Witan Pacific Investment : Final Results

WITAN PACIFIC INVESTMENT TRUST PLC

(the "Company")

Annual Report and Financial Statements for the year ended 31 January 2014

Witan Pacific Investment Trust plc announces that its 2014 Annual Report has been published. The full report can be accessed via the Company's website atand will be circulated to shareholders shortly.

In order to meet the disclosure requirements of DTR 6.3.5(2), this announcement includes certain extracts from the 2014 Annual Report. A ny references to page numbers or sections in the following text are references to pages and sections in that report.

STRATEGIC REPORT

Financial summary

Key data

Total returns

Income

Ongoing charges

#       Calculated as the difference between the market value of investments and net assets as a percentage of net assets. (Equivalent to AIC definition of net gearing).

†       Source: AIC Services Ltd. Total returns include dividends reinvested.

*       Source: Datastream. Dividends reinvested.

X Details of a write-back of performance fees during the year ended 31 January 2014, (which reduce the ongoing charges when including the performance fee) are included at note 3 to the financial statements.

Long-term performance analysis

Total returns since inception of multi-manager structure

Total returns over the past 5 years

†       Source: AIC Services Ltd. Total returns include dividends reinvested.

*       Source: WM Company, Datastream. Dividends reinvested.

**      Source: Datastream.

Chairman's statement

SUMMARY

· NAV total return of -6.5%

· Share price total return of -5.2%

· 6.7% underperformance vs. the benchmark

· Headwinds from underweighting Japan and stock picking in Asia

· Final dividend of 2.40p, making 4.45p for the year (+3.5%)

· Discount narrowed from 12.8% to 11.7%

Market background

Although Western stock markets had a buoyant year in 2013, marked by significant positive returns with few major disruptions, the picture in Asia was much more variable. Japan performed well, rising 32% which, allowing for the weakness of the yen still generated a total return in sterling of 14%. The rest of the region, which was affected by falling commodity prices and other problems specific to a number of local economies, generated a modest positive return of 2.8% in local currencies but fell 7.5% in sterling terms. The Company's regional benchmark, the MSCI Asia Pacific Free index, which includes Japan, Far-Eastern Asia and Australia, was little changed over the year, with a total return of 0.2%.

In 2013, Japan moved from being a laggard to leading in regional performance terms, as the new government of Prime Minister Abe pursued a radical policy of monetary easing in order to generate an economic recovery. This led to a rapid revival in Japanese company profits which the market anticipated and so rose rapidly. By contrast, a number of other economies, such as China and India were undergoing slower growth, while other markets, notably Australia and Indonesia were adversely affected by lower commodity prices. At the same time, increasing hopes for quickening economic growth in Europe and the USA led to investor preference for these markets.

Performance

These evolving themes did not play to the strengths of our managers, whose more fundamentally driven investment style is better suited to capturing longer-term corporate performance than responding to shorter term changes in investment mood. The portfolio was underexposed to the strength in Japan, while stock selections elsewhere in general also failed to keep up with the market.

Consequently, the Company had a disappointing year in performance terms. The net asset value total return was a fall of 6.5%, which was 6.7% behind the benchmark. The shareholder total return was slightly better at -5.2%, owing to a narrowing of the discount to net asset value.

All three managers, whilst having different investment strategies, have in common fundamentally driven approaches and avoid an index-led approach to portfolio construction. Country weightings primarily result from the bottom up stock selection, rather than broader economic views, enabling the managers to benefit from the long-term growth of well-managed companies. This approach benefited the Company over many years prior to 2013, owing to the high quality portfolio and the resulting low exposure to Japan, where until recently the market has performed very poorly.

The Board closely monitors performance at all times in order to understand the Managers' investment strategy and how it is working. It should be emphasised that the Company's three managers seek to construct portfolios that will outperform in the longer-term and inherent in this is a risk that performance will diverge, sometimes significantly, from that of the index.

Although 2013 was a disappointing single year, to put this in perspective the Company has outperformed over the past 5 years, with a net asset value total return of 70.9%, 8.1% ahead of the 62.8% return from the benchmark. Since the inception of the multi-manager structure in May 2005, the Company's total return of 102.8% is also well ahead of the regional benchmark's total return of 89.9%.

Further details of the managers' performance and that of the overall portfolio are set out within the Strategic Report.

Regulatory changes and investment management fees

The Alternative Investment Fund Managers Directive ("AIFMD") passed into UK law in July 2013. Funds affected have until July 2014 to comply with its requirements. Although "alternative investment" in the UK is generally used to describe exposure to specialist investment strategies such as Hedge Funds and Private Equity, the Directive will also apply to mainstream investment funds, such as Witan Pacific and other investment trusts, as well as many open-ended funds.

For mainstream funds such as most investment trusts, the safeguards and reporting requirements of the AIFMD are generally already covered by the Listing Rules for quoted Companies or by existing corporate governance practices and regulations. The Company took steps during the year to become authorised as a "Small Registered UK AIFM", which offers a straightforward and proportionate regime for internally managed funds with under approximately £400m of assets which do not use gearing. This authorisation was granted after the year-end. Accordingly, the Company has repaid its loan facility and will not use gearing for as long as it remains subject to this regulatory structure. The Board believes that the potential benefits forgone by repaying the relatively modest degree of gearing previously employed by the Company are outweighed by the costs to shareholders of full authorisation under the AIFMD.

The Retail Distribution Review ("RDR") , The Company welcomes an increased number of direct and advised investors following RDR. Witan Pacific is run with investors' interests in mind, offering an actively-managed portfolio of Companies in the Pacific region, diversified by manager, business sector and at the individual company level.

The Company's website www.witanpacific.com is an easy to use source of up-to-date information on the Company. This contains an increased range of information compared with previous years and has a section specifically for the use of financial advisers.

Ongoing charges

The ongoing charges figure (which is the recurring operating and investment management costs of the Company, expressed as a percentage of average net assets) was 1.00% (2013: 0.98%). The principal reason for the rise was the full year effect of higher base management fees payable to the managers appointed in 2012, who do not have a performance fee structure. Aberdeen continues to have a performance fee structure but since it underperformed its benchmark, there has been a reduction in the earlier provision for future performance fees. As a result, the ongoing charges figure (including performance fees) was 0.85%, lower than the basic ongoing charges figure (2013: 1.29%). This illustrates that performance fees are not a one-way street for managers and can result in lower management costs in years when managers underperform.

The Board will continue to manage costs closely in accordance with its objective of keeping the ongoing charges figure (excluding performance fees) below 1%.

Dividend

Overall, the Company's revenue earnings per share fell by 7.7% to 4.41 pence during the year. Although there was growth in the dividends declared by portfolio companies, the strength of sterling, particularly against the Yen and the Australian dollar, reduced the value of portfolio dividends when translated into sterling, the currency in which our own dividends are paid to shareholders.

The Company recognises the importance to investors of regular and growing dividends, reflected in its policy of real dividend growth and the introduction of twice-yearly payments since 2012. In addition to the 2.05 pence per share interim dividend paid in October 2013, the Board is proposing a final dividend of 2.40 pence per share, making a total of 4.45 pence, a 3.5% increase on last year's payment of 4.30 pence. Subject to shareholder approval, the final dividend will be paid on 20 June 2014 to shareholders on the register at the close of business on 23 May 2014 (ex-dividend 21 May 2014). This increase is in line with the rise of 2.8% in the UK retail price index during the year.

Succession

I will be stepping down at the AGM after 15 years on the Board and having been Chairman for 8 years. I am delighted to say that Sarah Bates, who is a highly experienced non-executive Director with a background in investment management, will be succeeding me. I have every confidence in her ability to lead the Board and wish her success in the future. In addition, Dermot McMeekin has been appointed as Senior Independent Director and Chairman of the Nomination and Remuneration Committee. The Board has a clear succession plan and a search is underway using a professional search firm to identify a suitable new non-executive director to maintain the Board's strength.

Outlook

As our new Company year began, investors appeared to be sceptical about the sustainability of the economic recovery in Japan and concerned about the adjustment problems of other economies in the region to a world of lower commodity prices and the need for more broadly based growth which is less reliant on exporting to the Western world.

However, it is noteworthy that, despite the scepticism, the Japanese economy has (since the Abe government took power in late 2012) delivered stronger economic growth than other developed economies, with faster growth in Company earnings. The authorities appear more determined than in the past to deliver economic recovery so, despite 20 years of economic disappointment, it seems unduly negative to assume they will fail.

The long-term drivers of rapid economic growth in Asia (including infrastructure and housing, low costs and high investment levels) are not immune to cyclical disappointment and periodic mismanagement but investor sentiment may have become too negative, coloured by recent market disappointment. There is a risk that the longer-term positive strategic factors are being disregarded in the preoccupation with tactical concerns over economic reforms in some major economies and over the reduction in liquidity stimulus from the US Federal Reserve. For the first time in a number of years, much of the region is trading on lower valuations than Western markets, while the perennial laggard, Japan, may have become a contributor to regional growth, after two decades as a backwater.

Looking to the longer term, we believe that the Company offers an attractive investment vehicle for investment in Asia, which remains a region of immense opportunity as living standards rise and consumers obtain increased spending power. Witan Pacific has three managers with good track records who should be able to benefit from the longer term potential, while recent Asian market underperformance may also have enhanced the tactical opportunity in the region.

The AGM of the Company will be held on Monday, 9 June 2014 at 12 noon in the Piper Room, Grocers' Hall, Princes Street, London EC2R 8AD, and I look forward to meeting as many of you as are able to attend the meeting.

Gillian Nott

Chairman

29 April 2014

Investment review

This investment review provides information about the Company's investments and performance for the year ended 31 January 2014.

Investments and performance

Performance summary and attribution

The year ended 31 January 2014 saw flat returns in sterling terms for investors in Asian equities. There was significant volatility over the year both of the index itself and between countries in the index. Witan Pacific achieved a NAV total return of -6.5%, which compares with +0.2% from the equity benchmark. The share price fell 5.2% on a total return basis. Whilst performance was disappointing during the most recent year, over the past 5 years the NAV total return of 70.9% and the share price total return of 89.6% were ahead of the benchmark's total return of 62.8%.

Two of our appointed managers underperformed during the year. During recent years, being underweight in the Japanese market had been a source of outperformance, owing to Japan's weak relative performance. However, in 2013 the Japanese market outperformed significantly (boosted by hopes arising from the reflationary policies of the new government elected in late 2012), so the Company's performance suffered from remaining underweight in that market. Some of the higher yielding and quality stocks held in the portfolio also underperformed, as investors sought out exposure to a cyclical recovery in the global economy. Details of the managers' performance during the year are set out in the table below.

Combined portfolio composition

The weightings of the three managers are shown on the table below. During the year, there was a rebalancing of the manager allocations within the portfolio with 4% moved from Aberdeen to Matthews.

During the year the Company invested its assets with a view to spreading investment risk and in accordance with the investment policy set out in the Business Model on page 15 of the 2014 annual report. It has maintained a diversified portfolio in terms of stocks, sectors and geography. The portfolio has been actively managed by the investment managers, in accordance with their individual mandates, with overall asset allocation and risk being monitored by the Board and Witan Investment Services.

The sector breakdown and regional exposure for the aggregated portfolio is shown on pages 8 and 9 of the 2014 annual report. The top 20 holdings across the whole of Witan Pacific's portfolios are set out on page 12 of the 2014 annual report. They represented 46.0% of Witan Pacific's portfolio at 31 January 2014 (2013: 50.0%). These analyses highlight the diversification provided by our managers and the regional geographical exposure.

Manager performance for the year ended 31 January 2014 and from inception to 31 January 2014

Details of the manager structure in place at the end of January 2014 are set out in the following table, showing the proportion of Witan Pacific's assets each managed and the performance they achieved:

Notes:

1.      Excluding cash balances held centrally by Witan Pacific.

† Returns are net of the management fee charged within the UCITS OEIC.

*       Percentage of Witan Pacific's investments managed at year end.

Source: WM Company.

Aberdeen underperformed its benchmark over the past year. A major factor was that it was underweight in Japanese stocks. Furthermore, Aberdeen's investment approach is to buy high quality stocks, which it holds for the long-term. This type of portfolio can be out of favour in some market conditions as occurred in 2013, with the investor shift towards more cyclical preferences. Over the longer term, Aberdeen's approach has been very successful. Aberdeen has outperformed by 2.8% per annum since appointment.

Matthews outperformed its benchmark over the last 12 months. The manager was underweight in Japan, where (like Aberdeen) it did not find sufficient individual companies to meet its investment criteria. However, this drag on performance was offset by positive contributions from stockpicking. Matthews has outperformed by 3.1% per annum since appointment.

GaveKal underperformed its benchmark over the past twelve months. They were affected by a mistimed sale of equities during the market correction mid-year. GaveKal's performance was also held back by volatility in bond markets during the summer months, which meant that their exposure to bonds compounded losses from equities, whereas usually bonds are less volatile than equities and add diversification to a portfolio. The manager was also underweight in Japan. Since appointment, GaveKal have underperformed their benchmark by 4.4% per annum.

Continued appointment of the investment managers

The Directors regularly review the performance of the investment managers who formally report to the Board at Board meetings on a regular basis. Details of the terms of the appointment of the investment managers may be found in note 3 to the financial statements on page 51 of the 2014 annual report.

Taking the performance of each of the investment managers' into consideration and having regard to the investment managers' strategy of capturing longer-term growth, the Directors are of the opinion that the continuing appointment of the investment managers on the terms agreed, is in the interests of shareholders as a whole. 

Geographical allocation

*       Source: BNP Paribas.

**      Source: MSCI

Portfolio information

Aberdeen Asset Managers Limited ("Aberdeen")

Aberdeen was established in Asia in 1992 and at 31 December 2013 was managing £71.5bn of assets in Asia. The 42 fund managers in the equity team, led by Hugh Young, follow a fundamental investment style emphasising the identification of good quality companies on low valuations relative to their growth potential.

Strategy

Aberdeen follow a stock-picking approach of investing in good quality, well-managed and soundly financed companies trading at attractive valuations, with the expectation of holding them for extended periods in order to benefit from the compounding of those companies' growth. Corporate governance and the alignment of management with shareholders' interests are additional important factors.

Review

Aberdeen has managed half of the Company's assets since the inception of the multi-manager structure in 2005. Since then, it has delivered annualised portfolio returns of 10.5%, outperforming the regional benchmark by 2.8%. During the year under review, it achieved total portfolio return of -9.0%, compared to the benchmark's 0.2%.

Matthews International Capital Management LLC ("Matthews")

Based in San Francisco, Matthews is an independent, privately owned firm, and the largest dedicated Asia investment specialist in the United States. As of 31 January 2014, Matthews had US$24.4bn in assets under management.

Strategy

The Company is invested in a segregated portfolio that is managed according to Matthews' Asia Dividend strategy; the Lead Portfolio Managers are Yu Zhang having taken over from Jesper Madsen, and Robert Horrocks. The Asia Dividend strategy employs a fundamental, bottom-up investment process to select dividend-paying companies with sustainable long-term growth prospects, strong business models, quality management teams, and reasonable valuations.

The Asia Dividend strategy is a total-return strategy focused on dividend income and potential dividend growth from the companies in which it invests, as well as capital growth. The strategy invests in companies of all sizes and has significant exposure to small and mid-cap stocks.

Review

During the year, Matthews' portfolio delivered a total return of 1.1%, 0.9% ahead of its benchmark, the MSCI All Country Asia Pacific Index.

GaveKal Capital Limited

GaveKal Capital Limited ("GaveKal") acts as advisor to several investment clients with combined assets of over US$1.5bn. The GaveKal Asian Opportunities UCITS Fund is the largest and oldest single fund under management.

Strategy

The Asian Opportunities Fund in which the Company has invested, employs no leverage, except on a short-term basis, and does not "short" stocks. The portfolio is managed by Louis-Vincent Gave, a co-founder of GaveKal and Alfred Ho, ex CIO of Invesco Asia. They are supported by five analysts. They vary the asset allocation between equities, bonds and cash according to their top-down view of economic prospects. The equity portfolio is invested in growth oriented companies, focusing on earnings growth and valuation. Within the equity portfolio, weightings are driven by company-specific attractions not index weightings.

Review

During the year, GaveKal's portfolio delivered a total return of -8.7%, which was 8.9% behind the Company's benchmark. A major source of the underperformance was the Fund's 25-30% allocation to fixed income yield instruments during the period between May and September when there was a sell off in fixed income instruments and prices fell.

Aberdeen Asset Managers Limited

Geographical allocation (at 31 January 2014)*

*       Source: BNP Paribas and MSCI.

Sector allocation (at 31 January 2014)*

*       Source: BNP Paribas and MSCI.

Matthews International Capital Management LLC

Geographical allocation (at 31 January 2014)*

*       Source: BNP Paribas and MSCI.

Sector allocation (at 31 January 2014)*

*       Source: BNP Paribas and MSCI.

GaveKal Capital Limited

Geographical allocation (at 31 January 2014)*

*       Source: BNP Paribas and MSCI.

Sector allocation (at 31 January 2014)*

*       Source: BNP Paribas and MSCI.

Top twenty investments

as at 31 January 2014

The value of the twenty largest holdings represents 46.0% (31 January 2013: 50.0%) of the Company's total investments.

*       The figures in brackets denote their position within the top 20 at the previous year end. The country shown is the country of incorporation.

Summary of top twenty investments

Corporate review

Witan Pacific is an Investment Trust, which was founded in 1907 and has been listed on the London Stock Exchange since its foundation. It operates an outsourced business model, under the direction and supervision of the Board of Directors.

Strategic report

The Strategic Report on pages 2 to 21 of the 2014 annual report, has been prepared in accordance with the requirements of Section 414 of the Companies Act 2006 and best practice. Its purpose is to inform the members of the Company and help them to assess how the Directors have performed their duty to promote the success of the Company, in accordance with Section 172 of the Companies Act 2006.

Strategy

The Company's investment objective is to provide shareholders with capital and income growth from a diversified portfolio consisting principally of equity investments in the Asia Pacific region. The portfolio is designed to outperform the MSCI AC Asia Pacific Free Index ("MSCI Index") in sterling terms, expecting to achieve this through growth in capital as well as income. The Company aims to outperform by using an active multi-manager approach. Although the Company's portfolio will be predominantly invested in equities, it may also hold bonds or cash from time to time, if the managers judge that this is desirable.

The Company's assets are currently invested by three investment managers. Aberdeen has been in place since 2005. Matthews and GaveKal were appointed in 2012.

The performance of the managers is subject to regular review, with the Board's objective being to use managers who offer good prospects of outperforming the benchmark index, with an acceptable level of diversification and risk.

The Company sponsors an ongoing marketing programme provided by Witan Investment Services Limited. This programme reaches out to private investors and their financial advisers, as well as professional investors, to help them make informed decisions about whether investing in our shares can help meet their investment objectives.

The unbundling of investment management from the Company's other necessary services has provided transparency of the Company's cost base as well as flexibility in case it becomes desirable to change the service provider in a particular area. The Board takes care to ensure strict monitoring and control of costs and expenses.

Business model

The management of the Company's assets is outsourced to third parties. However, the Board sets and reviews all the key elements of the Company's strategy, including:

· the choice of investment benchmark;

· the selection of suitable investment managers;

· investment guidelines and limits;

· the appointment of providers for other services required by the Company;

· the level of any gearing which the Company may have;

· the maintenance of an effective system of oversight, risk management and corporate governance.

The Board ensures that, taking specialist advice as appropriate, its Directors have the appropriate mix of skills and time available to address the management of its outsourced, multi-manager investment approach.

Witan Investment Services Limited, which has experience of the issues arising in operating a multi-manager structure, acts as Executive Manager to manage and monitor the outsourced structure and relationships, to provide commentary on investment issues and to provide marketing services. The Executive Manager reports to the Board on key aspects at all Board meetings as well as drawing attention as required to matters requiring non-routine review by the Board.

The Company has also appointed third parties for the various supporting services it requires. The principal providers are J.P. Morgan Chase Bank N.A. for global custody, BNP Paribas Securities Services for investment accounting and administration and Capita Company Secretarial Services Limited (part of Capita Asset Services) for company secretarial services. From time to time, as required, the Company also makes use of specialist services for legal, investment consulting, financial and tax advice.

The Company has no employees and its core activities are undertaken by Aberdeen, GaveKal and Matthews, which have implemented policies relating to environmental and social matters. The Company has therefore not reported on these, or social, community or human rights issues. However, it carefully reviews its Managers' reports on their policies relating to social issues and corporate governance standards and is generally satisfied with those policies. Our Managers are prepared to use their votes in these areas in the interests of the investments made on our behalf.

The Board's role in investment management

Although the Board retains overall risk and portfolio management responsibility, it has selected and appointed the investment managers after a disciplined selection process focused on the managers' scope to add value and their fit with the overall balance of the portfolio. As already described, the selection of individual investments is delegated to these external managers, subject to investment limits and guidelines which reflect the particular mandate and the specific investment approach which the Company has selected (e.g. quality, growth in dividend).

Approximately 90% of the portfolio is managed in two segregated accounts, held at the Company's custodian. The remaining 10% of the portfolio is held in a UCIT's OEIC and holdings information is available on a regular basis. This enables the Company to view the portfolio as a whole and to analyse its risks and opportunities as well as those at the level of each manager's portfolio.

Information regarding the proportion of Witan Pacific's assets managed by each and of their performance during the year is set out on page 7 of the 2014 annual report.

Our selected benchmark

The Company's benchmark is a reference point for what shareholders can expect from an investment in Witan Pacific, in terms of the underlying investment structure and in performance. The Benchmark is the MSCI AC Asia Pacific Free Index ("MSCI Index") in sterling terms.

The benchmark is a widely diversified regional index which includes Japan and Australia as well as the principal other countries in the Far Eastern region. This is illustrated in the map on page 9 of the 2014 annual report.

The managers select stocks which they consider attractive, wherever they are located in the region. As a result, the geographical location of the holdings differs from the benchmark. The geographical distribution of the portfolio and of the benchmark are set out in the map and table on page 9 of the 2014 annual report.

Key performance indicators

Your Board monitors success in implementing the Company's strategy against a range of Key Performance Indicators ("KPIs") which are viewed as significant measures of success over the longer term. Although performance relative to the KPIs is also monitored over shorter periods, it is success over the long-term that is viewed as more important, given the inherent volatility of short-term investment returns. The principal KPIs are set out below, with a record (in italics) of the Company's performance against them during the year:

KEY PERFORMANCE INDICATORS

Priorities for the year ahead

For the year ending 31 January 2015, the key priorities for Witan Pacific include:

· Investment. Set an appropriate investment policy and employ skilled managers with the objective of delivering good returns to shareholders.

· Marketing and Communications. Communicate Witan Pacific's distinct and active investment approach and achievements more effectively to existing and potential shareholders.

· Investor service. Ensure good shareholder service.

· Governance. Ensure a smooth Board succession.

Dividend policy and performance

As indicated in the Chairman's statement, the Company aims to grow its dividend in real terms over time, subject to the underlying trend in the Company's net income. The Company has substantial levels of revenue reserves available to smooth the effect of temporary fluctuations in dividends from investments, where this is viewed as prudent and beneficial for shareholders. Shareholders agreed at the 2013 AGM to amend the Articles of Association to permit the distribution of Capital Reserves as dividends. The Company has stated that this is to confer flexibility in pursuing its investment objectives and that it would be the norm for dividend payments to be funded from revenue over the cycle.

The Board paid a final dividend for the previous year of 2.30p in June and an interim dividend of 2.05p in October for the year under review. The latter payment compared to a 2.00p dividend the year before. The Company has declared a final dividend for 2013 of 2.40p, making a total payment for the year of 4.45 pence per share. This is an increase of 3.5% on the previous year, which compares with a 2.8% rise in retail price inflation during the year.

Our revenue earnings per share during the year amounted to 4.41 pence per share. The income of the trust was impacted by the strength of sterling, particularly against the Yen and Australian dollar, with dividends from these countries accounting for approximately 24% of the portfolio's income.

Policy on gearing and the use of derivatives

Borrowings and gearing

The Company has the power under its Articles of Association to borrow up to 100% of the adjusted total of capital and reserves. In the past this has permitted the Board to seek to improve performance through gearing by borrowing amounts equivalent in value to shareholders' funds. In practice, the policy on gearing in recent years has been very low. Over the past five years gearing as defined on page 64 of the 2014 annual report has mostly varied between 0% and 5% with, on occasion, a small net cash position. At the end of January 2014, the Company was 3.2% geared. The gearing took the form of a bank debt facility.

In accordance with the Alternative Investment Fund Managers (AIFM) Directive, the Company was registered by the FCA as a Small Registered UK AIFM with effect from 1 April 2014. In preparation for registration, the Company repaid all its borrowings on 28 March 2014. To retain its Small Authorised UK AIFM, the Company is unable to employ gearing. It is therefore the Company's policy, subject to periodic review, not to employ gearing.

Further details of the Company's decision to register as a Small Registered UK AIFM can be found on page 21 of the 2014 annual report.

The Company's investment managers are not permitted to borrow within their portfolios but may hold cash if deemed appropriate.

Use of derivatives - policy

Aberdeen and Matthews are not permitted to use derivatives or to gear their portfolios and the Company does not use derivatives itself.

The Company has a 10% investment in a Dublin-domiciled open ended investment company (GaveKal) whose Articles of Association allow the use of currency and equity derivatives. The Fund, which is regulated under UCITS rules, does not employ leverage, other than on a short-term basis.

Market liquidity and discount policy

Your Board believes that it is in shareholders' interests to buy-back the Company's shares when they are standing at a substantial and anomalous discount to the Company's net asset value (NAV). The purchase of shares priced at a discount to NAV per share will, all other things being equal, increase the Company's NAV per share and benefit the Company's share price. During the year, the Company did not buy back any shares, as the level of demand in the market delivered a narrowing of the discount from the level which had prevailed in recent years. Since the year end, the Company has repurchased a total of 67,500 Ordinary shares for cancellation (as at 29 April 2014).

Marketing

Witan Pacific is a self-managed investment trust, so the purpose of "marketing" is to provide effective communication of developments at the Company to existing and potential shareholders to help sustain a liquid market in our shares. Clear communication of the Company's investment objective and its success in executing its strategy make it easier for investors to decide how Witan Pacific fits in with their own investment objectives. Other things being equal, this should help the shares to trade at a narrower discount, from which all shareholders would clearly benefit.

In view of these potential benefits, the Company has felt for many years that it is beneficial to incur the limited costs of operating a marketing programme (through Witan Investment Services) in order to disseminate information about our investment strategy and performance more widely. This programme communicates with private and professional investors, financial advisers and intermediaries using a range of media (including direct meetings, press interviews and advertising through traditional media and the internet). The Company also provides an informative and easy to use website (www.witanpacific.com) to enable investors to make informed decisions about including Witan Pacific shares in their investment portfolios.

Costs

Investment management fees

Each of the external managers is entitled to a base management fee rate, levied on the assets under management. In addition, one manager is entitled to a performance fee, calculated according to investment performance relative to the benchmark. The agreements can be terminated on one month's notice.

The Company's external investment managers may use certain services which are paid for, or provided by, various brokers. In return, they may place business, including transactions relating to the Company, with those brokers.

*       For a full breakdown of costs, see notes 3 and 4 on page 51 to 53 of the 2014 annual report.

**      Figures inclusive of fees paid to Witan Investment Services and fees paid to GaveKal of which £0.27m (2013: £0.19m) is charged to capital and therefore not included in the amounts charged to revenue in note 3 on page 51 of the 2014 annual report.

+       The figure for the year ended 31 January 2014 reflects a reduction in the previous level of provision for performance fees, see note 3 page 51 of the 2014 annual report.

Ongoing charges and costs

The ongoing charges figure ("OCF") (which is the recurring operating and investment management costs of the Company, expressed as a percentage of average net assets) was 1.00% for the year ended 31 January 2014, marginally higher than that for the year ended 31 January 2013 (0.98%). One manager (Aberdeen) continues to have a performance fee structure but since it underperformed its benchmark, there has been a reduction in the earlier provision for future performance fees. As a result, the ongoing charges figure (including performance fees) was 0.85%, lower than the basic ongoing charges figure and lower than the comparable figure for 2013 (1.29%).

The Company exercises strict scrutiny and control over costs. As a self-managed investment trust, any negotiated savings in investment management or other fees directly reduce the costs for shareholders.

This year, Witan Pacific has decided to present the information on costs, previously given in different parts of the Annual Report, in a single table on page 18 of the 2014 annual report. This indicates the main cost heading in money terms and as a percentage of net assets.

Corporate and operational structure

Operational management arrangements

In addition to the appointment of external investment managers, Witan Pacific contracts with third parties for the supporting services it requires, including:

· Witan Investment Services ("WIS") for Executive Management services.

· BNP Paribas Securities Services SA ("BNPSS") for, investment accounting and administration.

· JP Morgan Chase Bank for investment custody services.

· Capita Asset Services for company secretarial services.

· The Company also takes specialist advice on regulatory compliance issues and, as required, procures legal, investment consulting, financial and tax advice.

As with investment management, the contracts governing the provision of these services are formulated with legal advice and stipulate clear objectives and guidelines for the level of service required.

Premises and staffing

Witan Pacific has no premises or employees.

Environmental, human rights, employee, social and community issues

The Board recognises the requirement under Section 414 of the Companies Act 2006 to detail information about environmental matters (including the impact of the Company's business on the environment), employees, human rights, social and community issues; including information about any policies it has in relation to these matters and effectiveness of these policies. As the Company has no employees or policies in these matters this requirement does not apply.

The Board of Directors consists of three female and two male non-executive directors. It is the Directors' policy to appoint individuals on merit whilst taking into account the balance of skills and experience required by the Board.

Principal risks

Investment

The Company is a vehicle for overseas equity investment and is likely in normal conditions to be fully invested. The main risks of investing in the Company are a fall in equity prices and adverse movements in foreign currency exchange rates. Market risk and currency risk are an integral part of global equity investment and the Company does not specifically hedge against these risks but selects managers it believes have the skills to construct portfolios able to overcome them and deliver superior performance.

The portfolio's value can be affected by a range of factors, including Company performance, government policies, geopolitical events and the skills of the Investment Managers selected to manage the portfolio. The Board seeks to manage these risks through understanding the investment approach of the managers, regular monitoring and review of portfolio information, and analysis of the characteristics of the Company's overall combined portfolio.

The Company also bears the risk of settlement default by clearing houses and exchanges and the risk of delayed repossession or disputed title of the Company's assets in the event of failure of the Custodian.

The adverse effects of a failure, however defined, by one Investment Manager are reduced by the multi-manager structure, the different styles of the Investment Managers and by the Board's regular reviews of the Investment Managers' performance against the relevant Key Performance Indicators. In addition, the Company also faces the risk that its objective and strategy become inappropriate due to changes in the financial services and savings market. This is a matter which is reviewed regularly at meetings of your Board, which focus on investment policy, the role of marketing and discount control policies, as well as wider industry trends.

Operational

Comprehensive contractual obligations and indemnification provisions have been put in place with each of the third party service providers. Operationally, the multi-manager structure is robust, as the Investment Managers, the Custodian (JP Morgan) and the Fund Accountants (BNP Paribas) keep separate records which are reconciled regularly. In addition, our Executive Manager, Witan Investment Services Limited, monitors the activities of all third parties and reports any issues to the Board.

Tax and regulation

In order to qualify as an investment trust the Company must comply with sections 1158-9 of the Corporation Tax Act 2010 (CTA) to which reference is made on page 23 of the 2014 annual report under the heading "Status of the Company". A breach of these sections could result in the Company losing investment trust status and, as a consequence, capital gains realised within the Company's portfolio would be subject to Corporation Tax. The criteria are reported on by BNP Securities Services Limited and monitored by Witan Investment Services Limited on behalf of the Board.

In addition, there are regulatory risks. We are affected by a complex set of regulations and laws and changes in any of these may affect returns to shareholders. We expect regulation to increase, as demonstrated by new regulations, stemming from the US and Europe, which are due to take effect in 2014-15.

All of these risks are regularly reviewed by the Company's Audit and Management Engagement Committee and your Board takes professional legal, accounting and tax advice concerning any material proposed activity or emerging development affecting the Company's operations.

The Company must comply with the provisions of the Companies Act 2006 ("the Companies Act") and, as the Company's shares are Premium Listed for trading on the London Stock Exchange, the Company must comply with the UK Listing Authority's Listing Rules and Disclosure and Transparency Rules ("UKLA Rules"). A breach of the Companies Act could result in the Company and/or the directors being fined or becoming the subject of criminal proceedings. Breach of the UKLA Rules could result in the suspension of the Company's shares which would in turn lead to a breach of the provisions of the CTA.

As a Small Registered AIFM, the Company is subject to some ongoing FCA regulatory obligations.

These legal and regulatory requirements offer significant protection for shareholders. The Board relies on the Company Secretary, the Executive Manager and the Company's professional advisers to ensure compliance with the Companies Act and UKLA Rules.

The Audit and Management Engagement Committee regularly reviews the foregoing risks by maintaining a detailed record of the identified risks in the form of a Risk Matrix which assesses the likelihood of such risks occurring and the severity of the potential impact of such risks. This enables the Board to take action and develop strategies in order to mitigate the effect of such risks to the extent possible. An analysis of financial risks can be found in note 20 to the financial statements on pages 57 to 62 of the 2014 annual report.

Corporate governance

Details of the Company's compliance with corporate governance best practice are set out in the Corporate Governance Statement on pages 27 to 37 of the 2014 annual report.

Operational and regulatory risks are regularly and extensively reviewed by the Audit and Management Engagement Committee. WIS is subject to its own operating rules and regulations and is regulated by the Financial Conduct Authority ("FCA").

Information about securities carrying voting rights can be found in the Directors' Report on page 24 of the 2014 annual report.

Regulatory change

Retail Distribution Review (RDR)

The implementation of the Retail Distribution Review ("RDR") from 2013 increased the categories of new potential investors in Witan Pacific shares, given the increased level of qualification amongst Financial Advisers and the ending of the practice of product providers (principally open ended funds) paying commission to buyers of their units.

Another impact of the RDR has been that the number of self-directed investors making their own investment decisions has increased. This is a group that is already familiar with Witan Pacific, both through the Witan Wisdom savings scheme and from buying the Company's shares via online stockbrokers and execution-only platforms. We expect interest from self-directed investors to remain strong in the future. Discretionary managers and private client brokers, who invest on behalf of their clients, are also set to benefit from the RDR as increasing numbers of financial advisers outsource investment management to them.

The "AIFMD"

The Alternative Investment Fund Manager's ("AIFM") Directive became UK law in July 2013. Although many of the issues covered were already addressed by current regulation, it introduced changes to the rules governing entities, such as the Company, which are responsible for managing investment funds (including organisations where aspects of the management are delegated).

The Company reviewed the detail of the new regulations and decided, following a careful analysis of the cost and benefit to shareholders of appointing a full AIFM, to apply for registration itself as a Small Registered AIFM under the UK regulation to the Directive. The registration as a Small Registered AIFM was subsequently approved by the FCA with effect from 1 April 2014. This policy will be kept under review in the future, in the light of all the relevant factors.

Details of how registration affects the Company's policy on gearing is set out on page 17 of the 2014 annual report.

It remains the Company's policy to meet best practice in complying with all applicable regulations, as an important part of delivering returns to shareholders and safeguarding the Company's assets.

The Strategic Report has been signed for and on behalf of the Board by

Gillian Nott

Chairman

29 April 2014

DIRECTORS' REPORT

Statutory information

at 31 January 2014

The Directors have pleasure in presenting their Annual Report and the audited Financial Statements of the Company for the year ended 31 January 2014.

Status of the Company

The Company is an investment company as defined by Section 833 of the Companies Act 2006.

The Company operates as an investment trust in accordance with Sections 1158-1159 of the Corporation Tax Act 2010 and the Investment Trust (Approved Company) (Tax) Regulations 2011. HM Revenue & Customs' ("HMRC") approval of the Company's status as an investment trust has been received in respect of the year ended 31 January 2014. This approval is subject to there being no subsequent enquiry under corporation tax self-assessment. In the opinion of the Directors, the Company has subsequently conducted its affairs so that it would continue to qualify.

The Company's shares are eligible for inclusion in an Individual Savings Account ("ISA").

Strategic Report

The Strategic Report on pages 2 to 21 of the 2014 annual report has been prepared in accordance with the requirements of section 414 of the Companies Act 2006 ("section 414"). It is designed to provide shareholders with information about the Company's business and its results for the year ended 31 January 2014 and contains financial and where applicable, non-financial key performance indicators ("KPIs") and principal risks facing the Company. The Directors consider that, in line with the activities and objectives of the Company, the KPIs set out on page 16 of the 2014 annual report are those which communicate the performance of the Company.

Internal controls and risk management systems

The Board has established an ongoing process for identifying, evaluating and managing signicant risks faced by the Company. This is described in more detail on page 37 of the 2014 annual report.

Share capital

At 31 January 2014, there were 66,048,000 Ordinary shares of 25p each in issue (2013: 66,048,000 Ordinary shares). At the 2013 AGM the Directors were granted authority to buy-back up to a maximum of 9,900,595 Ordinary shares; such authority will expire at the conclusion of the 2014 AGM. During the year to 31 January 2014, no shares were bought back by the Company. Since the year end, the Company has repurchased a total of 67,500 Ordinary shares for cancellation (as at 29 April 2014), with a nominal value of £16,875 and being 0.10% of the issued Ordinary share capital at 31 January 2014. The total consideration for these repurchases was £144,243.50. At 29 April 2014, there were 65,980,500 Ordinary shares of 25p each in issue. No shares were held in treasury. Each Ordinary share carries one vote.

Results and Dividend

Administration and company secretarial services

Fund accounting administration services are provided to the Company by BNP Paribas Securities Services ("BPSS") pursuant to an Agreement dated 22 March 2005 as amended between the Company and BNP Paribas Fund Services UK Limited and novated to BPSS on 1 December 2008. The fee for these services is £40,000 per annum plus an ad valorem charge of £43,000. The Agreement with BPSS continues until terminated by either party on giving not less than six months' written notice.

Capita Company Secretarial Services (part of Capita Asset Services ("CAS")) provides company secretarial services pursuant to an Agreement dated 1 January 2013, for a fee of £45,000 per annum. The Agreement with CAS continues until terminated by either party on giving at least six months' written notice.

Directors

The Directors of the Company at the date of this Report, and their biographical details, are shown on page 22 of the 2014 annual report.

Information about securities carrying voting rights

No changes to these holdings have been notified as at the date of this report.

The following information is disclosed in accordance with the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 and DTR 7.2.6 of the FCA Disclosure and Transparency Rules.

· In respect of the Company's shares, there are no:

(i)     restrictions on the transfer of or in respect of the voting rights of the Company's shares;

(ii)     agreements, known to the Company, between holders of securities regarding the transfer of such shares;

(iii)    special rights with regard to control of the Company attaching to any such shares; and

(iv)    restrictions on voting rights and agreements which may result in such restrictions.

· Details of the significant direct or indirect holdings of the Company's shares are shown in the table below.

· The rules on the appointment and replacement of the Directors are set out in the Company's Articles of Association (the Articles).

· The Company may by ordinary resolution suspend or relax to any extent, in respect of any particular matter, any provision of the Articles prohibiting a Director from voting at a meeting of the Directors or of a Committee of the Directors.

· Subject to the provisions of the Companies Act, the Articles, and to any directions given by special resolution, the business of the Company shall be managed by the Directors who may exercise all the powers of the Company. The powers shall not be limited by any special power given to the Directors by the Articles and a meeting of the Directors at which a quorum is present may exercise all powers exercisable by the Directors.

· There are no agreements:

(i)     to which the Company is a party that might affect its control following a takeover bid; and

(ii)     between the Company and its Directors concerning compensation for loss of office.

Substantial share interests

Source: RDIR share register analysis.

Going concern

The activities of the Company, together with the factors likely to affect its future development, performance, financial position, its cash flows and liquidity position are described in the Strategic Report on pages 15 to 21 of the 2014 annual report. In addition, the Company's policies and processes for managing its key risks are described in note 20 on pages 57 to 62 of the 2014 annual report.

The assets of the Company consist mainly of securities which are readily realisable, and, as at 31 January 2014 the Company's total assets less current liabilities were in excess of £159 million.

As a consequence, the Directors believe that the Company continues to be well placed to manage its business risks successfully. After making enquiries, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing this Annual Report and Accounts.

Resolutions of the Annual General Meeting

Resolutions 10 to 12 seek shareholders' approval for the following authorities to be granted for a period of 15 months or until the conclusion of the 2015 Annual General Meeting ("AGM") if earlier.

Authority to allot shares generally

Resolution 10 authorises the Board to allot shares generally and unconditionally in accordance with Section 551 of the Companies Act 2006 up to an aggregate nominal value of £2,474,269, representing 15% of the issued share capital at the date of this report.

Authority to dis-apply pre-emption rights and to sell or transfer Treasury shares

Resolution 11 authorises the Board to allot shares or to sell or transfer any shares held in treasury for cash in the circumstances described in the Resolution otherwise than on a pro rata basis up to an aggregate nominal value of £824,756, representing 5% of the issued share capital at the date of this report.

The Directors do not intend to allot Ordinary shares pursuant to this authority other than to take advantage of opportunities in the market as they arise and would do so only if they believe it to be advantageous to the Company's existing shareholders and would not result in any dilution of the net asset value per Ordinary share.

Authority for the Company to purchase and cancel its own Ordinary shares and to hold Treasury shares

Resolution 12 authorises the Company to purchase its own shares in the market up to a maximum of 9,890,477 Ordinary shares representing 14.99% of the issued share capital (excluding treasury shares) at the date of this Report. The shares would be bought for a minimum of 25p per share and a maximum of 5% above the average of the Daily Official List middle market quotation for the five business days immediately preceding the date of purchase. The authority will allow the Company to hold Ordinary shares so purchased in treasury, as an alternative to immediate cancellation, provided that the number of Ordinary shares held in treasury is not at any time more than 10% of the Company's issued share capital.

Authority to hold general meetings on less than 21 clear days notice

Resolution 13 authorises the Company to hold a general meeting, which is not an annual general meeting, on 14 clear days' notice. The Company will always try to give shareholders as much notice as possible of any general meeting, however, the authority would provide the Company with flexibility where action needs to be taken quickly.

Recommendation

The Board considers that all of the Resolutions, and particularly 10 to 12 are likely to promote the success of the Company and are in the best interests of the Company and its shareholders as a whole. The Directors unanimously recommend that you vote in favour of the Resolutions as they intend to do in respect of their own beneficial holdings.

Independent auditors

PricewaterhouseCoopers LLP, the independent auditors of the Company, have indicated their willingness to continue in office. The Audit and Management Engagement Committee has responsibility for making a recommendation to the Board on the reappointment of the external auditors. After careful consideration of the services provided to the Company during the year and a review of the effectiveness of the external auditors; the Audit and Management Engagement Committee has recommended that PricewaterhouseCoopers LLP be reappointed as the Company's auditors. Accordingly, resolutions are to be proposed at the forthcoming AGM for their reappointment and to authorise the Directors to agree their remuneration for the ensuing year.

Disclosure of information to auditors

The Directors who held office at the date of the approval of the Directors' Report confirm that, so far as they are aware, there is no relevant audit information of which the Company's auditors are unaware. Each Director has taken all steps that they ought to have taken as a Director to make themselves aware of any relevant audit information and to establish that the Company's auditors are aware of this information. This confirmation is given and should be interpreted in accordance with the provisions of Section 418 of the Companies Act 2006.

Greenhouse gas emissions

The Company has no employees or property, and it does not combust any fuel or operate any facility. The Company does not purchase electricity, heat, steam or cooling for its own use. Accordingly, the measurable amount of carbon dioxide equivalent produced by the Company annually is zero tonnes.

The Company outsources all services on a fee basis, and, as such it is not practical to attempt to measure or quantify emissions in respect of any outsourced energy use.

Annual General Meeting

The AGM of the Company will be held on Monday, 9 June 2014 at 12 noon in the Piper Room, Grocers' Hall, Princes Street, London EC2R 8AD.

By order of the Board

Capita Company Secretarial Services Limited

Corporate Company Secretary

29 April 2014

Statement of directors' responsibilities

in respect of the Annual Report, the Directors' Remuneration Report and the Financial Statements

The Directors are responsible for preparing the Annual Report, the Directors' Remuneration Report and the Financial Statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have prepared the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the net return or loss of the Company for that year. In preparing these financial statements, the Directors are required to:

· select suitable accounting policies and then apply them consistently;

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

· state whether applicable UK Accounting Standards have been followed subject to any material departures disclosed and explained in the financial statements; and

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

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

The financial statements are published on www.witanpacific.com, which is a website maintained by the Company's Executive Manager, Witan Investment Services Limited ("Witan"). The Directors are responsible for the maintenance and integrity of the Company's website. The work carried out by the Auditors does not involve consideration of the maintenance and integrity of the website and accordingly, the Auditors accept no responsibility for any changes that have occurred to the Annual Report and Financial Statements since they were initially presented on the website. Legislation in the United Kingdom governing the preparation and dissemination of the financial statements may differ from legislation in other jurisdictions.

The Directors consider that the Annual Report and accounts as a whole, are fair, balanced and understandable and provide the necessary information for shareholders to assess the Company's performance, business model and strategy.

Statement under DTR 4.1.12

Each of the Directors, whose names and functions are listed on page 23 of the 2014 annual report, confirm that, to the best of their knowledge:

· the financial statements, which have been prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), give a true and fair view of the assets, liabilities, financial position and net return of the Company;

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

On behalf of the Board

Gillian Nott

Chairman

29 April 2014

Income statement

for the year ended 31 January 2014

All revenue and capital items in the above statement derive from continuing operations. The total columns of this statement represent the profit and loss account of the Company. The revenue return and capital return columns are supplementary to this and are prepared under guidance published by the Association of Investment Companies.

The Company had no recognised gains or losses other than those disclosed in the Income Statement.

There is no material difference between the net return on ordinary activities before taxation and the net return for the financial year stated above and their historical costs equivalents.

The notes on pages 49 to 62 of the 2014 annual report form an integral part of these financial statements.

Reconciliation of movements in shareholders' funds

for the year ended 31 January 2014

The notes on pages 49 to 62 of the 2014 annual report form an integral part of these financial statements.

Balance sheet

at 31 January 2014

The financial statements on pages 45 to 62 of the 2014 annual report were authorised and approved by the Board of Directors on 29 April 2014 and signed on its behalf by:

Gillian Nott, Chairman

The notes on pages 49 to 62 of the 2014 annual report form an integral part of these financial statements.

Company Registration Number 91798

Cash flow statement

for the year ended 31 January 2014

The notes on pages 49 to 62 of the 2014 annual report form an integral part of these financial statements.

Notes to the financial statements

for the year ended 31 January 2014

1 Significant accounting policies

(a) Basis of accounting

The financial statements have been prepared on a going concern basis and under the historical cost convention, modified to include revaluation of fixed asset investments and derivative financial instruments at fair value through profit or loss and in accordance with the Companies Act 2006, accounting standards applicable in the United Kingdom and with the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies' revised January 2009 (the revised SORP). The accounting policies have been applied consistently throughout the year.

Presentation of Income Statement

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

(b) Valuation of investments

Listed investments have been designated by the Board as held at fair value through profit or loss and accordingly are valued at fair value, deemed to be bid market prices for quoted investments.

Changes in the fair value of investments held at fair value through profit or loss and gains and losses on disposal are recognised in the Income Statement as "Gains or losses on investments held at fair value through profit or loss". Also included within this caption are transaction costs in relation to the purchase or sale of investments, including the difference between the purchase price of an investment and its bid price at the date of purchase. All purchases and sales are accounted for on a trade date basis.

(c) Foreign currency

The results and financial position of the Company are expressed in pounds sterling, which is the functional and presentation currency of the Company. The Directors, having regard to the currency of the Company's share capital and the predominant currency in which the Company operates, have determined the functional currency to be pounds sterling. The results and financial position of the Company are therefore expressed in pounds sterling.

Transactions recorded in foreign currencies during the year are translated into sterling at the appropriate daily exchange rates. Monetary assets and liabilities denominated in overseas currencies (including equity investments) at the Balance Sheet date are translated into sterling at the exchange rates ruling at that date.

Any gains or losses on the translation of foreign currency balances, whether realised or unrealised, are taken to the capital or the revenue return of the Income Statement, depending on whether the gain or loss is of a capital or revenue nature.

(d) Income

Income from equity shares is brought into the revenue return of the Income Statement (except where, in the opinion of the Directors, its nature indicates it should be recognised as capital return) on the ex-dividend date or, where no ex-dividend date is quoted, when the Company's right to receive payment is established.

Dividends receivable are accounted for on the basis of gross income actually receivable, without adjustment for the tax credit attaching to the dividends.

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

Bank interest, underwriting commission and stock lending fees are accounted for on an accruals basis.

(e) Expenses including finance costs

Finance costs are accounted for on an accruals basis. Finance costs are fully allocated to revenue.

Management fee rebates of the fee on the GaveKal Asian Opportunities UCITS Fund are credited against Management fees paid.

All expenses are charged to the revenue return of the Income Statement, with the exception of the following which are charged to the capital return of the Income Statement:

· performance fees/repayments insofar as they relate to capital performance;

· expenses incurred buying back the Company's own shares; and

· expenses incidental to the acquisition or disposal of investments.

All expenses are accounted for on an accruals basis.

(f) Taxation

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

Deferred taxation is provided on all timing differences that have originated but not been reversed by the Balance Sheet date other than those differences regarded as permanent. This is subject to deferred tax assets only being recognised if it is considered more likely than not that there will be suitable profits from which the reversal of timing differences can be deducted. Any liability to deferred tax is provided at the average rate of tax expected to apply. Deferred tax assets and liabilities are not discounted to reflect the time value of money.

(g) Bank borrowings

Interest bearing bank loans are recorded as the proceeds are received, net of direct issue costs. Finance charges, including interest payable, premiums on settlement or redemption and direct issue costs are accounted for on an accruals basis in the Income Statement using the effective interest rate method and are added to the carrying amount of the instrument to the extent that they are not settled in the period in which they arise.

(h) Segmental reporting

The Directors are of the opinion that the Company is engaged in a single segment of business being investment business.

(i) Repurchase of Ordinary shares

The cost of repurchasing Ordinary shares including related stamp duty and transaction costs is taken directly to equity and dealt with in the Reconciliation of Movements in Shareholders' Funds. Share repurchase transactions are accounted for on a trade date basis.

The nominal value of Ordinary share capital repurchased for cancellation is transferred out of share capital and into the capital redemption reserve.

(j) Capital reserves

Capital reserve arising on investments sold

The following transactions are accounted for in this reserve:

· gains and losses on the realisation of fixed asset investments;

· realised exchange differences of a capital nature;

· costs of professional advice, including irrecoverable VAT, relating to the capital structure of the Company;

· other capital charges and credits charged or credited to this account in accordance with the above policies; and

· cost of purchasing Ordinary share capital.

Capital reserve arising on investments held

The following transactions are accounted for in this reserve:

· increase and decrease in the valuation of investments held at year end; and

· unrealised exchange differences of a capital nature.

(k) Dividends payable

In accordance with FRS 21 final dividends are not accrued in the financial statements unless they have been approved by shareholders before the Balance Sheet date. Interim dividends are recorded in the financial statements when they are paid. Dividends payable to equity shareholders are recognised in the Reconciliation of Movements in Shareholders' Funds when they have been approved by shareholders in the case of a final dividend, or paid in the case of an interim dividend and become a liability of the Company.

(l) Critical accounting estimates

The preparation of financial statements requires the directors to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources.

The critical estimates and assumptions relate, in particular, to the calculation of performance fees, as summarised in note 3 below. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

2 Investment income

*       The management fee stated above includes fees paid to Witan Investment Services of £220,000 (2013: £200,000).

+       This figure relates to a rebate of management fees associated with the GaveKal OEIC.

On 27 May 2005, the Company appointed Witan Investment Services Limited as Executive Manager and Aberdeen Asset Managers Limited and Nomura Asset Management U.K. Limited as Investment Managers. In April 2012, the Company appointed Matthews International Capital Management LLC and GaveKal Capital Limited to replace Nomura. Each Management Agreement can be terminated at one month's notice in writing. Each Investment Manager is entitled to a base management fee, at rates between 0.20% and 0.75% per annum, calculated according to the value of the assets under their management; Aberdeen is also entitled to a performance fee based on relative outperformance against the MSCI AC Asia Pacific Index (sterling adjusted total return). The performance fee is calculated according to investment performance over a three year rolling period and is payable at a rate of 15% of the calculated outperformance relative to the benchmark (subject to a cap).

For the year ended 31 January 2014, the management fee increased as it was the first full year in which Matthews International Capital Management LLC was appointed (who have a higher base management fee than Nomura's but do not have a performance fee).

The provisions included in the Income Statement at 31 January 2014, are calculated on the actual performance of Aberdeen relative to the benchmark index. The provision assumes that both the benchmark index remains unchanged and that Aberdeen's assets under management perform in line with the benchmark index to 31 May 2014, being the date the next performance period ends. In addition, provisions have been made for the performance periods ending 31 May 2015 and 31 May 2016, on the assumption that Aberdeen performs in line with the benchmark to each period end. The total of these provisions amounts to £nil.

4 Other expenses

*       The marketing expense stated above includes fees paid to Witan Investment Services of £75,000 (2013: £75,000).

**      Charges for other services provided by the auditors in the year ended 31 January 2014 were in relation to tax compliance work (including iXBRL).

5 Finance charges

6 Taxation on ordinary activities

(a) Analysis of tax charge for the year

(b) Factors affecting the charge for the year

The standard rate of corporation tax in the UK changed from 24% to 23% with effect from 1 April 2013. Accordingly, the Company's profits for this accounting period are taxed at an effective rate of 23.17%.

The taxation assessed for the year is lower than the standard rate of corporation tax in the UK for a large company of 23.17% (2013: 24.33%).

*       These items are not subject to corporation tax within an investment trust company provided the Company obtains approval from HM Revenue & Customs that the requirements of Section 1158-1159 of the Corporation Tax Act 2010 have been met.

(c) Deferred tax

The Company has not recognised a deferred tax asset of £1,788,000 (2013: £1,651,000) arising as a result of excess management expenses and interest paid. These expenses will only be utilised if the Company has profits chargeable to corporation tax in the future. It is unlikely that the Company will generate sufficient taxable profits in the future to utilise these expenses and deficits and therefore no deferred tax asset has been recognised.

(d) Protective claim

Witan Pacific has filed protective claims with HMRC and the UK High Court in order to seek recovery of potentially overpaid taxes from HMRC in relation to the UK's pre - 2009 dividend tax rules.  The claims cover historic periods in which Witan Pacific paid UK tax under Schedule D Case V.  In such periods, Witan Pacific is seeking recovery of the tax paid together with interest on a compound basis. No tax or related interest recovery has been accrued or recognised as a contingent asset, as the outcome of lead cases in this area is expected to remain uncertain for several years.

7 Return/(loss) per Ordinary share

The total return per Ordinary share is based on the net loss attributable to the Ordinary shares of £11,015,000 (2013 net return: £21,917,000) and on 66,048,000 Ordinary shares (2013: 66,101,540) being the weighted average number of shares in issue during the year.

The total return can be further analysed as follows:

The Company does not have any dilutive securities.

8 Dividends

The proposed final dividend for the year ended 31 January 2014 is subject to approval by shareholders at the AGM and has not been included as a liability in these financial statements.

The total dividend payable in respect of the financial year which meets the requirements of Section 1158 of the Corporation Tax Act 2010 is set out below.

All current year income has been distributed, the shortfall of £28,000 has been transferred from revenue reserves.

9 Investments held at fair value through profit or loss

Purchase transaction costs for the year ended 31 January 2014 were £43,000 (2013: £114,000 including transition costs). Sale transaction costs for the year ended 31 January 2014 were £56,000 (2013: £173,000 including transition costs). These comprise mainly charges and commission.

Gains on investments

Substantial interests

At 31 January 2014 the Company held more than 3% of one class of the share capital of one of the undertakings held as investments (2013: one).

This consisted of GaveKal Asian Opportunities UCITS Fund and was 4.84% at 31 January 2014 (31 January 2013: 4.64%).

10 Debtors

The effective interest rate on the loan at 31 January 2014 was 1.9% (2013: 2.3%).

The bank loan is a multi-currency revolving advance facility with a commitment period ending on 20 August 2014. Since the year end, the Company has repaid all outstanding sums connected with this facility.

12 Creditors: amounts falling due within one year

13 Provisions for liabilities and charges

Provisions in respect of future years' performance fees:

The figures above represent the estimated performance fees payable for the 3 year performance fee periods ending 31 May 2015 and 31 May 2016. This accrual is based on actual performance to 31 January 2014 and the assumption that Aberdeen performs in line with the benchmark from 31 January 2014 to the end of each fee period. Changes in the level of accrual for future performance periods could arise for one of three principal reasons: a change in the degree of relative performance, the time elapsed (since this would increase the proportion of the rolling three-year performance period to which the performance calculation would be applied) or the termination of Aberdeen's contract.

14 Called up share capital

*       No Ordinary shares were purchased and cancelled during the year (2013: 186,868) at a total cost of £nil (2013: £369,000).

15 Capital redemption reserve

16 Reserves

Under the terms of the Company's Articles of Association, sums standing to the credit of Capital Reserves are available for distribution only by way of redemption or purchase of any of the Company's own shares and by way of dividend. The Company may only distribute accumulated "realised" profits.

17 Net asset value per Ordinary share

Net asset values are based on net assets of £159,746,000 (2013: £173,634,000) and on 66,048,000 (2013: 66,048,000) Ordinary shares in issue at the year end.

18 Reconciliation of net return/(loss) before finance charges and taxation to net cash inflow from operating activities

20 Risk management policies and procedures

As an Investment Trust the Company invests in equities and other investments for the long-term so as to achieve its objective as stated on page 1 of the 2014 annual report. In pursuing its investment objective, the Company is exposed to a variety of financial risks that could result in either a reduction in the Company's net assets or a reduction in the revenue available for distribution by way of dividends.

These financial risks: market risk (comprising market price risk, currency risk and interest rate risk), liquidity risk and credit risk, and the Directors' approach to the management of these risks, are set out below. The Board of Directors and the Executive Manager coordinate the Company's risk management. The overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Company's financial performance.

The Board determines the objectives, policies and processes for managing the risks that are set out below, under the relevant risk category. The policies for the management of each risk have not changed from the previous accounting period.

(a) Market risk

The fair value of a financial instrument held by the Company may fluctuate due to changes in market prices. Market risk comprises - market price risk (see note 20(b)), currency risk (see note 20(c)) and interest rate risk (see note 20 (d)). The Investment Managers assess the exposure to market risk when making each investment decision, and monitor the overall level of market risk on the whole of the investment portfolio on an ongoing basis.

(b) Market price risk

Market price risks (i.e. changes in market prices other than those arising from interest rate risk or currency risk) may affect the value of the quoted investments.

Management of the risk

The Board of Directors manages the risks inherent in the investment portfolios by ensuring full and timely access to relevant information from the Investment Managers. The Board meets regularly and at each meeting reviews investment performance. The Board monitors the Investment Managers' compliance with the Company's objectives, and is directly responsible for oversight of the investment strategy and asset allocation.

The Market value of quoted investments at 31 January 2014 was £164,807,000 (2013: £180,945,000).

Concentration of exposure to market price risk

A geographical analysis of the Company's investment portfolio is shown on page 9 of the 2014 annual report. This shows the significant amounts invested in Australia, China, Hong Kong, Japan and Singapore. Accordingly, there is a concentration of exposure to those countries, though it is recognised that an investment's country of domicile or of listing does not necessarily equate to its exposure to the economic conditions in that country.

Market price risk sensitivity

The following table illustrates the sensitivity of the return after taxation for the year and the equity to an increase or decrease of 25% (2013: 25%) in the fair value of the Company's investments. This level of change is considered to be reasonably possible based on observation of current market conditions. The sensitivity analysis is based on the Company's investments at each balance sheet date and the investment management fees for the year ended 31 January 2014, with all other variables held constant.

(c) Currency risk

Most of the Company's assets, liabilities and income are denominated in currencies other than sterling (the Company's functional currency, and in which it reports its results). As a result, movements in exchange rates may affect the sterling value of those items.

Management of the risk

The Investment Managers monitor the Company's exposure to foreign currencies and report to the Board on a regular basis. The Executive Manager monitors the risk to the Company of the foreign currency exposure by considering the effect on the Company's net asset value and income of a movement in the exchange rates to which the Company's assets, liabilities, income and expenses are exposed.

Income denominated in foreign currencies is converted into sterling on receipt. The Company does not use financial instruments to mitigate the currency exposure in the period between the time that income is included in the financial statements and its receipt.

Foreign currency exposure

The table below shows, by currency, the split of the Company's non-sterling monetary assets and investments that are denominated in currencies other than sterling.