybe contacted through the Company Secretary whose details areshown on page 75.

The Company’s annual report and financial statements arepublished in time to give shareholders at least 20 working days’notice of the Annual General Meeting. Shareholders wishing toraise questions in advance of the meeting are encouraged tosubmit questions via the Company’s website or write to theCompany Secretary at the address shown on page 75.

Details of the proxy voting position on each resolution will bepublished on the Company’s website shortly after the AnnualGeneral Meeting.

Risk Management and Internal Control

The UK Corporate Governance Code requires the Directors, atleast annually, to review the effectiveness of the Company’ssystem of risk management and internal control and to report toshareholders that they have done so. This encompasses a reviewof all controls, which the Board has identified as includingbusiness, financial, operational, compliance and riskmanagement.

The Directors are responsible for the Company’s system of riskmanagement and internal control which is designed to safeguardthe Company’s assets, maintain proper accounting records andensure that financial information used within the business, orpublished, is reliable. However, such a system can only bedesigned to manage rather than eliminate the risk of failure toachieve business objectives and therefore can only providereasonable, but not absolute, assurance against fraud, materialmisstatement or loss.

Since investment management, custody of assets and alladministrative services are provided to the Company by theManager and its associates, the Company’s system of riskmanagement and internal control mainly comprises monitoringthe services provided by the Manager and its associates, includingthe operating controls established by them, to ensure they meetthe Company’s business objectives. There is an ongoing processfor identifying, evaluating and managing the significant risksfaced by the Company (see Principal Risks on pages 18 and 19).This process has been in place during the period under reviewand up to the date of the approval of the annual report andfinancial statements, and it accords with the Financial ReportingCouncil’s guidance. The Company does not have an internal auditfunction of its own; the Board considers that it is sufficient to relyon the internal audit function of the Manager. This arrangement iskept under review. The key elements designed to provideeffective internal controls are as follows:

• Financial Reporting

Regular and comprehensive review by the Board of keyinvestment and financial data, including managementaccounts, revenue projections, analysis of transactions andperformance comparisons.



• Management and Other Agreements

Appointment of a manager, depositary and custodianregulated by the FCA, whose responsibilities are clearlydefined in written agreements.

• Management Systems

The Manager’s system of risk management and internalcontrol includes organisational agreements which clearlydefine the lines of responsibility, delegated authority, controlprocedures and systems. These are monitored by theManager’s Compliance department which regularly monitorscompliance with FCA rules.

• Investment Strategy

Authorisation and monitoring of the Company’s investmentstrategy and exposure limits by the Board.

The Board, either directly or through the Audit Committee,keeps under review the effectiveness of the Company’ssystem of risk management and internal controls bymonitoring the operation of the key operating controls of theManager and its associates as follows:

• reviews the terms of the management agreement andreceives regular reports from the Manager’s Compliancedepartment;

• reviews reports on the risk management and internalcontrols and the operations of its Depositary, Bank of NewYork Mellon (International) Limited, and its Custodian,JPMorgan Chase Bank, which are independently reviewed;and

• reviews every six months an independent report on therisk management and internal controls and theoperations of the Manager.

By means of the procedures set out above, the Board confirmsthat it has carried out a robust assessment of the effectiveness ofthe Company’s system of risk management and internal controlsfor the period ended 28th February 2019, and to the date ofapproval of this annual report and financial statements.

The Board confirms that any failings or weaknesses identifiedduring the course of its review of the system of risk managementand internal control were not significant and did not affect theCompany.

Corporate Governance and Voting Policy

The Company delegates responsibility for voting to the Manager.The following text in italics is a summary of the policy statementsof J.P. Morgan Asset Management (‘JPMAM’) on corporategovernance, voting policy and social and environmental issues,which has been reviewed and noted by the Board. Details onsocial, environmental and governance issues are included in theStrategic Report on page 15 and in the Investment Managers’Report on page 8.

Corporate Governance

JPMAM believes that corporate governance is integral to ourinvestment process. As part of our commitment to deliveringsuperior investment performance to our clients, we expect andencourage the companies in which we invest to demonstrate thehighest standards of corporate governance and best businesspractice. We examine the share structure and voting structure of thecompanies in which we invest, as well as the board balance,oversight functions and remuneration policy. These analyses thenform the basis of our proxy voting and engagement activity.

Proxy Voting

JPMAM manages the voting rights of the shares entrusted to it as itwould manage any other asset. It is the policy of JPMAM to vote ina prudent and diligent manner, based exclusively on our reasonablejudgement of what will best serve the financial interests of ourclients. So far as is practicable, we will vote at all of the meetingscalled by companies in which we are invested.

Stewardship/Engagement

JPMAM recognises its wider stewardship responsibilities to itsclients as a major asset owner. To this end, we support theintroduction of the FRC Stewardship Code, which sets out theresponsibilities of institutional shareholders in respect of investeecompanies. Under the Code, managers should:

– publicly disclose their policy on how they will discharge theirstewardship responsibilities to their clients;

– disclose their policy on managing conflicts of interest;

– monitor their investee companies;

– establish clear guidelines on how they escalate engagement;

– be willing to act collectively with other investors whereappropriate;

– have a clear policy on proxy voting and disclose their votingrecord; and

– report to clients.

JPMAM endorses the Stewardship Code for its UK investments andsupports the principles as best practice elsewhere. We believe thatregular contact with the companies in which we invest is central toour investment process and we also recognise the importance ofbeing an ‘active’ owner on behalf of our clients.

JPMAM’s Voting Policy and Corporate Governance Guidelines areavailable on request from the Company Secretary or can bedownloaded from JPMAM’s website:http://www.jpmorganinvestmenttrusts.co.uk/governance, whichalso sets out its approach to the seven principles of the FRCStewardship Code, its policy relating to conflicts of interest and itsdetailed voting record.



Composition and Role

The Audit Committee, chaired by James West and comprising allof the Directors, meets at least twice each year. The members ofthe Audit Committee consider that they have the requisite skillsand experience to fulfil the responsibilities of the Committee. Atleast one member of the Committee has recent and relevantfinancial experience and the Audit Committee as a whole hascompetence relevant to the sector.

The Committee reviews the actions and judgements of theManager in relation to the half year and annual accounts and theCompany’s compliance with the UK Corporate Governance Code.

The Committee reviews and examines the effectiveness of theCompany’s internal control systems. It monitors the Company’skey risks, and the controls relating to those risks. It receivescontrols reports on the Manager and the custodian, and monitorsthe controls and service levels at the Company’s other key thirdparty suppliers. It also receives information from the Manager’sCompliance department and reviews the scope and results of theexternal audit, its cost effectiveness, the balance of audit andnon-audit services and the independence and objectivity of theexternal Auditor. In the Directors’ opinion the Auditor isconsidered independent. The Board reviews and approves anynon-audit services provided by the independent Auditor andassesses the impact of any non-audit work on the ability of theAuditor to remain independent. In order to safeguard theAuditor’s objectivity and independence, any significant non-auditservices are carried out through a partner other than the auditengagement partner. No such work was undertaken during theyear under review. The Committee also receives confirmationsfrom the Auditor as part of its reporting, in regard to itsobjectivity and independence. Representatives of the Company’sAuditor attend the Audit Committee meeting at which the draftannual report and financial statements are considered and alsoengage with Directors as and when required.

Financial Statements and Significant AccountingMatters

During its review of the Company’s financial statements for theperiod ended 28th February 2019, the Committee considered thefollowing significant issues, in particular those communicated bythe Auditors during their reporting:

Significant issue How the issue was addressed

The valuation of investments is undertaken inaccordance with the accounting policies, disclosedin note 1(b) to the financial statements on page 47.Controls are in place to ensure that valuations areappropriate and ownership is verified throughDepositary and Custodian reconciliations. The auditincludes the review of the existence, ownershipand valuation of the investments.

Significant issue How the issue was addressed

The recognition of investment income isundertaken in accordance with accounting policynote 1(d) to the accounts on page 47. The Boardregularly reviews subjective elements of incomesuch as special dividends and agrees theiraccounting treatment.

Approval for the Company as an investment trustunder Sections 1158 and 1159 for financial yearscommencing on or after 1st October 2012 has beenobtained and ongoing compliance with theeligibility criteria is monitored on a regular basis.

The Board was made fully aware of any significant financialreporting issues and judgments made in connection with thepreparation of the financial statements.

Going Concern

The Directors believe that, having considered the Company’sinvestment objective (see Key Features page), risk managementpolicies (see pages 26 and 27), capital management policies andprocedures (see page 63), the nature of the portfolio andexpenditure and cash flow projections, the Company hasadequate resources, an appropriate financial structure andsuitable management arrangements in place to continue inoperational existence for the foreseeable future, being at least12 months from the approval of the Annual Report and FinancialStatements. For these reasons, they consider that there isreasonable evidence to continue to adopt the going concern basisin preparing the financial statements.

Auditor Appointment and Tenure

The Audit Committee has the primary responsibility for makingrecommendations to the Board on the reappointment andremoval of external auditors. As part of its review of thecontinuing appointment of the Auditor, the Audit Committeeconsiders the length of tenure of the audit firm, its fees, itsindependence from the Alternative Investment Fund Manager andthe Investment Managers and any matters raised during the audit.Having reviewed the performance of the external Auditor,including the quality of work, timing of communications and workwith the Manager, the Committee considered it appropriate torecommend their reappointment. The Board supported thisrecommendation which will be put to shareholders at theforthcoming Annual General Meeting.

PwC has audited the Company’s financial statements since launchin March 2018. In accordance with present professional guidelinesthe Audit Partner will be rotated after no more than five yearsand the current year is the first year for which the present AuditPartner, Alex Bertolotti, has served. Details of the fees paid foraudit services are included in note 6 on page 50.

Valuation, existenceand ownership ofinvestments

Recognition ofinvestment income

Compliance withSections 1158 and1159 Corporation TaxAct 2010

Audit Committee Report



Fair, Balanced and Understandable

Having taken all available information into consideration andhaving discussed the content of the annual report and financialstatements with the Alternative Investment Fund Manager,Investment Managers, Company Secretary and other third partyservice providers, the Audit Committee has concluded that theannual report and financial statements for the period ended28th February 2019, taken as a whole, are fair, balanced andunderstandable and provide the information necessary forshareholders to assess the Company’s position and performance,business model and strategy, and has reported these findings tothe Board. The Board’s conclusions in this respect are set out inthe Statement of Directors’ Responsibilities on page 34.

The Directors’ statement on the Company’s system of RiskManagement and Internal Control is set out on pages 26 and 27.

By order of the Board Paul Winship, for and on behalf of JPMorgan Funds Limited, Secretary

20th May 2019

Directors’ Remuneration Report

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D I R E C T O R S ’ R E M U N E R A T I O N R E P O R T

The Board presents the Directors’ Remuneration Report for theperiod ended 28th February 2019 which has been prepared inaccordance with the requirements of Section 421 of theCompanies Act 2006.

The law requires the Company’s Auditor to audit certain of thedisclosures provided. Where disclosures have been audited theyare indicated as such. The Auditor’s opinion is included in theirreport on pages 36 to 41.

As all of the Directors are non-executive, the Board has notestablished a Remuneration Committee. Instead remuneration ofthe Directors is considered by the Board on a regular basis.

Directors’ Remuneration Policy

The law requires that the Directors’ Remuneration Policy issubject to a triennial binding vote. However, the Board hasdecided to seek annual approval. An ordinary resolution toapprove this report will be put to shareholders at the forthcomingAnnual General Meeting. The policy subject to the vote, is set outin full below and is currently in force.

The Board’s policy for this and subsequent years is that Directors’fees should properly reflect the time spent by the Directors on theCompany’s business and should be at a level to ensure thatcandidates of a high calibre are recruited to the Board andretained. The Chairman of the Board, and the Chairman of theAudit Committee are paid higher fees than the other Directors,reflecting the greater time commitment involved in fulfilling thoseroles.

Reviews are based on information provided by the Manager andindustry research carried out by third parties on the level of feespaid to the directors of the Company’s peers and within theinvestment trust industry generally. The involvement ofremuneration consultants has not been deemed necessary as partof this review. The Company has no Chief Executive Officer and noemployees and therefore no consultation of employees isrequired and there is no employee comparative data to provide inrelation to the setting of the remuneration policy for Directors.

All of the Directors are non-executive. There are no performance-related elements to their fees and the Company does not operateany type of incentive, share scheme, award or pension schemeand therefore no Directors receive bonus payments or pensioncontributions from the Company or hold options to acquire shares

in the Company. Directors are not granted exit payments and arenot provided with compensation for loss of office. No otherpayments are made to Directors, other than the reimbursementof reasonable out-of-pocket expenses incurred in attending theCompany’s business.

In the year under review, Directors’ fees were paid at thefollowing rates: Chairman £34,500; Chairman of the AuditCommittee £28,750; Directors £23,000. Following the Board’sreview of Directors’ fees, it was agreed to increase Directors’ feesby £1,000 from £23,000 to £24,000 per annum, with effect from1st March 2019. The fees of the Chairman of the Board andChairman of the Audit Committee remained unchanged.

The Company’s Articles of Association provide that any increase inthe maximum aggregate annual limit on Directors’ fees, currently£175,000, requires both Board and shareholder approval.

The Company has not sought shareholder views on itsremuneration policy. The Board considers any comments receivedfrom shareholders on remuneration policy on an ongoing basisand takes account of those views.

The terms and conditions of Directors’ appointments are set outin formal letters of appointment which are available for review atthe Company’s Annual General Meeting and the Company’sregistered office. Details of the Board’s policy on tenure are setout on page 25.

Directors’ Remuneration Policy Implementation

The Directors’ Remuneration Report, which includes details of theDirectors’ remuneration policy and its implementation, is subjectto an annual advisory vote and therefore an ordinary resolutionto approve this report will be put to shareholders at theforthcoming Annual General Meeting. There are no changescurrently proposed for the year ending 29th February 2020.

Details of voting on both the Remuneration Policy and theDirectors’ Remuneration Report from the 2019 Annual GeneralMeeting will be given in the annual report for the year ending29th February 2020.

Details of the implementation of the Company’s remunerationpolicy are given below.


D I R E C T O R S ’ R E M U N E R A T I O N R E P O R T

Single total figure of remuneration

The single total figure of remuneration for each Director isdetailed below together with the prior year comparative.

Single total figure table1

Taxable 2019 Fees expenses2 Total £ £ £

Sir Laurence Magnus 34,500 – 34,500

James West 28,750 1,090 29,840

Sian Hansen 23,000 – 23,000

Richard Hills 23,000 563 23,563

Sarah MacAulay 23,000 – 23,000

Total 132,250 1,653 133,903

1 Audited information. Other subject headings for the single figure table asprescribed by regulation are not included because there is nothing to disclose inrelation thereto.

2 Taxable travel and subsistence expenses incurred in attending Board andCommittee meetings.

Directors fees effective from 1st March 2019 will be:

2019£

Sir Laurence Magnus 34,500

James West 28,750

Sian Hansen 24,000

Richard Hills 24,000

Sarah MacAulay 24,000

Nil amounts were paid to third parties for making available theservices of the Directors.

Directors’ Shareholdings1

There are no requirements pursuant to the Company’s Articles ofAssociation for the Directors to own shares in the Company. TheDirectors’ beneficial shareholdings are detailed below. All sharesare held beneficially.

28th FebruaryDirectors’ Name 2019

Sir Laurence Magnus 185,960

James West 35,892

Sian Hansen 29,822

Richard Hills 75,482

Sarah MacAulay 20,000

Total 347,156

As at the latest practicable date before the publication of thisdocument, there have been no changes to the Directors’shareholdings.

The Directors have no other share interests or share options inthe Company and no share schemes are available.

Expenditure by the Company on remuneration anddistributions to shareholders

Period ended28th February 2019

Remuneration paid toall Directors £133,903

Distribution to shareholders— by way of dividend £2,666,000— by way of share repurchases £6,539,000

For and on behalf of the Board Sir Laurence MagnusChairman

20th May 2019

Statement of Directors’ Responsibilities


S T A T E M E N T O F D I R E C T O R S ’ R E S P O N S I B I L I T I E S

The Directors are responsible for preparing the annual report andfinancial statements in accordance with applicable law andregulations.

Company law requires the Directors to prepare financialstatements for each financial year. Under that law, the Directorshave elected to prepare the financial statements in accordancewith United Kingdom Generally Accepted Accounting Practice(United Kingdom Accounting Standards) and applicable law.Under Company law the Directors must not approve the financialstatements unless they are satisfied that, taken as a whole, theannual report and accounts are fair, balanced andunderstandable, provide the information necessary forshareholders to assess the Company’s performance, businessmodel and strategy and that they give a true and fair view of thestate of affairs of the Company and of the total return or loss ofthe Company for that period. In order to provide theseconfirmations, and in preparing these financial statements, theDirectors are required to:

• select suitable accounting policies and then apply themconsistently;

• make judgements and estimates that are reasonable andprudent;

• state whether applicable UK Accounting Standards have beenfollowed, subject to any material departures disclosed andexplained in the financial statements; and

• prepare the financial statements on a going concern basisunless it is inappropriate to presume that the Company willcontinue in business

and the Directors confirm that they have done so.

The Directors are responsible for keeping proper accountingrecords that are sufficient to show and explain the Company’stransactions and disclose with reasonable accuracy at any timethe financial position of the Company and to enable them toensure that the financial statements comply with the Companies

Act 2006. They are also responsible for safeguarding the assets ofthe Company and hence for taking reasonable steps for theprevention and detection of fraud and other irregularities.

The accounts are published on the www.jpmmultiassettrust.co.ukwebsite, which is maintained by the Company’s Manager. Themaintenance and integrity of the website maintained by theManager is, so far as it relates to the Company, the responsibilityof the Manager. The work carried out by the auditors does notinvolve consideration of the maintenance and integrity of thiswebsite and, accordingly, the auditors accept no responsibility forany changes that have occurred to the accounts since they wereinitially presented on the website. The accounts are prepared inaccordance with UK legislation, which may differ from legislationin other jurisdictions.

Under applicable law and regulations the Directors are alsoresponsible for preparing a Directors’ Report and Directors’Remuneration Report that comply with that law and thoseregulations.

Each of the Directors, whose names and functions are listed onpage 21, confirm that, to the best of their knowledge, the financialstatements, which have been prepared in accordance with UnitedKingdom Generally Accepted Accounting Practice (UnitedKingdom Accounting Standards and applicable law), give a trueand fair view of the assets, liabilities, financial position and returnor loss of the Company.

The Board confirms that it is satisfied that the annual report andaccounts taken as a whole are fair, balanced and understandableand provide the information necessary for shareholders to assessthe strategy and business model of the Company.

For and on behalf of the BoardSir Laurence MagnusChairman

20th May 2019

Independent Auditors’ Report


INDEPENDENT AUDITORS’ REPORT

To the members of JPMorgan Multi-Asset Trust plc

Report on the audit of the financial statements

Opinion

In our opinion, JPMorgan Multi-Asset Trust Plc’s financial statements:

• give a true and fair view of the state of the company’s affairs as at 28th February 2019 and of its profit and cash flows for the14 month period (the ‘period’) then ended;

• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United KingdomAccounting Standards, comprising FRS 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’, andapplicable law); and

• have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements, included within the Annual Report & Financial Statements for the period ended28th February 2019 (the ‘Annual Report’), which comprise: Statement of comprehensive income; Statement of changes in equity;Statement of financial position as at 28th February 2019; Statement of cash flows; and the notes to the financial statements, whichinclude a description of the significant accounting policies.

Our opinion is consistent with our reporting to the Audit Committee.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (‘ISAs (UK)’) and applicable law. Ourresponsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial statements section ofour report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence

We remained independent of the company in accordance with the ethical requirements that are relevant to our audit of the financialstatements in the UK, which includes the FRC’s Ethical Standard, as applicable to listed public interest entities, and we have fulfilled ourother ethical responsibilities in accordance with these requirements.

To the best of our knowledge and belief, we declare that non-audit services prohibited by the FRC’s Ethical Standard were not providedto the company.

We have provided no non-audit services to the company in the period from 19th December 2017 to 28th February 2019.

Our audit approach

Overview

• Overall materiality: £874,009, based on 1% of Net Assets.

• The Company is a standalone Investment Trust Company and engages JPMorgan Funds Limited(the ‘Manager’) to manage its assets.

• We conducted our audit of the financial statements using information from JPMorgan Corporate &Investment Bank (the ‘Administrator’) to whom the Manager has, with consent of the Directors,delegated the provision of certain administrative functions.

• We tailored the scope of our audit taking into account the types of investments within the Company,the involvement of third parties referred to above, the accounting processes and controls, and theindustry in which the Company operates.

• Income from investments.

• Valuation and existence of investments.

Materiality

Audit scope

Areas offocus

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The scope of our audit

As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements.

Capability of the audit in detecting irregularities, including fraud

Based on our understanding of the entity and industry, we identified that the principal risks of non-compliance with laws and regulationsrelated to the on-going qualification as an Investment Trust under the Corporation Tax Act 2010 (see page 15 of the Annual Financial Report)and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered thoselaws and regulations that have a direct impact on the financial statements such as the Companies Act 2006 and Chapter 15 of the UK ListingRules applicable to Closed-Ended Investment Funds. We evaluated management’s incentives and opportunities for fraudulent manipulation ofthe financial statements (including the risk of override of controls), and determined that the principal risks were related to posting ofinappropriate journal entities to increase income or to overstate the value of investments and increase the net asset value of the Trust.We performed the following procedures in response to those risks:

• Discussions with management, the Manager and the Administrator, including consideration of known or suspected instances ofnon-compliance with laws and regulation and fraud;

• Evaluation of the controls implemented by the Manager and the Administrator designed to prevent and detect irregularities;

• Assessment of the Company’s compliance with the requirements of s1158 of the Corporation Tax Act 2010, including recalculation ofnumerical aspects of the eligibility conditions; and

• Identifying and testing unusual journal entries.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations isfrom the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of notdetecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involvedeliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

Key audit matters

Key audit matters are those matters that, in the auditors’ professional judgement, were of most significance in the audit of the financialstatements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud)identified by the auditors, including those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit;and directing the efforts of the engagement team.



Key audit matter How our audit addressed the key audit matter

We assessed the accounting policy for income recognition for compliancewith accounting standards and the AIC SORP and performed testing tocheck that income had been accounted for in accordance with this statedaccounting policy.

We found that the accounting policies implemented were in accordancewith accounting standards and the AIC SORP, and that income has beenaccounted for in accordance with the stated accounting policy.

We tested the accuracy of dividend receipts by agreeing the dividend ratesfrom investments to independent market data. No material misstatementswere identified which required reporting to those charged with governance.

To test for completeness, we tested all investment holdings in the portfolio,to ensure that all dividends declared in the market by investment holdingshad been recorded.

We tested occurrence by testing that all dividends recorded in the periodhad been declared in the market by investment holdings, and we traceda sample of dividends received to bank statements.

We tested the allocation and presentation of dividend income between therevenue and capital return columns of the Statement of ComprehensiveIncome in line with the requirements set out in the AIC SORP bydetermining reasons behind dividend distributions. Our procedures did notidentify any material misstatements which required reporting to thosecharged with governance.

We also checked that the gains or losses on investments held at fair valuecomprise realised and unrealised gains or losses, we tested a sample ofdisposal proceeds to bank statements. For unrealised gains or losses, wetested the valuation of the portfolio at the period-end, and also tested thereconciliation of opening and closing investments.

Our testing did not identify any material misstatements which requiredreporting to those charged with governance.

We tested the valuation of the listed investment portfolio by agreeing theprices used in the valuation to independent third party sources.

No misstatements were identified by our testing which required reportingto those charged with governance.

We tested the existence of the investment portfolio by agreeing theholdings for investments to an independent custodian confirmation fromJPMorgan Chase Bank, N.A.

No misstatements were identified by our testing which required reportingto those charged with governance.

How we tailored the audit scope

We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial statementsas a whole, taking into account the structure of the company, the accounting processes and controls, and the industry in which itoperates.

Valuation and existence of investmentsRefer to page 28 (Audit Committee Report), page 47(Accounting Policies) and page 43 (Notes to the FinancialStatements).

The investment portfolio at the period-end principallycomprised of listed equity investments.

We focused on the valuation and existence ofinvestments because investments represent theprincipal element of the net asset value as disclosed onthe Statement of Financial Position in the financialstatements.

Income from InvestmentsRefer to page 28 (Audit Committee Report), page 47(Accounting Policies) and page 43 (Notes to the FinancialStatements).

We focused on the accuracy and completeness ofdividend income recognition and its presentation in theStatement of Comprehensive Income as set out in therequirements of The Association of InvestmentCompanies Statement of Recommended Practice (the‘AIC SORP’). This is because incomplete or inaccurateincome could have a material impact on the Company’snet assets value.

We also focused on the accuracy and occurrence ofrealised and unrealised gains or losses on theinvestment portfolio.



Materiality

The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality. These,together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our auditprocedures on the individual financial statement line items and disclosures and in evaluating the effect of misstatements, bothindividually and in aggregate on the financial statements as a whole.

Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:

Overall materiality £874,009 (2018: N/A).

How we determined it 1% of net assets.

The benchmark used is a generally accepted auditing practice for investment trust audits and is also theprimary measure used by the shareholders in assessing the performance of the group.

We agreed with the Audit Committee that we would report to them misstatements identified during our audit above £43,700 (2018:N/A) as well as misstatements below that amount that, in our view, warranted reporting for qualitative reasons.

Going concern

In accordance with ISAs (UK) we report as follows:

Reporting obligation Outcome

We are required to report if we have anything material to add or draw attention toin respect of the directors’ statement in the financial statements about whether thedirectors considered it appropriate to adopt the going concern basis of accountingin preparing the financial statements and the directors’ identification of anymaterial uncertainties to the company’s ability to continue as a going concern overa period of at least twelve months from the date of approval of the financialstatements.

We are required to report if the directors’ statement relating to Going Concern inaccordance with Listing Rule 9.8.6R(3) is materially inconsistent with ourknowledge obtained in the audit.

Reporting on other information

The other information comprises all of the information in the Annual Report other than the financial statements and our auditors’report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover theother information and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in thisreport, any form of assurance thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, considerwhether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, orotherwise appears to be materially misstated. If we identify an apparent material inconsistency or material misstatement, we arerequired to perform procedures to conclude whether there is a material misstatement of the financial statements or a materialmisstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement ofthis other information, we are required to report that fact. We have nothing to report based on these responsibilities.

With respect to the Strategic Report and Directors’ Report, we also considered whether the disclosures required by the UK CompaniesAct 2006 have been included.

We have nothing material to add or to drawattention to.

However, because not all future events orconditions can be predicted, this statementis not a guarantee as to the company’sability to continue as a going concern. Forexample, the terms on which the UnitedKingdom may withdraw from the EuropeanUnion are not clear, and it is difficult toevaluate all of the potential implications onthe company’s trade, customers, suppliersand the wider economy.

Rationale forbenchmark applied

We have nothing to report.



Based on the responsibilities described above and our work undertaken in the course of the audit, the Companies Act 2006 (CA06),ISAs (UK) and the Listing Rules of the Financial Conduct Authority (FCA) require us also to report certain opinions and matters asdescribed below (required by ISAs (UK) unless otherwise stated).

Strategic Report and Directors’ ReportIn our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic Report and Directors’Report for the period ended 28th February 2019 is consistent with the financial statements and has been prepared in accordance withapplicable legal requirements. (CA06)

In light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we did notidentify any material misstatements in the Strategic Report and Directors’ Report. (CA06)

The Directors’ assessment of the prospects of the company and of the principal risks that would threaten the solvency or liquidity ofthe companyWe have nothing material to add or draw attention to regarding:

• The Directors’ confirmation on page 26 of the Annual Report that they have carried out a robust assessment of the principal risksfacing the company, including those that would threaten its business model, future performance, solvency or liquidity.

• The disclosures in the Annual Report that describe those risks and explain how they are being managed or mitigated.

• The Directors’ explanation on page 19 of the Annual Report as to how they have assessed the prospects of the company, over whatperiod they have done so and why they consider that period to be appropriate, and their statement as to whether they havea reasonable expectation that the company will be able to continue in operation and meet its liabilities as they fall due over theperiod of their assessment, including any related disclosures drawing attention to any necessary qualifications or assumptions.

We have nothing to report having performed a review of the Directors’ statement that they have carried out a robust assessment of theprincipal risks facing the company and statement in relation to the longer-term viability of the Company. Our review was substantiallyless in scope than an audit and only consisted of making inquiries and considering the Directors’ process supporting their statements;checking that the statements are in alignment with the relevant provisions of the UK Corporate Governance Code (the ‘Code’); andconsidering whether the statements are consistent with the knowledge and understanding of the company and its environmentobtained in the course of the audit. (Listing Rules)

Other Code ProvisionsWe have nothing to report in respect of our responsibility to report when:

• The statement given by the Directors, on page 29, that they consider the Annual Report taken as a whole to be fair, balanced andunderstandable, and provides the information necessary for the members to assess the Company’s position and performance,business model and strategy is materially inconsistent with our knowledge of the Company obtained in the course of performing ouraudit.

• The section of the Annual Report on page 28 describing the work of the Audit Committee does not appropriately address matterscommunicated by us to the Audit Committee.

• The Directors’ statement relating to the Company’s compliance with the Code does not properly disclose a departure from a relevantprovision of the Code specified, under the Listing Rules, for review by the auditors.

Directors’ RemunerationIn our opinion, the part of the Directors’ Remuneration Report to be audited has been properly prepared in accordance with theCompanies Act 2006. (CA06)



Responsibilities for the financial statements and the audit

Responsibilities of the Directors for the financial statementsAs explained more fully in the Statement of Directors’ Responsibilities, the Directors are responsible for the preparation of the financialstatements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The Directors arealso responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are freefrom material misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors are responsible for assessing the Company’s ability to continue as a going concern,disclosing as applicable, matters related to going concern and using the going concern basis of accounting unless the directors eitherintend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Auditors’ responsibilities for the audit of the financial statementsOur objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from materialmisstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is ahigh level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a materialmisstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in theaggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financialstatements.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at:www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report.

Use of this reportThis report, including the opinions, has been prepared for and only for the company’s members as a body in accordance with Chapter 3of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility forany other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreedby our prior consent in writing.

Other required reporting

Companies Act 2006 exception reportingUnder the Companies Act 2006 we are required to report to you if, in our opinion:

• we have not received all the information and explanations we require for our audit; or

• adequate accounting records have not been kept by the company, or returns adequate for our audit have not been received frombranches not visited by us; or

• certain disclosures of Directors’ remuneration specified by law are not made; or

• the financial statements and the part of the Directors’ Remuneration Report to be audited are not in agreement with the accountingrecords and returns.

We have no exceptions to report arising from this responsibility.

AppointmentFollowing the recommendation of the audit committee, we were appointed by the members on 1st December 2017 to audit the financialstatements for the period ended 28th February 2019 and subsequent financial periods. This is therefore our first period ofuninterrupted engagement.

Alex Bertolotti (Senior Statutory Auditor)for and on behalf of PricewaterhouseCoopers LLPChartered Accountants and Statutory AuditorsLondon

20th May 2019

Financial Statements

F I N A N C I A L S T A T E M E N T S | 4 3

S T A T E M E N T O F C O M P R E H E N S I V E I N C O M E

FOR THE PERIOD FROM INCORPORATION ON 19TH DECEMBER 2017 TO 28TH FEBRUARY 2019

2019 Revenue Capital Total

Notes £’000 £’000 £’000

Gains on investments held at fair value through profit or loss 3 — 1,991 1,991

Net foreign currency losses — (628) (628)Income from investments 4 4,041 — 4,041Interest receivable and similar income 4 24 — 24

Gross return 4,065 1,363 5,428Management fee 5 (180) (333) (513)Other administrative expenses 6 (450) — (450)

Net return on ordinary activities before finance costs and taxation 3,435 1,030 4,465

Finance costs 7 (1) (2) (3)

Net return on ordinary activitiesbefore taxation 3,434 1,028 4,462

Taxation 8 (273) 22 (251)

Net return on ordinary activities after taxation 3,161 1,050 4,211

Return per share 9 3.54p 1.18p 4.72p

All revenue and capital items in the above statement derive from continuing operations.

The ‘Total’ column of this statement is the profit and loss account of the Company and the ‘Revenue’ and ‘Capital’ columns representsupplementary information prepared under guidance issued by the Association of Investment Companies.

The net return on ordinary activities after taxation represents the profit for the period and also Total Comprehensive Income.

The notes on pages 47 to 63 form an integral part of these financial statements.


S T A T E M E N T O F C H A N G E S I N E Q U I T Y


Called up share Share Special Capital Revenue capital premium reserve1 reserves1 reserve1 Total £’000 £’000 £’000 £’000 £’000 £’000

Period ended 28th February 2019At 19th December 2017 — — — — — —Issue of ordinary shares at launch on 2nd March 2018 931 92,184 — — — 93,115 Fund launch expenses — (688) (32) — — (720)Redesignation of share premium — (91,496) 91,496 — — —Repurchase of shares into Treasury — — (6,539) — — (6,539)Net return on ordinary activities — — — 1,050 3,161 4,211 Distributions paid in the period (note 10) — — — — (2,666) (2,666)

At 28th February 2019 931 — 84,925 1,050 495 87,401

1 The distributable part of these reserves form the distributable reserve of the Company and may be used to fund distributions to investors via distribution payments.



S T A T E M E N T O F F I N A N C I A L P O S I T I O N

AS AT 28TH FEBRUARY 2019

2019Notes £’000

Fixed assets Investments held at fair value through profit or loss 11 83,013

Current assets 12Derivative financial assets 1,978Debtors 456Cash and cash equivalents 3,463

5,897Current liabilities 13Creditors: amounts falling due within one year (309)Derivative financial liabilities (1,200)

Net current assets 4,388

Total assets less current liabilities 87,401

Net assets 87,401

Capital and reserves Called up share capital 14 931Share premium 15 —Special reserve 15 84,925Capital reserves 15 1,191Revenue reserve 15 354

Shareholders’ funds 87,401

Net asset value per share 16 101.3p

The financial statements on pages 43 to 46 were approved and authorised for issue by the Directors on 20th May 2019 and signed ontheir behalf by:

Sir Laurence MagnusChairman


Company registration number: 11118654.


S T A T E M E N T O F C A S H F L O W S


2019Notes £’000

Net cash outflow from operations before dividends and interest 17 (466)Dividends received 2,640Interest received 973Overseas tax recovered 6Interest paid (3)

Net cash inflow from operating activities 2,970

Purchases of investments and derivatives (132,424)Sales of investments and derivatives 52,074Settlement of forward foreign currency contracts (2,717)Settlement of future contracts 191

Net cash outflow from investing activities (82,876)

Issue of ordinary shares at launch 93,115Fund launch expenses (720)Repurchase of shares into Treasury (6,354)Distributions paid (2,666)

Net cash inflow from financing activities 83,375

Increase in cash and cash equivalents 3,469

Cash and cash equivalents at start of period —Exchange movements (6)Cash and cash equivalents at end of period 3,463

Increase in cash and cash equivalents 3,469

Cash and cash equivalents consist of: Cash and short term deposits 2,431Cash held in JPMorgan Sterling Liquidity Fund 1,032

3,463



N O T E S T O T H E F I N A N C I A L S T A T E M E N T S


1. Accounting policies

(a) Basis of accounting

The financial statements cover the financial results of the Company for the period from incorporation on 19th December 2017 to28th February 2019. The financial statements are prepared under the historical cost convention, modified to include fixed assetinvestments at fair value, and in accordance with the Companies Act 2006, United Kingdom Generally Accepted AccountingPractice (‘UK GAAP’), including FRS 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ and withthe Statement of Recommended Practice ‘Financial Statements of Investment Trust Companies and Venture Capital Trusts’(the ‘SORP’) issued by the Association of Investment Companies in November 2014 and updated in February 2018.

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

The financial statements have been prepared on a going concern basis. The disclosures on going concern on page 28 of theDirectors’ Report form part of these financial statements.

(b) Valuation of investments

The Company has chosen to adopt Sections 11 and 12 of FRS 102 in respect of financial instruments.

The Company’s business is investing in financial assets with a view to providing shareholders with income and long term capitalgrowth. The portfolio of financial assets is managed and its performance evaluated on a fair value basis, in accordance witha documented investment strategy and information is provided internally on that basis to the Company’s Board of Directors.

Accordingly, upon initial recognition, the investments are designated by the Company as held at fair value through profit or loss.They are included initially at fair value which is taken to be their cost, excluding expenses incidental to purchase which arewritten off to capital at the time of acquisition. Subsequently the investments are valued at fair value, which are quoted bidprices for investments traded in active markets. For investments which are not traded in active markets, unlisted and restrictedinvestments, the Board takes into account the latest traded prices, other observable market data and asset values based on thelatest management accounts.

All purchases and sales are accounted for on a trade date basis.

(c) Accounting for reserves

Gains and losses on sales of investments and derivatives, including the related foreign exchange gains and losses, realisedexchange gains and losses on cash and cash equivalents, foreign currency contracts, management fee and finance costsallocated to capital and any other capital charges, are included in the Statement of Comprehensive Income and dealt with incapital reserves within ‘Gains and losses on sales of investments’.

Increases and decreases in the valuation of investments and derivatives held at the period end, including the related foreignexchange gains and losses, unrealised exchange gains and losses on derivatives, are included in the Statement of ComprehensiveIncome and dealt with in capital reserves within ‘Investment holding gains and losses’.

(d) Income

Dividends receivable from equity shares are included in revenue on an ex-dividend basis except where, in the opinion of theBoard, the dividend is capital in nature, in which case it is included in capital.

Overseas dividends are included gross of any withholding tax.

Special dividends are considered individually to ascertain the reason behind the payment. This will determine whether they aretreated as revenue or capital.

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

Distributions receivable from the Infrastructure Investment Fund (‘IIF’) and any other Collective Investment Schemes areincluded in revenue on an ex-dividend basis except where, in the opinion of the Board, the distribution or part of the distributionis capital in nature, in which case it is included in capital.

Deposit interest and interest from the liquidity fund are taken to revenue on an accruals basis.



1. Accounting policies continued

(e) Expenses

All expenses are accounted for on an accruals basis. Expenses are allocated wholly to revenue with the following exceptions:

– Management fees are allocated 35% to revenue and 65% to capital, in line with the Board's expected long term split ofrevenue and capital return from the Company’s investment portfolio.

– Expenses incidental to the purchase and sale of an investment are charged to capital. These expenses are commonlyreferred to as transaction costs and comprise brokerage commission and stamp duty. Details of transaction costs are givenin note 11 on page 53.

(f) Finance costs

Finance costs are accounted for on an accruals basis using the effective interest method.

Finance costs are allocated 35% to revenue and 65% to capital in line with the Board’s expected long term split of revenue andcapital return from the Company’s investment portfolio.

(g) Financial instruments

Cash and cash equivalents may comprise cash including demand deposits which are readily convertible to a known amount ofcash and are subject to an insignificant risk of change in value. Liquidity funds are considered cash equivalents as they are heldfor cash management purposes as an alternative to cash.

Other debtors and creditors do not carry any interest, are short term in nature and are accordingly stated at nominal value, withdebtors reduced by appropriate allowances for estimated irrecoverable amounts.

Derivative financial instruments, including futures contracts, short term forward currency contracts are valued at fair value,which is the net unrealised gain or loss, and are included in current assets or current liabilities in the Statement of FinancialPosition. Changes in the fair value of derivative financial instruments that do not qualify for hedge accounting are recognised inthe Statement of Comprehensive Income as capital.

(h) Taxation

Current tax is provided at the amounts expected to be paid or recovered.

Deferred tax is provided on all timing differences that have originated but not reversed by the balance sheet date. Deferred taxliabilities are recognised for all taxable timing differences but deferred tax assets are only recognised to the extent that it ismore likely than not that taxable profits will be available against which those timing differences can be utilised.

Deferred tax is measured at the tax rate which is expected to apply in the periods in which the timing differences are expected toreverse, based on tax rates that have been enacted or substantively enacted at the balance sheet date and is measured on anundiscounted basis.

Tax relief is allocated to expenses charged to capital on the ‘marginal basis’. On this basis, if taxable income is capable of beingentirely offset by revenue expenses, then no tax relief is transferred to the capital column.

(i) Value Added Tax (‘VAT’)

Expenses are disclosed inclusive of the related irrecoverable VAT. Recoverable VAT is calculated using the partial exemptionmethod based on the proportion of zero rated supplies to total supplies.



(j) Functional currency

The Company is required to identify its functional currency, being the currency of the primary economic environment in whichthe Company operates.

The Board, having regard to the currency of the Company’s share capital and the predominant currency in which its shareholdersoperate,has determined that sterling is the functional currency. Sterling is also the currency in which the financial statements arepresented.

Transactions denominated in foreign currencies are converted at actual exchange rates at the date of the transaction. Monetaryassets, liabilities and equity investments held at fair value, denominated in foreign currencies at the period end are translated atthe rates of exchange prevailing at the period end.

Any gains or loss arising from a change in exchange rates subsequent to the date of the translation is included in the Statementof Comprehensive Income as an exchange gain or loss in revenue or capital, depending on whether the gain or loss is ofa revenue or capital nature.

(k) Dividends payable

Dividends are included in the financial statements in the period in which they are approved by shareholders.

(l) Repurchase of shares to hold in Treasury

The cost of repurchasing Ordinary shares into Treasury, including the related stamp duty and transaction costs is charged to the‘special reserve’ and dealt with in the Statement of Changes in Equity. Share repurchase transactions are accounted for on atrade date basis. Where shares held in Treasury are subsequently cancelled, the nominal value of those shares is transferred outof called up share capital and into capital redemption reserve.

Should shares held in Treasury be reissued, the sales proceeds up to the amount of the purchase price of those shares will betransferred to capital reserves, with the excess over the purchase price transferred to share premium.

(m) Share issue costs

Share capital is classified as equity and the costs of new share issues are netted from proceeds and charged to the sharepremium account and dealt with in the Statement of Changes in Equity.

2. Significant accounting judgements, estimates and assumptions

The preparation of the Company’s financial statements on occasion requires the Directors to make judgements, estimates andassumptions that affect the reported amounts in the primary financial statements and the accompanying disclosures. Theseassumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets orliabilities affected in the current and future periods, depending on circumstance.

The Directors do not believe that any significant accounting judgements or estimates have been applied to this set of financialstatements that have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities within thenext financial year.

3. Gains on investments held at fair value through profit or loss

2019£’000

Gains on investments held at fair value through profit or loss based on historic cost 206Realised gains on close out of futures contracts 191Net movement in investment holding gains and losses 2,534Unrealised losses on futures contracts (922)Other capital charges (18)

Total capital gains on investments held at fair value through profit or loss 1,991



4. Income

2019£’000

Income from investments:UK dividends and distributions1 892Overseas dividends and distributions 2,200Overseas interest from J.P. Morgan Collective Investment Schemes 949

4,041

Interest receivable and similar incomeInterest from liquidity fund 24

24

Total income 4,065

1 Includes distributions from Infrastructure Investment Fund.

5. Management fee

2019 Revenue Capital Total £’000 £’000 £’000

Management fee 180 333 513

Details of the management fee is given in the Directors’ Report on page 22.

6. Other administrative expenses

2019£’000

Administration expenses 209Directors’ fees1 134Auditors’ remuneration for audit services2 59Savings scheme costs3 35Depositary fee4 13

450

1 Full disclosure is given in the Directors’ Remuneration Report on pages 31 to 32.2 Includes £10,000 irrecoverable VAT.3 Paid to the Manager for the administration of savings scheme products. Includes £6,000 irrecoverable VAT.4 Includes £2,000 irrecoverable VAT.

7. Finance costs


Interest on overdrafts 1 2 3


8. Taxation

(a) Analysis of tax charge/(credit) in the period


Overseas withholding tax 251 — 251Tax relief on expenses charged to capital 22 (22) —

Total tax charge/(credit) for the period 273 (22) 251

(b) Factors affecting total tax charge/(credit) for the period

The tax charged for the period is lower than the Company’s applicable rate of corporation tax for the period of 19%.

The factors affecting the total tax charge for the period are as follows:


Net return on ordinary activitiesbefore taxation 3,434 1,028 4,462

Net return on ordinary activities before taxation multiplied by the Company’s applicable rate of corporation tax of 19% 625 195 847

Effects of:Non taxable capital gains — (259) (259)Non taxable overseas dividends (403) — (403)Non taxable UK dividends (169) — (169)Tax attributable to expenses and finance

costs charged to capital (64) 64 —Tax relief on expenses charged to capital 22 (22) —Overseas withholding tax 251 — 251 Interest distributions deductible for tax purposes (14) — (14)Double taxation relief expensed (2) — (2)

Total tax charge/(credit) for the period 273 (22) 251

(c) Deferred taxation

There is no unrecognised deferred tax asset based on a prospective corporation tax rate of 17%. The UK corporation tax rate isenacted to fall to 17% effective on 1st April 2020.

Given the Company’s status as an investment trust company and the intention to continue meeting the conditions required toobtain approval, the Company has not provided for deferred tax on any capital gains or losses arising on the revaluation ordisposal of investments.




9. Return per share

2019£’000

Revenue return 3,161Capital return 1,050

Total return 4,211

Weighted average number of shares in issue during the period 89,193,741

Revenue return per share 3.54pCapital return per share 1.18p

Total return per share 4.72p

10. Distributions

(a) Distributions paid and declared

2019£’000

Distributions paidFirst interim distribution of 1.0p1 929 Second interim distribution of 1.0p2 872Third interim distribution of 1.0p3 865

Total distribution paid in the period 2,666

Distribution declaredFourth interim distribution declared of 1.0p3 863

1 Consists of 0.9538p dividend and 0.0462p interest.2 Consists of 0.711p dividend and 0.289p interest.3 Consists of dividend only

All distributions paid and declared in the period are and will be funded from the revenue and capital reserves.

(b) Distributions for the purposes of Section 1158 of the Corporation Tax Act 2010 (‘Section 1158’)

The revenue available for distribution by way of dividend and interest for the period is £3,159,000.

2019£’000

First interim distribution of 1.0p1 929Second interim distribution of 1.0p2 872Third interim dividend of 1.0p3 865Fourth interim distribution declared of 1.0p 863

3,529

1 Consists of 0.9538p dividend and 0.0462p interest.2 Consists of 0.711p dividend and 0.289p interest.3 Consists of dividend only



11. Investments2019£’000

Investments listed on a recognised stock exchange 58,373Investments in Collective Investment Scheme and Infrastructure Investment Fund 24,640

83,013

Opening book cost —Opening investment holding gains —

Opening valuation —

Movements in the period:Purchases at cost 132,424Sales proceeds (52,151)Gains on sales of investments 206Net movement in investment holding gains and losses 2,534

83,013

Closing book cost 80,479Closing investment holding gains 2,534

Total investments held at fair value through profit or loss 83,013

Transaction costs on purchases during the period amounted to £138,000 and on sales during the period amounted to £14,000.These costs comprise mainly brokerage commission.

12. Current assets2019£’000

Derivative financial assetsFutures contracts1 265Forward foreign currency contracts 1,713

Total 1,978

1 At the Company’s year end the Company held a long position of MSCI Emerging Market Index Futures at a contract cost of £3,630,000 and a market value of£3,895,000 giving an unrealised gain of £265,000.

2019£’000

DebtorsSecurities sold awaiting settlement 61Dividends and interest receivable 285Overseas tax recoverable 90Other debtors 20

456

The Directors consider that the carrying amount of debtors approximates to their fair value.

Cash and cash equivalentsCash and cash equivalents comprise bank balances, short term deposits and liquidity funds. The carrying amount of theserepresents their fair value.



13. Current liabilities

2019£’000

Creditors amounts falling due within one periodSecurities purchased awaiting settlement 185Other creditors and accruals 124

309

The Directors consider that the carrying amount of creditors falling due within one year approximates to their fair value.

2019£’000

Derivative financial liabilitiesFutures contracts1 1,187Forward foreign currency contracts 13

1,200

1 At the Company’s year end the Company held a short position of Euro Stock 50 Index Futures at a contract cost of £12,733,000 and a market value of £13,835,000giving an unrealised loss of £1,102,000.

At the Company’s year end the Company held a short position of S&P 500 Emini Index Futures at a contract cost of £396,000 and a market value of £418,000 givingan unrealised loss of £22,000.

At the Company’s year end the Company held a long position of US Ultra Bond Futures at a contract cost of £3,543,000 and a market value of £3,480,000 giving anunrealised loss of £63,000.

14. Called up share capital

2019£’000

Issued and fully paid share capital:Ordinary shares of 1p each1

Issue of 93,115,643 shares at launch 931Repurchase of 6,854,235 shares into Treasury (69)

Subtotal of 86,261,408 shares excluding shares held in Treasury 8626,854,235 shares held in Treasury 69

Closing balance of 93,115,643 shares including shares held in Treasury 931

1 Fully paid ordinary shares, which have a par value of 1p each, carry one vote per share and carry a right to receive distribution.

Further details of transactions in the Company’s shares are given in the Strategic Report on page 17.



15. Capital and reserves

Capital reserves2

Gains and Investment losses on holding Called up Share Special sales of gains and Revenue share capital premium1 reserve1,2 investments losses reserve2 Total £’000 £’000 £’000 £’000 £’000 £’000 £’000

At 19th December 2017 — — — — — — — Net foreign currency losses — — — (2,328) — — (2,328)Net unrealised gains on foreign currency

contracts — — — — 1,700 — 1,700 Gains on sales of investments — — — 206 — — 206Net movement in investment holding gains and

losses — — — — 2,534 — 2,534 Realised gains on close out of futures — — — 191 — — 191Unrealised losses on futures — — — — (922) — (922)Issue of ordinary shares at launch 931 92,184 — — — — 93,115 Fund launch expenses — (688) (32) — — — (720)Redesignation of share premium — (91,496) 91,496 — — — — Repurchase of shares into Treasury — — (6,539) — — — (6,539)Management fee and finance costs allocated to

capital — — — (335) — — (335)Other capital charges — — — (18) — — (18)Tax on expenses charged to capital — — — 22 — — 22Distributions paid in the period — — — — — (2,666) (2,666)Retained revenue for the period — — — — — 3,161 3,161

Closing balance 931 — 84,925 (2,262) 3,312 495 87,401

1 Court approval was given on 15th May 2018 for the Company’s share premium account to be cancelled and redesignated as a distributable reserve. 2 These reserves form the distributable reserve of the Company and may be used to fund distributions to investors.

16. Net asset value per share

2019£’000

Net assets (£’000) 87,401Number of shares in issue 86,261,408

Net asset value per share 101.3p



17. Reconciliation of net return on ordinary activities before finance costs and taxation to net cashoutflow from operations before dividends and interest

2019£’000

Net return on ordinary activities before finance costs and taxation 4,465Less capital return on ordinary activities before finance costs and taxation (1,030)Increase in accrued income and other debtors (305)Increase in accrued expenses 122Overseas withholding tax (347)Management fee allocated to capital (333)Dividends received (2,460)Interest received (973)Realised loss on foreign currency transactions 395

Net cash outflow from operations before dividends and interest (466)

18. Contingent liabilities and capital commitments

At the balance sheet date there were no contingent liabilities or capital commitments.

19. Transactions with the Manager and related parties

Details of the management contract are set out in the Directors’ Report on page 22. The management fee payable to theManager for the period was £513,000 of which £nil was outstanding at the period end.

During the period £35,000 was payable to the Manager for the administration of savings scheme products, of which £nil wasoutstanding at the period end.

Included in administration expenses in note 6 on page 50 are safe custody fees payable to JPMorgan Chase N.A. amounting to£4,000 of which £1,000 was outstanding at the period end.

The Manager may carry out some of its dealing transactions through group subsidiaries. These transactions are carried out atarm’s length. The commission payable to JPMorgan Securities Limited for the period was £nil of which £nil was outstanding at theperiod end.

The Company holds investments in funds managed by JPMAM. At the period end these were valued at £15.6 million andrepresented 18.8% of the Company’s investment portfolio. During the period the Company made £19.4 million purchases andsales £3.7 million. Income amounting to £949,000 of such investments was receivable from these investments during the year ofwhich £nil was outstanding at the period end.

The Company holds investments in Infrastructure Investment Fund (IIF UK 1 LP), the General Partner of IIF UK 1 LP is an affiliateof JPMAM. At the period end these were valued at £9.1 million and represented 10.9% of the Company’s investment portfolio.During the period the Company made £9.4 million purchases and £nil sales. Income amounting to £405,000 of such investmentswas receivable from these investments during the year of which £185,000 was outstanding at the period end.

The Company also holds cash in JPMorgan Sterling Liquidity Fund, which is managed by JPMF. At the period end, this was valuedat £1.0 million. Interest amounting to £24,000 were payable during the period of which £nil was outstanding at the period end.

Handling charges on dealing transactions amounting to £18,000 were payable to JPMorgan Chase N.A. during the period ofwhich £2,000 was outstanding at the period end.

JPMorgan Asset Management Holdings (UK) Ltd, an affiliate of the Company’s Manager, acquired 1,639,968 ordinary shares ofthe Company during the period under review. Prior to the Company’s interim financial period to 31st August 2018 JPMorganAsset Management Holdings (UK) Ltd had reduced its holding to nil and no further acquisitions have been made.

At the period end, a bank balance of £370,000 was held with JPMorgan Chase N.A. A net amount of interest of £nil wasreceivable by the Company during the period from JPMorgan Chase N.A. of which £nil was outstanding at the period end.

Full details of Directors’ remuneration and shareholdings can be found on page 32 and in note 6 on page 50.



20. Disclosures regarding financial instruments measured at fair valueThe Company’s financial instruments within the scope of FRS 102 that are held at fair value comprise its investment portfolio andderivative financial instruments.

The investments are categorised into a hierarchy consisting of the following three levels

(1) The unadjusted quoted price in an active market for identical assets or liabilities that the entity can access at themeasurement date.

(2) Inputs other than quoted prices included within Level 1 that are observable (i.e.: developed using market data) for theasset or liability, either directly or indirectly.

(3) Inputs are unobservable (ie: for which market data is unavailable) for the asset or liability.

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

Details of the valuation techniques used by the Company are given in note 1(b) on page 47.

The following table sets out the fair value measurements using the FRS 102 hierarchy at 28th February.

2019Assets Liabilities£’000 £’000

Level 11 58,638 (1,187)Level 22 26,353 (13)

Total 84,991 (1,200)

1 Includes futures currency contracts. 2 Includes J.P. Morgan Collective Investment Schemes, forward foreign currency contracts and investment in Infrastructure Investments Fund (IIF UK 1 LP), an Englishlimited partnership.

21. Financial instruments’ exposure to risk and risk management policies

As an investment trust, the Company’s investments include, but are not restricted to, equities and equity linked securities, fixedinterest securities, alternative assets and derivatives held for the long term so as to secure its investment objective stated on the‘Features’ page. In pursuing this objective, the Company is exposed to a variety of financial risks that could result in a reductionin the Company’s net assets or a reduction in the profits available for dividends.

These financial risks include market risk (comprising currency risk, interest rate risk and other price risk), liquidity risk and creditrisk. The Company Secretary, in close cooperation with the Board and the Manager, coordinates the Company’s risk managementpolicy.

The objectives, policies and processes for managing the risks and the methods used to measure the risks are set out below.

The Company’s classes of financial instruments are as follows:

– investments in equity shares, fixed interest securities, alternative assets and derivatives, which are held in accordance withthe Company’s investment objective;

– cash held within a liquidity fund;

– short term debtors, creditors and cash arising directly from its operations; and

– short term forward foreign currency contracts, the purpose of which is to manage the currency risk arising from theCompany’s investment activities.



21. Financial instruments’ exposure to risk and risk management policies continued

(a) Market risk

The fair value of future cash flows of a financial instrument held by the Company may fluctuate because of changes in market prices.This market risk comprises three elements – currency risk, interest rate risk and other price risk. Information to enable an evaluationof the nature and extent of these three elements of market risk is given in parts (i) to (iii) of this note, together with sensitivityanalyses where appropriate. The Board reviews and agrees policies for managing these risks. The Manager assesses the exposure tomarket risk when making each investment decision and monitors the overall level of market risk on the whole of the investmentportfolio on an ongoing basis.

(i) Currency risk

Certain of the Company’s assets, liabilities and income are denominated in currencies other than sterling which is theCompany’s functional currency and the currency in which it reports. As a result, movements in exchange rates may affectthe sterling value of those items.

Management of currency risk

The Manager monitors the Company’s exposure to foreign currencies on a daily basis and reports to the Board, whichmeets on at least four occasions each year. The Manager measures the risk to the Company of the foreign currencyexposure by considering the effect on the Company’s net asset value and income of a movement in the rates of exchangeto which the Company’s assets, liabilities, income and expenses are exposed. Income denominated in foreign currencies isconverted to sterling on receipt. The Company may use short term forward foreign currency contracts to manage workingcapital requirements.

It is currently not the Company’s policy to hedge against foreign currency risk.

Foreign currency exposure

The fair values of the Company’s monetary items that have foreign currency exposure at 28th February are shown below.Where the Company’s investments (which are not monetary items) are priced in a foreign currency, they have been includedseparately in the analysis so as to show the overall level of exposure.

2019 US Swiss Dollar Franc EUR Other Total £’000 £’000 £’000 £’000 £’000

Current assets 482 42 1,196 443 2,163 Creditors1 (39,119) (5,643) (18,725) (7,023) (70,510)

Foreign currency exposure on net monetary items (38,637) (5,601) (17,529) (6,580) (68,347)

Investments held at fair value through profit or loss 47,213 5,809 13,833 5,465 72,320

Total net foreign currency exposure 8,576 208 (3,696) (1,115) 3,973

1 Includes gross exposure of futures contracts.

In the opinion of the Directors, the above period end amounts are broadly representative of the exposure to foreigncurrency risk.



Foreign currency sensitivity

The following table illustrates the sensitivity of return after taxation for the period and net assets with regard to theCompany’s monetary financial assets and financial liabilities and exchange rates. The sensitivity analysis is based on theCompany’s monetary currency financial instruments held at each balance sheet date and the income receivable in foreigncurrency and assumes a 10% appreciation or depreciation in sterling against the currencies to which the Company isexposed, which is considered to be a reasonable illustration based on the volatility of exchange rates during the period.

2019If sterling If sterling

strengthens weakensby 10% by 10%£’000 £’000

Statement of Comprehensive Income – return after taxation

Revenue return (315) 315Capital return 6,835 (6,835)

Total return after taxation 6,520 (6,520)

Net assets 6,520 (6,520)

In the opinion of the Directors, the above sensitivity analysis is broadly representative of the current period.

(ii) Interest rate risk

Interest rate movements may affect the level of income receivable on JPM Collective Investment Schemes, cash depositsand the liquidity fund.

Management of interest rate risk

The Company does not normally hold significant cash balances. Short term borrowings are used when required.

The Company may finance part of its activities through borrowings at levels approved and monitored by the Board.

Interest rate exposure

The exposure of financial assets and liabilities to floating interest rates using the period end figures, giving cash flowinterest rate risk when rates are reset, is shown below.

2019£’000

Exposure to floating interest rates:Cash and short term deposits 2,616JPMorgan Sterling Liquidity Fund 1,032Investments in JPM Collective Investment Scheme 15,565

Total exposure 19,213

Interest receivable on cash balances, or paid on overdrafts, is at a margin below or above LIBOR respectively.

The target interest earned on the JPMorgan Sterling Liquidity Fund is the 7 day sterling London Interbank Bid Rate. Detailsare given in note 4 on page 50.




(a) Market risk continued

(ii) Interest rate risk continued

Interest rate sensitivity

The following table illustrates the sensitivity of the return after taxation for the period and net assets to a 1% increase ordecrease in interest rates with regard to the Company’s investments, monetary financial assets and financial liabilities.This level of change is considered to be a reasonable illustration based on observation of current market conditions. Thesensitivity analysis is based on the Company’s investments and monetary financial instruments held at the balance sheetdate, with all other variables held constant.

20191% Increase 1% Decrease

in rate in rate £’000 £’000

Statement of Comprehensive Income – return aftertaxation

Revenue return 192 (192)

Total return after taxation for the year 192 (192)

Net assets 192 (192)

In the opinion of the Directors, this sensitivity analysis may not be representative of the Company’s future exposure tointerest rate changes due to fluctuations in the level of investments in JPM Collective Investment Schemes, cash balancesand cash held in the liquidity fund.

(iii) Other price risk

Other price risk includes changes in market prices, other than those arising from interest rate risk or currency risk, whichmay affect the value of investments.

Management of other price risk

The Board meets on at least four occasions each year to consider the asset allocation of the portfolio and the riskassociated with particular industry sectors. The investment management team has responsibility for monitoring theportfolio, which is selected in accordance with the Company’s investment objectives and seeks to ensure that individualstocks meet an acceptable risk/reward profile.

Other price risk exposure

The Company’s total exposure to changes in market prices at 28th February comprises its holdings in investments asfollows:

2019£’000

Equity investments held at fair value through profit or loss 58,373Investments in JPM Collective Investment Scheme 15,565Investments in Infrastructure Investment Fund 9,075Derivative instruments– futures contracts (922)

82,091

The above data is broadly representative of the exposure to other price risk during the current period.



Concentration of exposure to other price risk

An analysis of the Company’s investments is given on pages 11 to 14. This shows that, except for the United States, all ofthe investments’ value is in broad spread of countries with no concentration of exposure to any one country. However, itshould also be noted that an investment may not be entirely exposed to the economic conditions in its country of domicileor of listing.

Other price risk sensitivity

The following table illustrates the sensitivity of the return after taxation for the period and net assets to an increase ordecrease of 10% in the market value of investments. This level of change is considered to be a reasonable illustrationbased on observation of current market conditions. The sensitivity analysis is based on the Company’s holdings, adjustingfor changes in the management fee but with all other variables held constant.

201910% increase 10% decreasein fair value in fair value

£’000 £’000

Statement of Comprehensive Income – return aftertaxation

Revenue return (17) 17Capital return 7,581 (7,581)

Total return after taxation 7,564 (7,564)

Net assets 7,564 (7,564)

(b) Liquidity risk

This is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities that aresettled by delivering cash or another financial asset.

Management of the risk

Liquidity risk is not significant as the Company’s assets comprise mainly readily realisable securities, which can be sold to meetfunding requirements if necessary.

Liquidity risk exposure

Contractual maturities of the financial liabilities, based on the earliest date on which payment can be required are as follows:

2019Three

monthsor less Total£’000 £’000

Repurchase of the Company’s own shares 185 185 Other creditors 124 124 Derivative financial instruments:– Futures contracts 1,187 1,187 – Forward foreign currency contracts 13 13

1,509 1,509

The liabilities shown above represent future contractual payments and therefore may differ from the amounts shown in theStatement of Financial Position.




(c) Credit risk

Credit risk is the risk that the failure of the counterparty to a transaction to discharge its obligations under that transaction couldresult in loss to the Company.

Management of credit risk

Portfolio dealing

The Company invests in markets that operate Delivery Versus Payment (‘DVP’) settlement. The process of DVP mitigates the riskof losing the principal of a trade during the settlement process. The Manager continuously monitors dealing activity to ensurebest execution, a process that involves measuring various indicators including the quality of trade settlement and incidence offailed trades. Counterparty lists are maintained and adjusted accordingly.

Cash and cash equivalents

Counterparties are subject to regular credit analysis by the Manager and deposits can only be placed with counterparties thathave been approved by JPMAM’s Counterparty Risk Group. The Board regularly reviews the counterparties used by the Manager.The JPMorgan Sterling Liquidity Fund has a AAA rating.

Exposure to JPMorgan Chase

JPMorgan Chase Bank, N.A. is the custodian of the Company’s assets. The Company’s assets are segregated from JPMorganChase’s own trading assets. Therefore these assets are designed to be protected from creditors in the event that JPMorgan Chasewere to cease trading. The Depositary, Bank of New York Mellon (International) Limited, is responsible for the safekeeping of allcustodial assets of the Company and for verifying and maintaining a record of all other assets of the Company. However, noabsolute guarantee can be given on the protection of all the assets of the Company.

Credit risk exposure

The amounts shown in the Statement of Financial Position under debtors and cash and cash equivalents represent the maximumexposure to credit risk at the current period end.

(d) Fair values of financial assets and financial liabilities

All financial assets and liabilities are either included in the Statement of Financial Position at fair value or the carrying amount isa reasonable approximation of fair value.



22. Capital management policies and procedures

The Company’s capital structure comprises the following:

2019£’000

Equity:Called up share capital 931Reserves 86,470

Total equity 87,401

The Company’s capital management objectives are to ensure that it will continue as a going concern and to maximise the incomeand capital return to its shareholders through an appropriate level of gearing.

The Board’s policy is that total borrowings will not exceed 20% of net asset value at the time of drawdown.

2019£’000

Investments held at fair value through profit or loss 83,013

Net assets 87,401

Gearing/(net cash) (5.0)%

The Board, with the assistance of the Manager, monitors and reviews the broad structure of the Company’s capital on an ongoingbasis. This review includes:

– the need to buy back equity shares, either for cancellation or to hold in Treasury, which takes into account the share pricediscount or premium;

– the opportunity for issues of new shares, including issues from Treasury; and

– the ability to employ gearing when the Manager believes it to be appropriate

23. Subsequent events

The Directors have evaluated the period since the year end and have not noted any material subsequent events.

Regulatory Disclosures

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R E G U L A T O R Y D I S C L O S U R E S

ALTERNATIVE INVESTMENT FUND MANAGERS DIRECTIVE (‘AIFMD’) DISCLOSURES (UNAUDITED)

Leverage

For the purposes of the Alternative Investment Fund Managers Directive (‘AIFMD’), leverage is any method which increases theCompany’s exposure, including the borrowing of cash and the use of derivatives. It is expressed as a ratio between the Company’sexposure and its net asset value and is calculated on a gross and a commitment method in accordance with AIFMD. Under the grossmethod, exposure represents the sum of the Company’s positions without taking into account any hedging and netting arrangements.Under the commitment method, exposure is calculated after certain hedging and netting positions are offset against each other.

The Company’s maximum and actual leverage levels at 28th February 2019 are shown below:

Gross Method Commitment Method

Leverage ExposureMaximum limit 200% 200%Actual 217% 127%

JPMorgan Funds Limited (the ‘Management Company’) is the authorised manager of JPMorgan Multi-Asset Trust plc. (the ‘Company’)and is part of the J.P. Morgan Chase & Co. group of companies. In this section, the terms ‘J.P. Morgan’ or ‘Firm’ refer to that group, andeach of the entities in that group globally, unless otherwise specified.

Following a risk review, the Gross Limit was increased to 400% and approved at JPMorgan Funds Limited Board meeting of7th March 2019

This section of the annual report has been prepared in accordance with the Alternative Investment Fund Managers Directive (the‘AIFMD’), the European Commission Delegated Regulation supplementing the AIFMD, and the ‘Guidelines on sound remunerationpolicies’ issued by the European Securities and Markets Authority under the AIFMD. The information in this section is in respect of themost recent complete remuneration period (‘Performance Year’) as at the reporting date.

This section has also been prepared in accordance with the relevant provisions of the Financial Conduct Authority Handbook(FUND 3.3.5).

Remuneration Policy

A summary of the Remuneration Policy currently applying to the Management Company (the ‘Remuneration Policy Statement’) canbe found at https://am.jpmorgan.com/gb/en/asset-management/gim/per/legal/emea-remuneration-policy. This Remuneration PolicyStatement includes details of how remuneration and benefits are calculated, including the financial and non-financial criteria used toevaluate performance, the responsibilities and composition of the Firm’s Compensation and Management Development Committee, andthe measures adopted to avoid or manage conflicts of interest. A copy of this policy can be requested free of charge from theManagement Company.

The Remuneration Policy applies to all employees of the Management Company, including individuals whose professional activities mayhave a material impact on the risk profile of the Management Company or the Alternative Investment Funds it manages (‘AIFMDIdentified Staff’). The AIFMD Identified Staff include members of the Board of the Management Company (the ‘Board’), seniormanagement, the heads of relevant Control Functions, and holders of other key functions. Individuals are notified of their identificationand the implications of this status on at least an annual basis.

The Board reviews and adopts the Remuneration Policy on an annual basis, and oversees its implementation, including theclassification of AIFMD Identified Staff. The Board last reviewed and adopted the Remuneration Policy that applied for the 2018Performance Year in June 2018 with no material changes and was satisfied with its implementation.


R E G U L A T O R Y D I S C L O S U R E S

Quantitative Disclosures

The table below provides an overview of the aggregate total remuneration paid to staff of the Management Company in respect of the2018 Performance Year and the number of beneficiaries. These figures include the remuneration of all staff of JP Morgan AssetManagement (UK) Ltd (the relevant employing entity) and the number of beneficiaries, both apportioned to the Management Companyon an Assets Under Management (‘AUM’) weighted basis.

Due to the Firm’s operational structure, the information needed to provide a further breakdown of remuneration attributable to theCompany is not readily available and would not be relevant or reliable. However, for context, the Management Company manages32 Alternative Investment Funds and two UCITS (with 32 sub-funds) as at 31st December 2018, with a combined AUM as at that date of£12,595 million and £13,316 million respectively.

Fixed Variable Total Number of remuneration remuneration remuneration beneficiaries

All staff ($’000s) 14,408 8,631 23,039 107

The aggregate 2018 total remuneration paid to AIFMD Identified Staff was USD $64,884,000, of which USD $12,470,000 relates toSenior Management and USD $56,414,000 relates to other Identified Staff1.

1 Since 2017, the AIFMD identified staff disclosures includes employees of the companies to which portfolio management has been formally delegated in line with the latestESMA guidance.

SECURITIES FINANCING TRANSACTIONS REGULATION (‘SFTR’) DISCLOSURES (UNAUDITED)

The Company does not engage in Securities Financing Transactions – as defined in Article 3 of Regulation (EU ) 2015/2365 securitiesfinancing transactions include repurchase transactions, securities or commodities lending and securities or commodities borrowing,buy-selling back transactions or sell-buy back transactions and margin lending transactions – or Total Return Swaps. Accordingly,disclosures required by Article 13 of the Regulation are not applicable for the year ended 31st December 2018.

Shareholder Information


N O T I C E O F A N N U A L G E N E R A L M E E T I N G

Notice is hereby given that the first Annual General Meeting ofJPMorgan Multi-Asset Trust plc will be held at the Offices ofJ.P.Morgan, 60 Victoria Embankment, London EC4Y 0JP onTuesday, 2nd July 2019 at 2.30 p.m. for the following purposes:

1. To receive the Directors’ Report & Accounts and theAuditor’s Report for the period ended 28th February 2019.

2. To approve the Company’s Remuneration Policy.

3. To approve the Directors’ Remuneration Report for theperiod ended 28th February 2019.

4. To appoint Sir Laurence Magnus as a Director of theCompany.

5. To appoint Sian Hansen as a Director of the Company.

6. To appoint Richard Hills as a Director of the Company.

7. To appoint Sarah MacAulay as a Director of the Company.

8. To appoint James West as a Director of the Company.

9. To appoint PwC as Auditor of the Company and to authorisethe Directors to determine their remuneration.

Special Business

To consider the following resolutions:

Authority to allot new shares – Ordinary Resolution

10. THAT the Directors of the Company be and they are herebygenerally and unconditionally authorised (in substitution ofany authorities previously granted to the Directors)pursuant to and in accordance with Section 551 of theCompanies Act 2006 (the ‘Act’) to exercise all the powersfor the Company to allot shares in the Company and togrant rights to subscribe for, or to convert any securityinto, shares in the Company (‘Rights’) up to an aggregatenominal amount of £86,096 or, if different, the aggregatenominal amount representing approximately 10% of theCompany’s issued Ordinary share capital (excludingTreasury shares) as at the date of the passing of thisresolution, provided that this authority shall expire at theconclusion of the Annual General Meeting of the Companyto be held in 2020 unless renewed at a general meetingprior to such time, save that the Company may before suchexpiry make offers or agreements which would or mightrequire shares to be allotted or Rights to be granted aftersuch expiry and so that the Directors of the Company mayallot shares and grant Rights in pursuance of such offers oragreements as if the authority conferred hereby had notexpired.

Authority to disapply pre-emption rights on allotment ofrelevant securities – Special Resolution

11. THAT subject to the passing of Resolution 10 set out above,the Directors of the Company be and they are herebyempowered pursuant to Sections 570 and 573 of the Act toallot equity securities (within the meaning of Section 560 ofthe Act) for cash pursuant to the authority conferred byResolution 10 or by way of a sale of Treasury shares as ifSection 561(1) of the Act did not apply to any suchallotment, provided that this power shall be limited to theallotment of or sale out of Treasury of equity securities forcash up to an aggregate nominal amount of £86,096 or, ifdifferent the aggregate nominal amount representingapproximately 10% of the issued share capital (excludingTreasury shares) as at the date of the passing of thisresolution , at a price of not less than the net asset valueper share and shall expire upon the expiry of the generalauthority conferred by Resolution 10. above, save that theCompany may before such expiry make offers oragreements which would or might require equity securitiesto be allotted or sold out of Treasury after such expiry andso that the Directors of the Company may allot equitysecurities in pursuance of such offers or agreements as ifthe power conferred hereby had not expired.

Authority to repurchase the Company’s shares – SpecialResolution

12. THAT the Company be generally and, subject as hereinafterappears, unconditionally authorised in accordance withSection 701 of the Act to make market purchases (withinthe meaning of Section 693 of the Act) of its issuedOrdinary shares of 1p each in the capital of the Company onsuch terms and in such manner as the Directors may fromtime to time determine.

PROVIDED ALWAYS THAT

(i) the maximum number of Ordinary shares herebyauthorised to be purchased shall be 12,905,851 or, ifdifferent, that number of Ordinary shares which is equal to14.99% of the Company’s issued share capital (excludingTreasury shares) as at the date of the passing of thisresolution;

(ii) the minimum price which may be paid for an Ordinaryshare shall be 1p;

(iii) the maximum price which may be paid for an Ordinaryshare shall be an amount equal to the highest of: (a) 105%of the average of the middle market quotations for anOrdinary share taken from and calculated by reference tothe London Stock Exchange Daily Official List for the fivebusiness days immediately preceding the day on which theOrdinary share is contracted to be purchased; or (b) the

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price of the last independent trade; or (c) the highestcurrent independent bid;

(iv) any purchase of Ordinary shares will be made in the marketfor cash at prices below the prevailing net asset value perOrdinary share (as determined by the Directors);

(v) the authority hereby conferred shall expire on 2nd January2021 unless the authority is renewed at the Company’sAnnual General Meeting in 2020 or at any other generalmeeting prior to such time; and

(vi) the Company may make a contract to purchase Ordinaryshares under the authority hereby conferred prior to theexpiry of such authority which contract will or may beexecuted wholly or partly after the expiry of such authorityand may make a purchase of Ordinary shares pursuant toany such contract.

By order of the BoardPaul Winship, for and on behalf of JPMorgan Funds Limited, Company Secretary

20th May 2019

Notes

These notes should be read in conjunction with the notes on thereverse of the proxy form.

1. A member entitled to attend and vote at the Meeting may appointanother person(s) (who need not be a member of the Company) toexercise all or any of his rights to attend, speak and vote at theMeeting. A member can appoint more than one proxy in relation tothe Meeting, provided that each proxy is appointed to exercise therights attaching to different shares held by him.

2. A proxy does not need to be a member of the Company but mustattend the Meeting to represent you. Your proxy could be theChairman, another Director of the Company or another person whohas agreed to attend to represent you. Details of how to appoint theChairman or another person(s) as your proxy or proxies using theproxy form are set out in the notes to the proxy form. If a voting boxon the proxy form is left blank, the proxy or proxies will exercisehis/their discretion both as to how to vote and whether he/theyabstain(s) from voting. Your proxy must attend the Meeting for yourvote to count. Appointing a proxy or proxies does not preclude youfrom attending the Meeting and voting in person.

3. Any instrument appointing a proxy, to be valid, must be lodged inaccordance with the instructions given on the proxy form no later than2.30 p.m. two business days prior to the Meeting (i.e. excludingweekends and bank holidays).

4. You may change your proxy instructions by returning a new proxyappointment. The deadline for receipt of proxy appointments alsoapplies in relation to amended instructions. Any attempt to terminateor amend a proxy appointment received after the relevant deadlinewill be disregarded. Where two or more valid separate appointmentsof proxy are received in respect of the same share in respect of thesame Meeting, the one which is last received (regardless of its date orthe date of its signature) shall be treated as replacing and revokingthe other or others as regards that share; if the Company is unable todetermine which was last received, none of them shall be treated asvalid in respect of that share.

5. To be entitled to attend and vote at the Meeting (and for the purposeof the determination by the Company of the number of votes they maycast), members must be entered on the Company’s register ofmembers as at 6.30 p.m. two business days prior to the Meeting (the‘specified time’). If the Meeting is adjourned to a time not more than48 hours after the specified time applicable to the original Meeting,that time will also apply for the purpose of determining theentitlement of members to attend and vote (and for the purpose ofdetermining the number of votes they may cast) at the adjournedMeeting. If, however, the Meeting is adjourned for a longer periodthen, to be so entitled, members must be entered on the Company’sregister of members as at 6.30 p.m. two business days prior to theadjourned Meeting or, if the Company gives notice of the adjournedMeeting, at the time specified in that notice. Changes to entries on theregister after this time shall be disregarded in determining the rightsof persons to attend or vote at the Meeting or adjourned Meeting.

6. Entry to the Meeting will be restricted to shareholders and their proxyor proxies, with guests admitted only by prior arrangement.



7. A corporation, which is a shareholder, may appoint an individual(s)to act as its representative(s) and to vote in person at the Meeting(see instructions given on the proxy form). In accordance with theprovisions of the Companies Act 2006, each such representative mayexercise (on behalf of the corporation) the same powers as thecorporation could exercise if it were an individual member of theCompany, provided that they do not do so in relation to the sameshares. It is therefore no longer necessary to nominate a designatedcorporate representative. Representatives should bring to the Meetingevidence of their appointment, including any authority under which itis signed.

8. Members that satisfy the thresholds in Section 527 of the CompaniesAct 2006 can require the Company to publish a statement on itswebsite setting out any matter relating to: (a) the audit of theCompany’s accounts (including the Auditor’s report and the conductof the audit) that are to be laid before the Annual General Meeting(‘AGM’); or (b) any circumstances connected with the Auditor of theCompany ceasing to hold office since the previous AGM, which themembers propose to raise at the Meeting. The Company cannotrequire the members requesting the publication to pay its expenses.Any statement placed on the website must also be sent to theCompany’s Auditor no later than the time it makes its statementavailable on the website. The business which may be dealt with at theAGM includes any statement that the Company has been required topublish on its website pursuant to this right.

9. Pursuant to Section 319A of the Companies Act 2006, the Companymust cause to be answered at the AGM any question relating to thebusiness being dealt with at the AGM which is put by a memberattending the Meeting except in certain circumstances, including if it isundesirable in the interests of the Company or the good order of theMeeting or if it would involve the disclosure of confidentialinformation.

10. Under Sections 338 and 338A of the 2006 Act, members meeting thethreshold requirements in those sections have the right to require theCompany: (i) to give, to members of the Company entitled to receivenotice of the Meeting, notice of a resolution which those membersintend to move (and which may properly be moved) at the Meeting;and/or (ii) to include in the business to be dealt with at the Meetingany matter (other than a proposed resolution) which may properly beincluded in the business at the Meeting. A resolution may properly bemoved, or a matter properly included in the business unless: (a) (in thecase of a resolution only) it would, if passed, be ineffective (whetherby reason of any inconsistency with any enactment or the Company’sconstitution or otherwise); (b) it is defamatory of any person; or (c) it isfrivolous or vexatious. A request made pursuant to this right may be inhard copy or electronic form, must identify the resolution of whichnotice is to be given or the matter to be included in the business, mustbe accompanied by a statement setting out the grounds for therequest, must be authenticated by the person(s) making it and mustbe received by the Company not later than the date that is six clearweeks before the Meeting, and (in the case of a matter to be includedin the business only) must be accompanied by a statement setting outthe grounds for the request.

11. A copy of this notice has been sent for information only to personswho have been nominated by a member to enjoy information rightsunder Section 146 of the Companies Act 2006 (a ‘Nominated Person’).The rights to appoint a proxy cannot be exercised by a NominatedPerson: they can only be exercised by the member. However,a Nominated Person may have a right under an agreement betweenhim and the member by whom he was nominated to be appointed asa proxy for the Meeting or to have someone else so appointed. Ifa Nominated Person does not have such a right or does not wish toexercise it, he may have a right under such an agreement to giveinstructions to the member as to the exercise of voting rights.

12. In accordance with Section 311A of the Companies Act 2006, thecontents of this notice of meeting, details of the total number ofshares in respect of which members are entitled to exercise votingrights at the AGM, the total voting rights members are entitled toexercise at the AGM and, if applicable, any members’ statements,members’ resolutions or members’ matters of business received bythe Company after the date of this notice will be available on theCompany’s website www.jpmmultiassettrust.co.uk.

13. The register of interests of the Directors and connected persons in theshare capital of the Company and the Directors’ letters of appointmentare available for inspection at the Company’s registered office duringusual business hours on any weekday (Saturdays, Sundays and publicholidays excepted). It will also be available for inspection at the AGM.No Director has any contract of service with the Company.

14. You may not use any electronic address provided in this Notice ofMeeting to communicate with the Company for any purposes otherthan those expressly stated.

15. As an alternative to completing a hard copy Form of Proxy/VotingDirection Form, you can appoint a proxy or proxies electronically byvisiting www.sharevote.co.uk. You will need your Voting ID, Task IDand Shareholder Reference Number (this is the series of numbersprinted under your name on the Form of Proxy/Voting DirectionForm). Alternatively, if you have already registered with EquinitiLimited’s online portfolio service, Shareview, you can submit yourForm of Proxy at www.shareview.co.uk. Full instructions are given onboth websites.

16. As at 16th May 2019 (being the latest business day prior to thepublication of this Notice), the Company’s issued share capital consistsof 86,096,408 Ordinary Shares (excluding 7,019,235 held in Treasury)carrying one vote each. Therefore the total voting rights in theCompany are 86,096,408.

Electronic appointment – CREST members

CREST members who wish to appoint a proxy or proxies by utilising theCREST electronic proxy appointment service may do so for the Meetingand any adjournment(s) thereof by using the procedures described in theCREST Manual. See further instructions on the proxy form.


GLOSSARY OF TERMS AND ALTERNATIVE PERFORMANCE MEASURES (‘APMs’) (UNAUDITED)

Return to Shareholders (APM)Total return to the shareholder, on a last traded price to last traded price basis, assuming that all dividends received were reinvested,without transaction costs, into the shares of the Company at the time the shares were quoted ex-dividend.

Year ended 28th FebruaryTotal return calculation Page 2019

Opening share price (p) 5 99.8 (a)

Closing share price (p) 5 92.9 (b)

Total distribution adjustment factor1 1.031941 (c)

Adjusted closing share price (d = b x c) 95.9 (d)

Total return to shareholders (e = d / a – 1) –3.9% (e)

1 The distribution adjustment factor is calculated on the assumption that the distributions paid out by the Company are reinvested into the shares of the Company at the last traded pricequoted at the ex-dividend date.

Return on Net Assets (APM)Total return on net asset value (‘NAV’) per share, on a bid value to bid value basis, assuming that all distributions paid out by theCompany were reinvested, without transaction costs, into the shares of the Company at the NAV per share at the time the shares werequoted ex-dividend.

Year ended 28th February Total return calculation Page 2019

Opening cum-income NAV per share (p) 5 99.3 (a)

Closing cum-income NAV per share (p) 5 101.3 (b)

Total distribution adjustment factor2 1.030481 (c)

Adjusted closing cum-income NAV per share (d = b x c) 104.4 (d)

Total return on net assets (e = d / a – 1) 5.1% (e)

2 The distribution adjustment factor is calculated on the assumption that the distributions paid out by the Company are reinvested into the shares of the Company at the cum-income NAVat the ex-dividend date.

Gearing/(Net Cash) (APM)Gearing represents the excess amount above shareholders’ funds of total investments, expressed as a percentage of the shareholders’funds. If the amount calculated is negative, this is shown as a ‘net cash’ position.

Year ended 28th February 2019Gearing calculation Page £’000

Investments held at fair value through profit or loss 53 83,013 (a)

Net assets 55 87,401 (b)

Gearing/(net cash) (c = a / b – 1) (5.0)% (c)



Ongoing Charges (APM)The ongoing charges represent the Company’s management fee and all other operating expenses excluding finance costs payable,expressed as a percentage of the average of the daily cum-income net assets during the year and is calculated in accordance withguidance issued by the Association of Investment Companies.

Year ended 28th February 2019Ongoing charges calculation Page £’000

Management Fee 50 513

Other administrative expenses 50 450

Total management fee and other administrative expenses 963 (a)

Average daily cum-income net assets 89,553 (b)

Ongoing charges (c = a / b) 1.08% (c)

Share Price (Discount)/Premium to Net Asset Value (‘NAV’) per Share (APM)If the share price of an investment trust is lower than the NAV per share, the shares are said to be trading at a discount. The discount isshown as a percentage of the NAV per share. The opposite of a discount is a premium. It is more common for an investment trust’sshares to trade at a discount than at a premium (page 5).

’Streamed’ DividendSee below in italics an extract from the Company’s Prospectus dated 24th January 2018 pages 60 and 61, which includes reference todividend streaming.

PART 7TaxationThe information contained in this document relating to taxation is a summary of the taxation matters which the Directors consider shouldbe brought to the attention of prospective investors. The following statements are intended as a general guide only and do not constitutetax or legal advice to any prospective investor or Shareholder. They are based upon United Kingdom law and HMRC practice in force as atthe date of this document, and relate only to the position of Shareholders who are beneficial owners of their Ordinary Shares. They may notrelate to certain categories of Shareholders, such as dealers in securities. Prospective investors should consult their own professionaladvisers on the potential tax consequences of acquiring, holding or selling Ordinary Shares.

1. THE COMPANYIt is the intention of the Directors to conduct the affairs of the Company so as to satisfy the conditions for approval as an investment trustunder sections 1158 and 1159 of the CTA 2010. The Company will be approved as an investment trust pursuant to the Investment Trust(Approved Company) (Tax) Regulations 2011. The Company will therefore continue to have investment trust status in each accountingperiod going forward, other than to the extent that the Company commits a serious breach of any of the conditions for qualification as aninvestment trust, and will be exempt from United Kingdom taxation on its capital gains. In order to maintain its investment trust status, theCompany must not, inter alia, be a close company. The Directors do not anticipate that the Company will be a close company.

An investment trust approved under sections 1158 and 1159 of the CTA 2010, or one that intends to seek such approval, is able to elect totake advantage of modified UK tax treatment in respect of its “qualifying interest income” for an accounting period (referred to here as the“streaming” regime). Under Regulations made pursuant to the Finance Act 2009, the Company may, if it so chooses, designate as an“interest distribution” all or part of the amount it distributes to Shareholders as dividends, to the extent that it has “qualifying interestincome” for the accounting period. Were the Company to designate a dividend it pays in this manner, it would be able to deduct suchinterest distributions from its income in calculating its taxable profit for the relevant accounting period.



The Company will, however, be liable to UK corporation tax on its income profits in the normal way, with dividend income generally beingexempt from UK corporation tax. Income arising from overseas investments may be subject to foreign withholding taxes at varying rates,but double taxation relief may be available.

2. SHAREHOLDERS2.1. Taxation of capital gains

Individual Shareholders resident in the UK for taxation purposes may, depending upon their personal circumstances, be liable toUK capital gains tax or, in the case of corporations, UK corporation tax, on chargeable gains arising from the sale or other disposal(which includes disposal upon a winding up) of their Ordinary Shares. A disposal by an individual Shareholder who is resident in theUK for taxation purposes will be subject to capital gains tax at a rate of tax of 20% where the individual pays income tax at the higheror additional rates of tax; otherwise a tax rate of 10% applies. An individual may be able to claim certain reliefs (including the annualexemption in respect of the first £11,300 of capital gains received in the fiscal year 2017/18). Under measures introduced in Finance Bill2017-18 and expected to take effect from 1st January 2018, Shareholders which are corporations resident in the UK will benefit from anindexation allowance – intended to increase the tax base cost of an asset in line with inflation – calculated up until 31st December 2017.This applies regardless of the date of disposal. Indexation allowance may not create or increase an allowable loss.

2.2. Taxation of dividends2.2.1. Individual Shareholders (a) Non-interest distributions

The Directors of the Company intend to apply the interest “streaming” regime to a substantial proportion of dividendspaid by the Company going forward.

In the event that the Directors of the Company do not elect for the “streaming” regime to apply to any dividends paid bythe Company, the following paragraph summarises the expected UK tax treatment for individual Shareholders whoreceive dividends from the Company. The following paragraph would also apply to any dividends not treated as“interest distributions” were the Directors to elect for the “streaming” regime to apply.

Each individual who is resident in the UK for tax purposes is entitled to an annual tax free dividend allowance of £5,000(tax year 2017/18). Dividends received in excess of this threshold will be taxed, for the fiscal year 2017/18 at 7.5%(basic rate taxpayers), 32.5% (higher rate taxpayers) and 38.1% (additional rate taxpayers). The UK government hasannounced proposals which if enacted would mean that this allowance would be reduced to £2,000 with effect from thetax year 2018/2019.

No withholding tax will be applied to “non-interest distributions” made by the Company.

(b) Interest distributionsWhere the Directors elect to apply the “streaming” regime to any dividends paid by the Company, were the Company todesignate any dividends paid as an “interest distribution”, a UK resident Shareholder in receipt of such a dividend wouldbe treated as though they had received a payment of interest. Such a Shareholder would be subject to UK income tax atthe current rates of 20%, 40%, or 45%, depending on the level of the Shareholder’s income. No withholding tax will beapplied to “interest distributions” made by the Company.

Each UK resident individual who is a basic rate taxpayer is entitled to a Personal Saving Allowance which exempts thefirst £1,000 of savings income (including distributions deemed as ‘interest distributions’ from an Investment TrustCompany). The exempt amount is reduced to £500 for higher rate taxpayers and additional rate taxpayers do notreceive an allowance.

2.2.2. Other ShareholdersUK resident corporate Shareholders may be subject to corporation tax on dividends paid by the Company unless the dividendsfall within one of the exempt classes on Part 9A of CTA 2009. If, however, the Directors did elect for the “streaming” rules toapply, and such corporate Shareholders were to receive dividends designated by the Company as “interest distributions”, theywould be subject to corporation tax in the same way as a creditor in a loan relationship.

It is important that prospective investors who are not resident in the UK for tax purposes obtain their own tax adviceconcerning tax liabilities on dividends received from the Company.


W H E R E T O B U Y J P M O R G A N M U L T I - A S S E T T R U S T P L C

Avoid investment fraud1 Reject cold calls

If you’ve received unsolicited contact about an investment opportunity, chances are it’s a high risk investment or a scam. You should treat the call with extreme caution. The safest thing to do is to hang up.

2 Check the FCA Warning List The FCA Warning List is a list of �rms and individuals we know are operating without our authorisation.

3 Get impartial advice Think about getting impartial �nancial advice before you hand over any money. Seek advice from someone unconnected to the �rm that has approached you.

Report a ScamIf you suspect that you have been approached by fraudsters please tell the FCA using the reporting form at www.fca.org.uk/consumers/report-scam-unauthorised-�rm. You can also call the FCA Consumer Helpline on 0800 111 6768

If you have lost money to investment fraud, you should report it to Action Fraud on 0300 123 2040 or online at www.actionfraud.police.uk

Find out more at www.fca.org.uk/scamsmart

Investment scams are designed to look like genuine investmentsSpot the warning signs

Have you been:

• contacted out of the blue• promised tempting returns

and told the investment is safe• called repeatedly, or• told the offer is only available

for a limited time?

If so, you might have been contacted by fraudsters. Remember: if it sounds too good to be true,

it probably is!

Be ScamSmart

JPMorgan Multi-Asset Trust plc is an eligible investment withina stocks & shares individual savings account (ISA) and Junior ISA.For the 2019/20 tax year, from 6th April 2019 and ending5th April 2020, the annual ISA allowance is £20,000 and theJunior ISA annual allowance is £4,368.

You can invest in JPMorgan Multi-Asset Trust plc through thefollowing;

1. Via a third party provider

Third party providers include:

Please note this list is not exhaustive and the availability of theCompany’s shares may vary depending on the provider. Thesewebsites are third party sites and the Company does not endorseor recommend any. Please observe each site’s privacy and cookiepolicies as well as their platform charges structure.

2. Through a professional adviser

Professional advisers are usually able to access the products of allthe companies in the market and can help you find an investmentthat suits your individual circumstances. An adviser will let youknow the fee for their service before you go ahead. You can findan adviser at unbiased.co.uk

You may also buy JPMorgan Multi-Asset Trust plc shares throughstockbrokers, wealth managers and banks.

To familiarise yourself with the Financial Conduct Authority (FCA)adviser charging and commission rules, visit fca.org.uk

Information for J.P. Morgan Investment Account,Stock & Shares ISA account holders

On 8th April 2019, J.P. Morgan Asset Management informedholders of J.P. Morgan investment accounts and stocks & sharesISA savings products that it had decided to cease managing theseaccounts. Investors are able to remain invested in J.P. Morganmanaged investment trusts by transferring to another serviceprovider.

Information regarding the transfer arrangements has beenprovided, detailing the options to; transfer to an alternative thirdparty provider, re-register the investment into certificated formor sell the investment. Where no alternative instruction isreceived the account will be transferred later in the year, in linewith the correspondence sent by J.P. Morgan on 8th April 2019.

For full details of all the options available to investors, pleaserefer to correspondence sent by J.P. Morgan on 8th April 2019,contact your financial adviser or contact J.P. Morgan’s ClientAdministration Centre on 0800 20 40 20/+44 (0) 1268 44 44 70.

AJ BellAlliance Trust SavingsBarclays Smart InvestorCharles Stanley DirectFundsNetwork

Hargreaves LansdownInteractive InvestorSelftradeThe Share Centre

FINANCIAL CALENDAR

Financial year-end date 28/29 February

Distributions payable February, May, August and November

Final results announced May

Annual General Meeting July

Half year end 31st August

Half year results announced October

I N F O R M AT I O N A B O U T T H E C O M PA N Y

HistoryThe Company was incorporated as a public limited company in England on19th December 2017. Most of the £93.1 million proceeds raised on itslaunch on the London Stock Exchange on 2nd March 2018 arose fromshareholders of JPMorgan Income & Capital Trust plc, who ‘rolled-over’their holdings into the Company.

Company NumbersCompany Registration Number: 11118654London Stock Exchange Code: MATEISIN: GB00BFWJJT14Bloomberg: MATE LNLEI: 549300C0UCY8X2QXW762Reuters: MATE J.L

Market InformationThe Company’s unaudited net asset value (‘NAV’) is published daily viathe London Stock Exchange.

The Company’s shares are listed on the London Stock Exchange. Themarket price is shown daily in the Financial Times, The Times, The DailyTelegraph, The Scotsman and on the Company’s website atwww.jpmmultiassettrust.co.uk, where the share price is updated everyfifteen minutes during trading hours.

WebsiteThe Company’s website can be found at www.jpmmultiassettrust.co.ukand includes useful information about the Company, such as dailyprices, factsheets and will include current and historic half year andannual reports once available.

Share TransactionsThe Company’s shares may be dealt in directly through a stockbroker orprofessional adviser acting on an investor’s behalf.

Manager and Company SecretaryJPMorgan Funds Limited

Company’s Registered Office60 Victoria EmbankmentLondon EC4Y 0JPTelephone: 020 7742 4000For Company Secretarial and administrative matters, please contactPaul Winship at the above address.

DepositaryThe Bank of New York Mellon (International) Limited1 Canada SquareLondon E14 5AL

The Depositary has appointed JPMorgan Chase Bank, N.A. as theCompany’s custodian.

CustodianJ.P. Morgan Chase Bank, National Association 25 Bank StreetCanary WharfLondon E14 5JP

RegistrarsEquiniti Limited Aspect House Spencer Road LancingWest Sussex BN99 6DATelephone number: 0371 384 2326

Lines open 8.30 a.m. to 5.30 p.m. Monday to Friday. Calls to thehelpline will cost no more than a national rate call to a 01 or 02number. Callers from overseas should dial +44 121 415 0225.

Notifications of changes of address and enquiries regarding sharecertificates or dividend cheques should be made in writing to theRegistrar quoting reference 5874. Registered shareholders can obtainfurther details on their holdings on the internet by visitingwww.shareview.co.uk.

Independent AuditorsPricewaterhouseCoopers LLP 7 More London Riverside London SE1 2RT

BrokersPanmure GordonOne New Change London EC4M 9AF

A member of the AIC

S H A R E H O L D E R I N F O R M AT I O N | 75

www.jpmmultiassettrust.co.uk

Telephone calls may be recorded and monitored for security and training purposes.

GB A Multi Asset | 05/19

J.P. MORGAN HELPLINE

Freephone 0800 20 40 20 or +44 (0) 1268 444470.Telephone lines are open Monday to Friday, 9.00am to 5.30pm.

jpmorgan multi-asset trust plc · 2019-07-19 · 4|jpmorgan multi-asset trust plc. annual report...

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