BlackRock Energy and Resources Income Trust
plc
LEI: 54930040ALEAVPMMDC31
Annual Report and Financial Statements 30 November 2023
Performance Record
|
As at
30 November
2023
|
As at
30 November
2022
|
|
|
|
|
|
Net assets (£’000)1
|
162,362
|
194,708
|
|
Net asset value per ordinary share (pence)
|
123.58
|
144.92
|
|
Ordinary share price (mid-market) (pence)
|
110.40
|
135.00
|
|
Discount to net asset value2
|
10.7%
|
6.8%
|
|
|
For the year
ended
30 November
2023
|
For the year
ended
30 November
2022
|
|
Performance (with dividends reinvested)
|
|
|
|
Net asset value per share2
|
-11.8%
|
44.5%
|
|
Ordinary share price2
|
-15.2%
|
44.8%
|
|
|
For the year
ended
30 November
2023
|
For the year
ended
30 November
2022
|
Change
%
|
Revenue
|
|
|
|
Net profit on ordinary activities after taxation (£’000)
|
5,774
|
6,394
|
-9.7
|
Revenue earnings per ordinary share (pence)3
|
4.39
|
4.99
|
-12.0
|
Dividends (pence)
|
|
|
|
1st interim
|
1.100
|
1.100
|
–
|
2nd interim
|
1.100
|
1.100
|
–
|
3rd interim
|
1.100
|
1.100
|
–
|
4th interim
|
1.125
|
1.100
|
2.3
|
|
----------------
|
----------------
|
----------------
|
Total dividends paid
|
4.425
|
4.400
|
0.6
|
|
==========
|
==========
|
==========
|
1 The
change in net assets reflects portfolio movements, the issue and
repurchase of shares and dividends paid during the year.
2 Alternative
Performance Measures, see Glossary contained within the Annual
Report and Accounts.
3 Further
details are given in the Glossary contained within the Annual
Report and Accounts.
CHAIRMAN’S STATEMENT
Dear Shareholder
OVERVIEW
At the start of the year and through into the first half of 2023,
markets as a whole were buoyed up by the technology sector, and
optimism that interest rates might be close to their peak. The
global economy performed well at the start of the year, supported
by factors such as falling energy prices, strong consumer balance
sheets and the reopening of the Chinese economy. However,
relatively quickly, positive momentum stalled as global
manufacturing activity receded and China’s economy, usually a major
demand engine, delivered a disappointing rebound. By the end of the
first half of the year, many investors were concerned about
recession risk, and most mined commodity prices had fallen below
the level where they started.
All nations attending the 28th United Nations Conference of the
Parties (COP28) climate summit in
Dubai formally agreed to
transition away from fossil fuels and rapidly ramp up production of
renewable energy. However, it is clear that traditional commodities
and the companies which produce them, whether in energy or mining,
will have a role to play in the transition towards net zero carbon
emissions over the coming decades.
The Energy Transition portion of the portfolio suffered due to the
impact of cost inflation, the challenges faced by companies in this
sector and the pressure from a higher cost of capital arising from
interest rate rises, which caused some dramatic share price falls.
These declines have started to present some opportunities to invest
in companies that have strong long-term fundamentals but were
overvalued until recently. Your Company’s portfolio is
well-positioned to take advantage of these trends, as the portfolio
managers increased Traditional Energy exposure slightly through
2023 to 30.6% at the end of the year, and moved to a higher
weighting in the Energy Transition sector to 24.9% at 30 November 2023.
Our portfolio managers provide a detailed description of the main
contributors and detractors to performance during the period,
insight into the positioning of the portfolio and their views on
the outlook for the forthcoming year in their report which follows
and is contained in the Annual Report and Accounts.
I am also pleased to be able to tell you that the Company won the
Investment Week Investment Company of the Year Award 2023 –
Commodities and Resources category. The Company also won the
CityWire Investment Trust Award 2023 - Special Equities Trust. I am
sure shareholders will join me in congratulating the investment
team on these achievements.
PERFORMANCE
During the year ended 30 November
2023, the Company’s net asset value (NAV) per share returned
-11.8% and the share price returned -15.2% (both percentages in
Pound Sterling terms with dividends reinvested). The Company’s
objectives are to achieve both an annual dividend target and, over
the long term (see table below), capital growth. Consequently, the
Board does not formally benchmark performance against mining and
energy sector indices as meeting a specific dividend target is not
within the scope of these indices. However, to set the performance
above in the context of the market backdrop, the MSCI ACWI Select
Metals & Mining Producers Ex Gold and Silver IMI Net Index
returned -5.5%, the S&P Global Clean Energy Index returned
-36.4% and the MSCI World Energy Index returned -6.8% during the
year ended 30 November 2023 (all
percentages in Pound Sterling terms with dividends
reinvested).
CUMULATIVE PERFORMANCE AS AT 30
NOVEMBER 2023
Performance to 30 November 2023
|
1 Year
change
%
|
2 Years
change
%
|
3 Years
change
%
|
5 Years
change
%
|
Since
inception2
%
|
|
|
|
|
|
|
Net Asset Value (with dividends reinvested)1
|
-11.8
|
27.5
|
71.2
|
103.6
|
212.1
|
Share price (with dividends reinvested)1
|
-15.2
|
22.8
|
73.9
|
99.2
|
179.4
|
1 Alternative
Performance Measures. Further details of the calculation of
performance with dividends reinvested are given in the Glossary
contained within the Annual Report and Accounts.
2 The
Company was launched on 13 December
2005.
As noted above, the Board does not formally benchmark the Company’s
performance against Mining and Energy sector indices; however, for
internal monitoring purposes, the Board compares the performance of
the portfolio against a bespoke internal Mining and Energy
composite index. The neutral sector weightings of this bespoke
index are 40% Mining, 30% Traditional Energy and 30% Energy
Transition.
Further information on investment performance is given in the
Investment Managers’ Report.
REVENUE RETURN AND DIVIDENDS
The Company’s revenue earnings per share for the year to
30 November 2023 was 4.39 pence per share, a 12.0% decrease compared
to the prior year revenue earnings per share of 4.99 pence. The weakening US Dollar contributed
to the reduction in earnings, as many resource company dividends
are paid in US Dollars. The Board’s dividend target for 2023 was to
declare quarterly dividends of at least 1.10
pence per share in the year to 30
November 2023, making a total of at least 4.40 pence per share for the year as a whole.
However, the Board is cognisant of the importance of dividends to
its shareholders and the need to balance growth in dividend with
its sustainability. Consequently it announced in December 2023 that it would pay a fourth
quarterly dividend for the year to 30
November 2023 of 1.125 pence
per share (making total dividend payment for the year of
4.425 pence per share) and also
increased the annual dividend target for the year to 30 November 2024 to 4.50
pence per share (an increase of 2.3% compared to the
previous target). This target represents a yield of 4.1% based on
the share price of 110.40 pence per
share as at 30 November 2023, and
4.1% based on the share price at the close of business on
26 January 2024. This dividend target
should not be interpreted as a profit forecast.
The Company may also write options to generate revenue earnings,
although the portfolio managers’ focus is on investing the
portfolio to generate an optimal level of total return without
striving to meet an annual income target and they will only
undertake option transactions to the extent that the overall
expected contribution is beneficial to total return.
GEARING
The Company operates a flexible gearing policy which depends on
prevailing market conditions. It is not intended that gearing will
exceed 20% of the gross assets of the Company. The maximum gearing
used during the period was 13.7%, and the level of gearing at
30 November 2023 was 8.1%. Average
gearing over the year to 30 November
2023 was 8.4%. For calculations, see the Glossary
contained within the Annual Report and Accounts.
MANAGEMENT OF SHARE RATING
The Directors recognise the importance to investors that the
Company’s share price should not trade at a significant premium or
discount to NAV, and therefore, in normal market conditions, may
use share buybacks, sales of shares from treasury and share issues
to ensure that the share price is broadly in line with the
underlying NAV.
The Company’s shares started the year under review trading at a
discount of 6.8%; this narrowed to 3.4% in December 2022 and subsequently the shares moved
to trade fairly consistently at a premium from January 2023 to mid-February 2023. To manage the premium, the
Company issued new shares into market demand in January and
February 2023. During the year ended
30 November 2023, the Company issued
1,230,000 shares for net proceeds of £1,789,000 at an average
premium of 1.6%. At the Company’s Annual General Meeting held on
13 March 2023, the Company was
granted authority to allot up to 26,981,238 shares and/or sell the
same amount of shares held in treasury on a non-pre-emptive basis
(being equivalent to 20 per cent of share capital in issue at that
time). Since mid-February 2023 the
Company’s shares have been trading at a discount, which widened in
line with many investment trusts. Since 31
May 2023 the discount has widened out again, and during the
year, the Company has bought back 4,200,000 shares for costs of
£4,837,000 and at an average discount of 10.0%. Since the year end
and up to 26 January 2024, the
Company bought back 1,800,000 ordinary shares for a net
consideration of £2,014,000 at an average discount of 10.6%. As at
26 January 2024 the Company’s shares
were trading at a discount of 11.2%.
BOARD COMPOSITION
The Board supports the increasing focus on independence, tenure and
succession planning set out in the updated Financial Reporting
Council’s review of the UK Corporate Governance Code. Carol Bell, having served nine years on the
board, has advised the Board that she will step down from the Board
at the conclusion of this year’s AGM. I would like to take this
opportunity to thank Carol for the benefit of her expertise and
experience and her contribution to the Board during her tenure. We
wish her well for the future. With this in mind, the Board
commenced a search in 2023 to identify a new director to join the
Board, assisted by a third-party recruitment firm, Cornforth
Consulting Limited. Following a detailed evaluation of each of the
candidates, the Board selected Anne Marie
Cannon who was subsequently appointed with effect from
16 January 2024. As at the date of
this report the Board consists of five independent Non-executive
Directors. In accordance with best practice and good corporate
governance, the Directors continue to submit themselves for annual
re-election, Anne Marie Cannon will
submit herself for election at this year’s AGM.
Further information on all of the Directors can be found in their
biographies contained within the Annual Report and Accounts.
Information on the recruitment and selection process undertaken and
details of the Board’s policy on director tenure and succession
planning can be found in the Directors’ Report contained within the
Annual Report and Accounts.
ANNUAL GENERAL MEETING ARRANGEMENTS
The AGM will be held in person at 12:00 p.m.
on Friday, 15 March 2024 at
the offices of BlackRock at 12 Throgmorton Avenue, London EC2N 2DL.
The Board very much looks forward to meeting shareholders and
answering any questions you may have on the day. We hope you can
attend this year’s AGM, light refreshments will be made available
to shareholders who have attended the AGM.
MARKET OUTLOOK AND PORTFOLIO
POSITIONING
The continued commitment by governments to address climate change
and decarbonise the energy supply chain remains an important
backdrop for the Company’s three pillars of Traditional Energy,
Mining and Energy Transition. The Board considers that all three
sectors have an important role to play as the energy system
transitions to a lower carbon economy. Traditional Energy is needed
to support base load energy to continue to power economies during
the transition. The Mining sector provides the material supply
chain for low carbon technologies from steel for wind turbines to
lithium for electric cars. The path to a lower carbon economy is
also expected to disrupt many industries and business models with
scope for the Company to invest directly in opportunities in the
Energy Transition space. Against this backdrop, the flexibility of
the Company’s investment mandate with the ability to shift exposure
between Traditional Energy, Mining and Energy Transition sectors,
means that it is uniquely positioned to serve investors as these
sectors evolve. The Board is confident that the Company remains
well-placed to benefit from these key investment trends over the
long term.
I look forward to seeing shareholders at the forthcoming Annual
General Meeting.
ADRIAN
BROWN
30 January 2024
INVESTMENT MANAGER’S REPORT
MARKET OVERVIEW
After a very strong performance in 2022, the last twelve months to
30 November 2023 have been tougher in
the extractive mining and traditional energy industries and even
harder for many of the companies in the energy transition sector.
Commodity prices pulled back from their prior year highs,
especially in the energy commodities such as natural gas and
thermal coal. Whilst some of this reflected market conditions
normalising following the dislocations as a result of the
Russia – Ukraine conflict, as we progressed through the
year greater concerns emerged about the demand outlook both in
major Western economies and in China.
The impact of inflation and higher interest rates was most acutely
felt in some of the industries related to the energy transition
sector. The offshore wind industry saw several high-profile project
cancellations or deferrals as spiralling costs rendered projects
uneconomic in the face of higher funding costs. The explosive
growth in electric vehicle sales also slowed, albeit from
exceptional rates of growth to “just” a high rate but consumers in
the key market of the United States of
America (US) appear yet to be convinced with several US
manufacturers recently reducing near-term sales targets.
Despite some of these challenges, it was encouraging to see that
policy support and regulation focused on the energy transition did
not take backward steps during the year. Although the methods of
implementation are yet to be announced by individual countries, the
agreement at the COP28 meeting in
December 2023 to triple renewable
energy capacity globally by 2030 reaffirms the strong tailwind for
growth that companies in this sector would experience over the
coming years.
Whilst it would appear on the surface that broader equity markets
did substantially better over the year than the Company’s areas of
focus, it should be noted that equity market performance has been
narrow relative to historic averages. That is to say that the
positive performance was concentrated in a small number of shares,
mainly the “Magnificent 7” in the technology sector..
Commodity
|
30 November
2023
|
30 November
2022
|
% change
|
2023 on 2022
Average Price %
Change1
|
Base Metals (US$/tonne)
|
|
|
|
|
Aluminium
|
2,156
|
2,448
|
-11.9
|
-16.7
|
Copper
|
8,388
|
8,227
|
2.0
|
-5.0
|
Lead
|
2,092
|
2,182
|
-4.1
|
-0.3
|
Nickel
|
16,438
|
26,892
|
-38.9
|
-11.3
|
Tin
|
22,984
|
23,045
|
-0.3
|
-20.8
|
Zinc
|
2,467
|
3,050
|
-19.1
|
-23.0
|
|
----------------
|
----------------
|
----------------
|
----------------
|
Precious Metals (US$/ounce)
|
|
|
|
|
Gold
|
2,037.8
|
1,751.9
|
16.3
|
6.7
|
Silver
|
25.3
|
21.7
|
16.6
|
7.4
|
Platinum
|
937.0
|
1,025.0
|
-8.6
|
1.7
|
Palladium
|
1,025.0
|
1,908.0
|
-46.3
|
-33.5
|
|
----------------
|
----------------
|
----------------
|
----------------
|
Energy
|
|
|
|
|
Oil (West Texas Intermediate) (US$/barrel)
|
75.6
|
80.5
|
-6.0
|
-17.4
|
Oil (Brent) (US$/barrel)
|
81.7
|
85.6
|
-4.5
|
-17.4
|
Natural Gas (US$/Metric Million British Thermal Unit)
|
2.8
|
7.0
|
-60.7
|
-55.6
|
|
----------------
|
----------------
|
----------------
|
----------------
|
Bulk Commodities (US$/tonne)
|
|
|
|
|
Iron ore
|
132.5
|
103.0
|
28.6
|
-1.7
|
Coking coal
|
285.0
|
265.0
|
7.5
|
-27.4
|
Thermal coal
|
129.0
|
398.5
|
-67.6
|
-41.4
|
|
----------------
|
----------------
|
----------------
|
----------------
|
Equity Indices
|
|
|
|
|
MSCI ACWI2
Select Metals & Mining Producers Ex Gold and Silver IMI Net
Index (US$)
|
1,287.5
|
1,281.7
|
-3.1
|
n/a
|
MSCI ACWI2
Select Metals & Mining Producers Ex Gold and Silver IMI Net
Index (£)
|
1,656.0
|
1,752.4
|
-5.5
|
n/a
|
MSCI3
World Energy Index (US$)
|
459.9
|
464.4
|
-1.0
|
n/a
|
MSCI World Energy Index (£)
|
363.3
|
389.9
|
-6.8
|
n/a
|
S&P Global Clean Energy Index (US$)
|
903.5
|
1,337.1
|
-32.4
|
n/a
|
S&P Global Clean Energy Index (£)
|
615.3
|
968.0
|
-36.4
|
n/a
|
|
==========
|
==========
|
==========
|
==========
|
Source: Datastream.
1 Average
of 1/12/2021-30/11/2022 to
1/12/2022-30/11/2023.
2 Morgan
Stanley Capital International All Country Weighted
Index.
3 Morgan
Stanley Capital International.
PORTFOLIO PERFORMANCE AND INVESTMENT
ACTIVITY
It was a more challenging year in 2023 and the Company’s NAV total
return was -11.8% and share price total return was
-15.2%.
Although the mining sector had an encouraging start to 2023 as
optimism surrounding the re-opening of the Chinese economy
following the COVID-19 policy reversals late in 2022, this optimism
faded as we went through the year and activity levels failed to
reach the expectations set earlier in the year. Whilst we had
positioned the Company’s portfolio for the re-opening with c50% of
the net assets in mining companies at the end of February 2023, we took the view that a strong
re-opening was priced in but not assured, so we reduced the
exposure to c44% by the end of April
2023 and to c40% by the end of May
2023. However, as we entered the final part of the year,
although iron ore and coking coal prices were remarkably strong,
the share prices of some of the larger producers of these
commodities did not keep pace with the commodity prices themselves
and free cashflow yields were over 10% in some instances. This was
attractive enough to add back to our mining exposure and we closed
the year with c48% of the net assets exposed to the
sector.
The portfolio started the year with 21.9% of the net assets
invested in energy transition companies but by the end of the year
this had risen to 24.9%. The challenges faced by companies in this
sector and the pressure from higher cost of capital caused some
dramatic share price falls with the S&P Clean Energy Index
falling 36.4% in the year in Pound Sterling terms. These declines
started to present some opportunities to invest in companies that
had strong long-term fundamentals but where the valuation had been
too high until recently. We started to build some new positions and
if interest rates continue to edge lower then we would expect
exposure to energy transition companies to grow as a proportion of
the net assets of the Company.
In the traditional energy sector, the exposure remained fairly
steady between c29% and c35% of net assets as seen in the annual
report and accounts. However, within this, the composition of
exposure to this sector was varied over the year. One of the
notable areas we invested into after an absence for many years was
the oil services sector. There is now greater discipline in this
industry and some companies that were previously deemed to be too
risky have fixed their balance sheets and offer an exciting
risk-reward trade-off going forward.
INCOME
2023 was another robust year for income for the Company. Despite a
lack of strength in commodity prices, the capital discipline of
most companies favouring shareholder distributions over increasing
capital expenditure, meant that it was still a good year for
dividends. However as many of the larger mining companies have
moved towards pay-out ratios over the last few years, the income
received did fall from this group of companies. Fortunately, this
was offset to a degree by a number of our larger energy holdings,
such as Shell and Total, once again increasing their dividends.
Overall, total income fell by 10%, which was a creditable result in
a challenging year.
The Company’s option writing was more balanced between call option
and put option writing this year as compared to 2022, where it was
skewed towards put option writing. We also wrote slightly fewer
options this year compared to the previous year.
Fixed interest income fell year on year as some of the bonds we
held were bought back by the issuers and there were fewer
compelling opportunities for new fixed income investments as the
interest rate spreads for many issuers in the mining and energy
sectors remained low or tightened during the year.
MINING
The mined commodities saw remarkable dispersion in their prices
during 2023 and this was reflected in a wide outcome of share price
returns from the mining companies in the portfolio. At the extreme,
iron ore was up almost 30% during the year, but lithium was down
80% (lithium carbonate price in China). In the 2022 Annual Report we wrote
about lithium prices needing to stay elevated for a sustained
period of time to incentivise investment in new lithium supplies,
so why have prices tumbled?
Whilst some commodities have experienced supply disruptions in
2023, lithium production saw few notable challenges. At the same
time, demand conditions deteriorated as we progressed through the
year. Demand growth cooled in lithium’s main market of China and in the US a number of the key
manufacturers scaled back the extent of their growth aspirations.
This quickly pushed the lithium market into a surplus situation,
which caused the prices to correct. We still think the longer-term
outlook for lithium demand is strong after a period of
consolidation now where inventories will build and then have to be
consumed before a better price environment might
reappear.
Iron ore, which is a key ingredient in the steel making process,
had a far better year than most commodities in 2023 even though
China’s property sector – historically the most important driver of
the steel market (and therefore the iron ore market) – continued to
struggle. The chart in in the annual report shows the hit to steel
demand/production in China over
the last two years from the declining property market, which has
clearly been a significant headwind. However, what has surprised to
the upside has been the strength in steel demand from the
infrastructure sector. This is typically thought of as traditional
infrastructure such as bridges, subway systems etc. but the demand
growth in the last few years has been driven more by investment in
renewable energy and energy transition infrastructure. This once
again reaffirms how commodity intensive the Energy Transition is
and also that some of the commodities (and their producers) that
will benefit are not just the “future facing metals” such as copper
but also the traditional building blocks of the economy like iron
ore and steel.
For some of the base metals the combination of the recent price
weakness and the stickiness of operating and capital costs means
that prices are now below the cost of production. This can be seen
in the annual report where aluminium especially has a number of
producers in a loss-making position.
Whilst the price falling below the cost of production does not
create an immediate floor in the price of a given commodity, over
time supply is forced out of the market (or demand recovers) and
prices stabilise. Looking into 2024 we believe that much of the
downside case is already priced into some of the base metals (such
as aluminium) and into the share prices of the companies producing
the base metal.
During the year, some large merger and acquisition transactions
that shone a spotlight on the desirability of energy transition
commodities but also reminded us that less fashionable, but highly
cashflow generative assets, are still sought after. In terms of the
former, Vale sold a minority stake in their base metals business,
which includes copper and nickel mines, to a group of investors
including Saudi Arabia’s Public Investment Fund. The price paid in
terms of EV/EBITDA multiple was higher than the multiple at which
Vale shares trade at in the public market, which was a significant
positive for the Company’s holding in Vale. In terms of less
fashionable assets, Glencore emerged as the eventual buyer of Teck
Resources’ coking coal assets following a protracted period of
negotiation. The deal also included an announcement that Glencore
intends to split its coal and metals businesses in a couple of
years’ time as it looks to capture the premium valuation for its
transition metals portfolio that other pure play companies in that
space currently enjoy.
ENERGY TRANSITION
After more than a decade of easy monetary policy, the pivot towards
more ‘normal’ interest rates in an effort to tame inflation and
stave off a sharp recession saw real US interest rates climb back
to levels last seen in 2003-2006. Although policy continued to
provide positive tailwinds for the longer-term outlook for energy
transition companies, the rising cost of capital framed much of
this years’ stock price performance. Our colleagues in the
BlackRock Investment Institute have written extensively about a
‘New Regime’. Given our tenure in markets we would frame this as a
‘return to normal’.
Despite the rising cost of capital disproportionately impacting a
broad swathe of ‘growth’ stocks particularly in the Energy
Transition space, 2023 was marked by the confirmation of Artificial
Intelligence (AI) as a significant driver of future earnings in the
Technology sector – not surprisingly the NASDAQ Index was amongst
the best-performing market segments during the period.
The only Energy Transition theme to outpace the Traditional Energy
and Mining Sectors was Electric Vehicles (EVs). Yet, this was
obfuscated by the inclusion of Nvidia in the iShares EV &
Driving Technology ETF. Stock dispersion within the EV space was
stark. EV charging companies such as ChargePoint (-85%) and Blink
Charging (-77%) faced the prospect of sharply lower demand for
charging networks as many of the US automakers revised down their
ambitious EV growth targets partly on reduced subsidies, but also
reflect slower demand growth. Despite these headwinds, the gap
between the leading EV original equipment manufacturers continued
to widen with Stellantis (+39%) and Tesla (+23%) far outpacing
Fisker (-80%), Lucid (-58%) and Rivian (-48%) during the period.
Whilst EV demand growth has slowed from 65% in 2022 to c25% in
2023, it remains robust and helped drive strong performance from
Schneider Electric (+28%) and ST Microelectronics (+27%), two
Energy Transition investments held by the Company.
In general, stock prices were negatively impacted by rising cost of
capital and sticky cost inflation throughout several of the Energy
Transition supply chains. That said, some challenges were project
specific. In the case of offshore wind, there were several
high-profile project cancellations and material impairment charges
taken as historical power price contracts were insufficient to
offset cost overruns and delays. Investor reactions were swift and
negative for wind energy equipment manufacturers and developers
alike. Yet, this overlooks the fact that offshore wind capacity
accounts for less than 10% of the global wind capacity and just 3%
of the renewables capacity overall.
Dispersion was also evident in solar energy stocks. Despite the
positive tailwinds from the Inflation Reduction Act 2022 this was
not enough to counteract the effect of a rising cost of capital and
the lagged impact on consumer affordability. This led to a strong
bifurcation between residential and utility scale solar energy
companies. Inverter manufacturers Enphase (-69%) and SolarEdge
(-73%) were down sharply as softening demand in both the US and
Europe created a huge glut of
channel inventory that will require several quarters to work down.
Neither were held by the Company during the period. Elsewhere in
the solar space, FirstSolar (held by the Company) held up better,
albeit posting a negative return of -9% as it benefited
disproportionately from US tax credits aimed at boosting domestic
content across solar equipment manufacturing.
The financial year ended on a somewhat brighter note as policy
makers pushed ever harder for faster deployment of clean energy
technology at COP28 in Dubai. Ambitions were confirmed of a tripling
of renewable energy capacity by 2030 which should see unconstrained
demand for solar and wind continue apace – the limiting factor will
be the regulatory permitting process and supply chain bottlenecks.
With stock prices falling sharply this year and the longer-term
demand outlook for energy transition metals continuing to
strengthen valuations in the Energy Transition space are beginning
to show much better support than in recent years. For example, the
iShares Global Clean Energy ETF 12-month forward price/sales ratio
has contracted by 25% in the last twelve months whilst still
offering the prospect of mid-teens year on year sales growth based
on consensus forecasts.
Although oil prices averaged $83/barrel for 2023, this masked a run-up to
$97/barrel from June to August 2023 as ‘OPEC-plus’ enacted the first of
two surprise supply cuts as it sought to manage the market. Both
announcements came as the crude futures structure shifted from
backwardation to contango in June
2023 and again in late November
2023 – a signal of a weakening physical market
Interestingly, cutting production has the effect of increasing
spare capacity in the system – a useful insurance policy should any
politically-driven curtailment surprise the market. Yet, this
ignores the effect of a US Strategic Petroleum Reserve that stands
at a 40-year low just as its military presence is being drawn to
both the Middle East and the South
China Sea. It’s worth bearing in mind that had the Biden
Administration not released a record amount of oil (close to
600,000 barrels per day on average for 2022), the energy price
shock could have been far worse. This insurance policy is no longer
available in our view.
Whilst the industry is within sight of a peak in demand, we
continue to believe that the entrenched inertia in the global
system, particularly in the Emerging Markets, means that we may be
some years off terminal decline. So, as much as the market might
wish to read into the need for Organisation of Petroleum Exporting
Countries (OPEC) to cut supply to manage the market as a sign of
waning demand – it has been the supply side that has surprised the
markets.
Reflecting back on 2023, demand was the one area that did not
surprise in the aggregate. Per the International Energy Agency’s
(IEA) Oil Monthly Market Report, expectations for demand were
marginally up from their initial forecast in December 2022. China, India
and Russian demand expanded by almost 1 million barrels per day
more than the IEA expected at the end of 2022.
Turning to supply, the key surprise was not an unexpected surge in
US shale output (although it too remained more resilient than
initial market expectations), but the sheer resilience of Russian
output which delivered 1.3 million barrels per day more than the
IEA initially estimated. Iran was
the next largest contributor with an incremental output of 0.5
million barrels per day – partly reflecting a softening in US
sanctions towards the second half of the year. Although other aging
hydrocarbon basins continued to disappoint against initial
expectations (e.g. the North Sea), this was not enough to offset
the upside surprise from Russia
and Iran. Eventually, Saudi Arabia had to step in with near 1
million barrels per day production cuts to rebalance global
markets.
Following a very strong year in 2022, the Traditional Energy
outlook for the new financial year was always going to be more
challenging – not least against a backdrop of the underperformance
in growth stocks (inflation fears, rising interest rates). As the
year progressed and the US Federal Reserve (FED) continued to
signal that further tightening was unnecessary, investors returned
en masse to those sectors which had previously underperformed. Just
one US shale production company made it into the top 20 performing
Traditional Energy stocks (Gulfport Resources, +90%), vindicating
our decision to lower exposure significantly to this sub-sector at
the tail end of 2022. Amongst the larger cap Integrated Oil
Companies (IOCs), key holding Shell handily outpaced the broader
sector, up 17% during the period.
OUTLOOK
Whilst the medium term outlook remains incredibly strong for
investment opportunities in the Energy Transition, the year ahead
will not be easy. We envisage an abnormally high level of
uncertainty – driven on the one hand by the potential lagged
effects on the real economy of higher interest rates as well as a
challenging geopolitical backdrop, the likes of which has not been
seen for several decades. Geopolitical tensions remain high
relative to history (sadly) with no end in sight for conflicts in
both Eastern Europe and the
Middle East. The latter remains a
key source of supply (and thoroughfare) for global energy trade.
This is to say nothing of persistent tensions between the US and
China, where tariffs continue to
be the tool of choice in tackling the competitive threat of cheaper
manufactured goods in the Energy Transition value chain, as well as
the continued threat to Taiwanese independence.
The market will inevitably remain focused on the path of bond
yields in the months ahead, particularly as the FED attempts to
engineer an economically soft landing. The challenges to such a
scenario are somewhat similar to this past year particularly as the
lagged effects of quantitative tightening play out through the real
economy. Typically, falling bond yields are supportive overall for
equities, but when the market is adjusting from one regime to the
next, it can be highly volatile. Flexibility will be key to the
Company’s performance in the year ahead.
US election campaigning has already commenced ahead of the
November 2024 elections. Ahead of
that, elections will also take place for the European Parliament in
early June 2024. In both cases, there
is a growing political divide between energy security,
affordability and decarbonisation. There are several key
regulations expected in the year ahead that have the potential to
impact energy and mining markets alike (see Table 1) – all of which
we will be closely monitoring looking for opportunities for the
Company.
Whilst the outlook for the year is replete with risk, we also see
the potential opportunities – a direct outcome of the flexibility
embedded in the Company. Policy continues to drive strong demand
for investment into the Energy Transition sector - a tripling in
renewables capacity by 2030 agreed at COP28 will need to be matched with equally
ambitious investments into electricity grids. The harder we attempt
to accelerate these investments, the more capital will be required
into the materials required to deliver this rewiring of the world’s
energy system – a positive tailwind for selected parts of the
Mining sector.
Table 1: Key Energy Transition
Regulations
Regulations
|
Sector
|
Agency
|
Status
|
Timing
|
|
|
|
|
|
EV Chinese Content Rules
|
US Automobiles
|
Treasury
|
Proposed
|
Mid-2024
|
Auto Emissions
|
US Automobiles
|
EPA
|
Proposed
|
~1Q 2024
|
Clean Hydrogen Subsidy Guidance
|
US Energy
|
Treasury
|
Proposed
|
~1Q 2024
|
Methane Capture Requirements
|
US Energy
|
EPA
|
Finalised
|
2-yrs for compliance
|
Power Plant Emissions
|
US Energy/Utilities
|
EPA
|
Proposed
|
~2Q 2024
|
Particulate Limits
|
US Utilities
|
EPA
|
Proposed
|
Late-2024
|
Sustainable Aviation Fuel Subsidy Guidance
|
US Transportation
|
Treasury
|
TBC1
|
Proposed end of year 2024
|
EU package on CCUS
|
Energy/Utilities/Materials
|
European Commission
|
Proposed
|
Feb-2024
|
EU 2040 Climate & GHG Targets
|
All
|
European Commission
|
Proposed
|
Feb-2024
|
EU Carbon Border Adjustment Mechanism
|
All
|
European Commission
|
Finalised
|
In-progress
|
Source: Wolfe Equities Research, December
2023. European Commission.
1 To
be Confirmed.
There is significant upside skew to traditional energy markets as
reinvestment into new supply remains below where we see demand in
the coming years. Spare capacity has improved, but
politically-enforced curtailments may be hard to manage as
evidenced by Russian production since sanctions were imposed. This
situation could be compounded by a dwindling US Strategic Petroleum
Reserve. Rapid consolidation in the Traditional Energy sector
continues to underpin disciplined reinvestment into incrementally
lower carbon intensity barrels paving the way for attractive cash
returns and modest, profitable growth.
TOM HOLL AND MARK HUME
BLACKROCK INVESTMENT MANAGEMENT (UK)
LIMITED
30 January 2024
Distribution of investments as at 30
November 2023
Asset allocation – Geography
Global1
|
57.9%
|
United States
|
15.8%
|
Canada
|
9.1%
|
Brazil
|
4.9%
|
Germany
|
3.2%
|
Latin America2
|
3.0%
|
France
|
2.5%
|
Australia
|
1.3%
|
Africa
|
1.0%
|
United Kingdom
|
0.8%
|
Ireland
|
0.5%
|
1
Global relates to companies having businesses and operations in
multiple countries and territories.
2
Latin America represents
Argentina and Ecuador.
Source: BlackRock.
Asset allocation –
Commodity/sub-sectors
Mining
|
44.5%
|
Traditional Energy
|
30.6%
|
Energy Transition
|
24.9%
|
Energy Transition
|
24.9%
|
Energy Efficiency
|
9.2%
|
Electrification
|
8.0%
|
Renewables
|
4.3%
|
Transport
|
3.4%
|
Traditional Energy
|
30.6%
|
Exploration & Production
|
13.2%
|
Integrated
|
12.6%
|
Distribution
|
2.4%
|
Oil Services
|
1.9%
|
Refining & Marketing
|
0.5%
|
Mining
|
44.5%
|
Diversified
|
23.8%
|
Copper
|
6.9%
|
Gold
|
3.2%
|
Industrial Minerals
|
2.8%
|
Steel
|
2.6%
|
Aluminium
|
2.1%
|
Uranium
|
1.7%
|
Nickel
|
1.5%
|
Platinum Group Metals
|
0.3%
|
Tin
|
-0.4%
|
Source: BlackRock.
TEN LARGEST INVESTMENTS
Together, the ten largest investments represent 36.3% of
the Company’s portfolio as at 30 November
2023 (2022: 36.8%).
1
►
Glencore
(2022: 1st)
Diversified mining group
Market value: £8,301,000
Share of investments: 4.8%
(2022: 7.3%)
One of the world’s largest globally diversified natural resources
groups. The group’s operations include approximately 150 mining and
metallurgical sites and oil production assets. Glencore’s mined
commodity exposure includes copper, cobalt, nickel, zinc, lead,
ferroalloys, aluminium, iron ore gold and silver.
2
▲
BHP
(2022: 3rd)
Diversified mining group
Market value: £8,210,000
Share of investments: 4.7%
(2022: 4.2%)
The world’s largest diversified mining group by market
capitalisation. The group is an important global player in a number
of commodities including iron ore, copper, thermal and
metallurgical coal, manganese, nickel, silver and diamonds. BHP
also has significant interests in oil, gas and liquefied natural
gas.
3
▼
Vale
(2022: 2nd)
Diversified mining group
Market value: £8,032,000
Share of investments: 4.6%1
(2022: 4.4%)
One of the largest mining groups in the world, with operations in
30 countries. Vale is the world’s largest producer of iron ore and
iron ore pellets, and the world’s largest producer of nickel. The
group also produces manganese ore, ferroalloys, metallurgical and
thermal coal, copper, platinum group metals, gold, silver, cobalt,
potash, phosphates and other fertiliser nutrients.
4
▲
Rio Tinto
(2022: 59th)
Diversified mining group
Market value: £7,729,000
Share of investments: 4.4%2
(2022: 0.4%)
One of the world’s leading mining companies. The group’s primary
product is iron ore, but it also produces aluminium, copper,
diamonds, gold, industrial minerals and energy products.
5
▲
Shell
(2022: 6th)
Integrated oil group
Market value: £6,581,000
Share of investments: 3.8%
(2022: 3.2%)
Shell is one of the largest integrated energy companies globally
with five main operating segments: Integrated Gas, Upstream,
Marketing, Chemicals and Products, and Renewables and Energy
Solutions. The company has a high-quality, gas/liquified natural
gas (LNG)-weighted portfolio. Shell owns the largest portfolio of
global LNG supplies, which is a critical long-term bridge to help
the world abate from highly polluting coal power generation. Under
its ‘Powering Progress’ strategy, Shell is committing a third or
more of its capital expenditure into renewables and energy
solutions. These include electrical charging platforms, wind power
generation and nature-based carbon offsetting.
6
▲
ExxonMobil
(2022: n/a)
Integrated oil group
Market value: £6,537,000
Share of investments: 3.7%
(2022: n/a)
An American multinational oil and gas corporation. They continue to
evolve to meet growing global demand for oil, natural gas and
refined products and plan to play a role in the energy
transition.
7
▲
NextEra Energy
(2022: 9th)
Electrification
Market value: £4,769,000
Share of investments: 2.7%
(2022: 2.5%)
NextEra Energy is America’s premier clean energy leader and the
world’s largest producer of wind and solar energy. The company has
a dominant market share in a structurally growing renewables
market.
8
▲
Canadian Natural Resources
(2022: 10th)
Exploration & Production
Market value: £4,758,000
Share of investments: 2.7%
(2022: 2.5%)
A senior Canadian oil and natural gas company. The company has a
diversified portfolio of assets in North
America, the UK North Sea and Offshore Africa.
9
▲
RWE
(2022: 20th)
Electrification
Market value: £4,356,000
Share of investments: 2.5%
(2022: 1.9%)
A multinational energy company that generates and trades
electricity in the Asia-Pacific
region, Europe and the United States. The company is Germany’s
leading clean energy utility company, with a massive pivot to
renewables. The company is purchasing renewable power assets and
selling its legacy fossil fuel business. RWE has a clear strategy
to continue to increase exposure to renewable energy.
10
▲
Hess
(2022: 15th)
Exploration & Production
Market value: £4,161,000
Share of investments: 2.4%
(2022: 2.0%)
An American global independent energy company, involved in the
exploration and production of crude oil and natural gas.
1 1.3%
relates to interest in Vale shareholder debentures.
2 (0.1)%
relates to an equity option in Rio Tinto.
All percentages reflect the value of the holding as a percentage of
total investments.
Arrows indicate the change in relative ranking of the position in
the portfolio compared to its ranking as at 30 November 2022.
Percentages in brackets represent the value of the holding as at
30 November 2022.
INVESTMENTS AS AT 30 NOVEMBER
2023
|
Main
geographic
exposure
|
Market
value
£’000
|
|
% of
investments
|
Mining
|
|
|
|
|
Diversified
|
|
|
|
|
Glencore
|
Global
|
8,301
|
|
4.8
|
BHP
|
Global
|
8,210
|
|
4.7
|
Vale Debentures*
|
Brazil
|
5,685
|
}
|
4.6
|
Vale
|
Brazil
|
2,347
|
Rio Tinto
|
Global
|
7,839
|
}
|
4.4
|
Rio Tinto Put Option 19/01/24
|
Global
|
(110)
|
Teck Resources
|
Global
|
3,625
|
|
2.1
|
Abaxx Technologies
|
Global
|
3,438
|
|
2.0
|
Trident
|
Global
|
1,391
|
|
0.8
|
Anglo American
|
Global
|
665
|
|
0.4
|
|
|
----------------
|
|
----------------
|
|
|
41,391
|
|
23.8
|
|
|
==========
|
|
==========
|
Copper
|
|
|
|
|
Filo Mining
|
Latin America
|
3,887
|
|
2.2
|
First Quantum Minerals 6.875% 15/10/27
|
Global
|
1,326
|
}
|
1.9
|
First Quantum Minerals
|
Global
|
814
|
First Quantum Minerals 6.875% 01/03/26
|
Global
|
778
|
First Quantum Minerals 7.5% 01/04/25
|
Global
|
188
|
Ivanhoe Electric
|
United States
|
1,826
|
|
1.0
|
Solaris Resources
|
Latin America
|
1,348
|
|
0.8
|
Freeport-McMoRan
|
United States
|
1,152
|
|
0.7
|
Develop Global
|
Australia
|
555
|
|
0.3
|
|
|
----------------
|
|
----------------
|
|
|
11,874
|
|
6.9
|
|
|
==========
|
|
==========
|
Gold
|
|
|
|
|
Barrick Gold
|
Global
|
2,463
|
|
1.4
|
Allied Gold Corporation 8.75% 07/09/2028
|
Africa
|
1,730
|
|
1.0
|
Wheaton Precious Metals
|
Global
|
1,436
|
|
0.8
|
|
|
----------------
|
|
----------------
|
|
|
5,629
|
|
3.2
|
|
|
==========
|
|
==========
|
Industrial Minerals
|
|
|
|
|
Albemarle
|
Global
|
1,550
|
|
0.9
|
Nutrien
|
United States
|
1,369
|
|
0.8
|
Bunge
|
Global
|
1,090
|
|
0.6
|
Lynas Corporation
|
Australia
|
916
|
|
0.5
|
CF Industries
|
United States
|
45
|
|
–
|
|
|
----------------
|
|
----------------
|
|
|
4,970
|
|
2.8
|
|
|
==========
|
|
==========
|
Steel
|
|
|
|
|
ArcelorMittal
|
Global
|
2,375
|
|
1.4
|
Steel Dynamics
|
United States
|
2,170
|
|
1.2
|
|
|
----------------
|
|
----------------
|
|
|
4,545
|
|
2.6
|
|
|
==========
|
|
==========
|
Aluminium
|
|
|
|
|
Norsk Hydro
|
Global
|
2,873
|
|
1.6
|
Alcoa Corp
|
Global
|
804
|
|
0.5
|
|
|
----------------
|
|
----------------
|
|
|
3,677
|
|
2.1
|
|
|
==========
|
|
==========
|
Uranium
|
|
|
|
|
Cameco
|
Canada
|
2,898
|
|
1.7
|
|
|
----------------
|
|
----------------
|
|
|
2,898
|
|
1.7
|
|
|
==========
|
|
==========
|
Nickel
|
|
|
|
|
Lifezone Metals
|
Global
|
1,744
|
|
1.0
|
Nickel Mines
|
Australia
|
858
|
|
0.5
|
|
|
----------------
|
|
----------------
|
|
|
2,602
|
|
1.5
|
|
|
==========
|
|
==========
|
Platinum Group Metals
|
|
|
|
|
Bravo Mining
|
Brazil
|
570
|
|
0.3
|
|
|
----------------
|
|
----------------
|
|
|
570
|
|
0.3
|
|
|
==========
|
|
==========
|
Tin
|
|
|
|
|
LME Tin Future Dec 23
|
Global
|
(780)
|
|
(0.4)
|
|
|
----------------
|
|
----------------
|
|
|
(780)
|
|
(0.4)
|
|
|
==========
|
|
==========
|
Total Mining
|
|
77,376
|
|
44.5
|
|
|
==========
|
|
==========
|
Traditional Energy
|
|
|
|
|
Exploration & Production
|
|
|
|
|
Canadian Natural Resources
|
Canada
|
4,758
|
|
2.7
|
Hess
|
Global
|
4,161
|
|
2.4
|
ConocoPhillips
|
Global
|
3,902
|
|
2.2
|
Arc Resources
|
Canada
|
3,321
|
|
1.9
|
EOG Resources
|
United States
|
2,806
|
|
1.6
|
Tourmaline Oil
|
Canada
|
2,779
|
|
1.6
|
Orron Energy
|
Global
|
725
|
|
0.4
|
Kosmos Energy
|
United States
|
714
|
|
0.4
|
|
|
----------------
|
|
----------------
|
|
|
23,166
|
|
13.2
|
|
|
==========
|
|
==========
|
Integrated
|
|
|
|
|
Shell
|
Global
|
6,581
|
|
3.8
|
ExxonMobil
|
Global
|
6,537
|
|
3.7
|
TotalEnergies
|
Global
|
3,343
|
|
1.9
|
BP
|
Global
|
2,317
|
|
1.3
|
Cenovus Energy
|
Canada
|
2,159
|
|
1.2
|
Galp Energia
|
Global
|
1,296
|
|
0.7
|
Gazprom**
|
Russian Federation
|
–
|
|
–
|
|
|
----------------
|
|
----------------
|
|
|
22,233
|
|
12.6
|
|
|
==========
|
|
==========
|
Distribution
|
|
|
|
|
Cheniere Energy
|
United States
|
4,138
|
|
2.4
|
|
|
----------------
|
|
----------------
|
|
|
4,138
|
|
2.4
|
|
|
==========
|
|
==========
|
Oil Services
|
|
|
|
|
Tenaris
|
Global
|
807
|
|
0.5
|
TechnipFMC
|
Global
|
775
|
|
0.4
|
Weatherford International
|
Global
|
748
|
|
0.4
|
NOV
|
Global
|
708
|
|
0.4
|
Patterson-UTI Energy
|
United States
|
335
|
|
0.2
|
|
|
----------------
|
|
----------------
|
|
|
3,373
|
|
1.9
|
|
|
==========
|
|
==========
|
Refining & Marketing
|
|
|
|
|
Valero Energy
|
United States
|
926
|
|
0.5
|
|
|
----------------
|
|
----------------
|
|
|
926
|
|
0.5
|
|
|
==========
|
|
==========
|
Total Traditional Energy
|
|
53,836
|
|
30.6
|
|
|
==========
|
|
==========
|
Energy Transition
|
|
|
|
|
Energy Efficiency
|
|
|
|
|
Schneider Electric
|
Global
|
3,102
|
|
1.8
|
Ingersoll-Rand
|
United States
|
2,787
|
|
1.6
|
Analog Devices
|
Global
|
2,691
|
|
1.5
|
Trane Technologies
|
United States
|
2,055
|
|
1.2
|
Johnson Controls
|
Global
|
1,875
|
|
1.1
|
Soitec
|
France
|
1,100
|
|
0.6
|
Kingspan Group
|
Ireland
|
909
|
|
0.5
|
Texas Instruments
|
Global
|
841
|
|
0.5
|
Nidec Corp
|
Global
|
619
|
|
0.4
|
|
|
----------------
|
|
----------------
|
|
|
15,979
|
|
9.2
|
|
|
==========
|
|
==========
|
Electrification
|
|
|
|
|
NextEra Energy
|
United States
|
4,769
|
|
2.7
|
RWE
|
Germany
|
4,356
|
|
2.5
|
EDP Renováveis
|
Global
|
3,020
|
|
1.7
|
Sempra Energy
|
United States
|
1,879
|
|
1.1
|
|
|
----------------
|
|
----------------
|
|
|
14,024
|
|
8.0
|
|
|
==========
|
|
==========
|
Renewables
|
|
|
|
|
Vestas Wind
|
Global
|
3,314
|
|
1.9
|
First Solar
|
Global
|
2,173
|
|
1.2
|
SSE
|
United Kingdom
|
1,317
|
|
0.8
|
Sunnova Energy International
|
United States
|
659
|
|
0.4
|
|
|
----------------
|
|
----------------
|
|
|
7,463
|
|
4.3
|
|
|
==========
|
|
==========
|
Transport
|
|
|
|
|
STMicroelectronics
|
France
|
3,352
|
|
1.9
|
Samsung SDI
|
Global
|
1,314
|
|
0.8
|
Infineon Technologies
|
Germany
|
1,306
|
|
0.7
|
|
|
----------------
|
|
----------------
|
|
|
5,972
|
|
3.4
|
|
|
==========
|
|
==========
|
Total Energy Transition
|
|
43,438
|
|
24.9
|
|
|
==========
|
|
==========
|
Total Portfolio
|
|
174,650
|
|
100.0
|
|
|
==========
|
|
==========
|
Comprising:
|
|
|
|
|
Equity and debt investments
|
|
175,540
|
|
100.5
|
Derivative financial instruments – written options
|
|
(110)
|
|
(0.1)
|
Derivative financial instruments – commodity futures
|
|
(780)
|
|
(0.4)
|
|
|
----------------
|
|
----------------
|
|
|
174,650
|
|
100.0
|
|
|
==========
|
|
==========
|
* The
investment in the Vale debenture is illiquid and has been valued
using secondary market pricing information provided by the
Brazilian Financial and Capital Markets Association
(ANBIMA).
** The
investment in Gazprom has been valued at a nominal value of £0.01
as secondary listings of the depositary receipts on Russian
companies have been suspended from trading.
All investments are ordinary shares unless otherwise stated. The
total number of holdings (including options and commodity futures)
at 30 November 2023 was 78 (2022:
68).
There was one open option (2022: one) and one open future (2022:
none) as at 30 November
2023.
The equity and fixed income investment total of £175,540,000 (2022:
£206,394,000) above before the deduction of the negative option
valuation of £110,000 (2022: £55,000) and the negative futures
contract valuation of £780,000 (2022: £nil) represents the Group’s
total investments held at fair value as reflected in the
Consolidated and Parent Company Statements of Financial Position
below. The table above excludes cash and gearing; the level of the
Group’s gearing may be determined with reference to the bank
overdraft of £17,862,000 (2022: £14,345,000) and cash and cash
equivalents of £5,276,000 (2022: £6,214,000) that are also
disclosed in the Consolidated and Parent Company Statements of
Financial Position. Details of the AIC methodology for calculating
gearing are given in the Glossary contained within the Annual
Report and Accounts.
As at 30 November 2023, the Company
did not hold any equity interests comprising more than 3% of any
company’s share capital.
STRATEGIC REPORT
The Directors present the Strategic Report of the Company for the
year ended 30 November 2023. The aim
of the Strategic Report is to provide shareholders with the
information required to enable them to assess how the Directors
have performed in their duty to promote the success of the Company
for the collective benefit of shareholders.
The Chairman’s Statement together with the Investment Manager’s
Report and the Section 172 Statement set out how the Directors
promote the success of the Company below form part of the Strategic
Report. The Strategic Report was approved by the Board at its
meeting on 30 January
2024.
BUSINESS AND MANAGEMENT OF THE COMPANY
BlackRock Energy and Resources Income Trust plc (the Company) is an
investment trust company that has a premium listing on the London
Stock Exchange. Its principal activity is portfolio investment and
option writing. The Company’s wholly owned subsidiary is BlackRock
Energy and Resources Securities Income Company Limited (together
‘the Group’). Its principal activity is investment
dealing.
Investment trusts, like unit trusts and open-ended investment
companies (OEICs), are pooled investment vehicles which allow
exposure to a diversified range of assets through a single
investment thus spreading, although not eliminating, investment
risk. In accordance with the Alternative Investment Fund Managers’
Directive (AIFMD) the Company is an Alternative Investment Fund
(AIF). BlackRock Fund Managers Limited (the Manager) is the
Company’s Alternative Investment Fund Manager (AIFM). The
management of the investment portfolio and the administration of
the Company have been contractually delegated to the Manager. The
Manager, operating under guidelines determined by the Board, has
direct responsibility for decisions relating to the running of the
Company and is accountable to the Board for the investment,
financial and operating performance of the Company.
The Company delegates fund accounting services to the Manager,
which in turn subdelegates these services to the Fund Accountant,
The Bank of New York Mellon (International) Limited. The Company
sub-delegates registration services to the Registrar, Computershare
Investor Services PLC. Other service providers include the
Depositary, also performed by The Bank of New York Mellon
(International) Limited. Details of the contractual terms with
these service providers are set out in the Directors’ Report
contained within the Annual Report and Accounts.
BUSINESS MODEL
The Company invests in accordance with the investment objective.
The Board is collectively responsible to shareholders for the
long-term success of the Company. There is a clear division of
responsibility between the Board and the Manager. Matters reserved
for the Board include setting the Company’s strategy, including its
investment objective and policy, setting limits on gearing, capital
structure, governance, and appointing and monitoring of the
performance of service providers, including the Manager. As the
Company’s business model follows that of an externally managed
investment trust, it does not have any employees and outsources its
activities to third party service providers including the Manager
who is the principal service provider.
INVESTMENT OBJECTIVE
The Company’s objectives are to achieve an annual dividend target
and, over the long term, capital growth by investing primarily in
securities of companies operating in the mining and energy
sectors.
INVESTMENT POLICY AND STRATEGY
The Company seeks to achieve its objectives through a focused
portfolio, consisting of approximately thirty to one hundred and
fifty securities.
Although the Company has the flexibility to invest within this
range, at 30 November 2023 the
portfolio consisted of 72 investments (including one open option
contract and one open future contract), and the detailed portfolio
listing is provided above.
There are no restrictions on investment in terms of geography or
sub-sector and, in addition to equities, other types of securities,
such as convertible bonds and debt issued primarily by mining or
energy companies, may be acquired. Although most securities will be
quoted, listed or traded on an investment exchange, up to 10% of
the gross assets of the Group, at the time of investment, may be
invested in unquoted securities. Investment in securities may be
either direct or through other funds, including other funds managed
by BlackRock or its associates, with up to 15% of the portfolio
being invested in other listed investment companies, including
listed investment trusts. In order to comply with the current
Listing Rules, the Company will not invest more than 10% of its
gross asset value in other listed closed-ended investment funds
which themselves may invest more than 15% of their gross assets in
other listed closed-ended investment funds. This restriction does
not form part of the Company’s investment policy. Up to 10% of the
gross assets of the Group, at the time of investment, may be
invested in physical assets, such as gold and in securities of
companies that operate in the commodities sector other than the
mining and energy sectors.
No more than 15% of the gross assets of the Group will be invested
in any one company as at the date any such investment is made and
the portfolio will not own more than 15% of the issued shares of
any one company, other than the Company’s subsidiary. The Group may
deal in derivatives, including options and futures, up to a maximum
of 30% of the Group’s assets for the purposes of efficient
portfolio management and to enhance portfolio returns. In addition,
the Group is also permitted to enter into stock lending
arrangements up to a maximum of 33.3% of the total asset value of
the portfolio.
The Group may, from time to time, use borrowings to gear its
investment policy or in order to fund the market purchase of its
own ordinary shares. This gearing typically is in the form of an
overdraft or short-term facility, which can be repaid at any time.
Under the Company’s Articles of Association, the Board is obliged
to restrict the borrowings of the Company to an aggregate amount
equal to 40% of the value of the gross assets of the Group.
However, borrowings are not anticipated to exceed 20% of gross
assets at the time of drawdown of the relevant
borrowings.
The Group’s financial statements are maintained in British Pound
Sterling. Although many investments are denominated and quoted in
currencies other than British Pound Sterling, the Company does not
intend to employ a hedging policy against fluctuations in exchange
rates but may do so in the future if circumstances warrant
implementing such a policy.
No material change will be made to the investment policy without
shareholder approval.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG)
IMPACT
The Board’s ESG approach is set out in the Annual Report and
Accounts. The direct impact of the Company’s activities is minimal
as it has no employees, premises, physical assets or operations
either as a producer or a provider of goods or services. Neither
does it have customers. Its indirect impact occurs through the
investments that it makes, and this is managed through BlackRock’s
approach to ESG integration.
PERFORMANCE
Details of the Company’s performance for the year are given in the
Chairman’s Statement above. The Investment Manager’s Report above
includes a review of the main developments during the year,
together with information on investment activity within the
Company’s portfolio.
RESULTS AND DIVIDENDS
The Company’s revenue earnings for the year amounted to 4.39p per
share (2022: 4.99p). Details of dividends paid and declared in
respect of the year, together with the Company’s dividend policy,
are set out in the Chairman’s Statement.
FUTURE PROSPECTS
The Board’s main focus is the achievement of an annual dividend
target and, over the long term, capital growth. The future of the
Company is dependent upon the success of the investment strategy.
The outlook for the Company is discussed in both the Chairman’s
Statement on above and in the Investment Manager’s Report
above.
EMPLOYEES, SOCIAL, COMMMUNITY AND HUMAN RIGHTS
ISSUES
The Company has no employees, and all the Directors are
non-executive, therefore, there are no disclosures to be made in
respect of employees. The Company believes that it is in
shareholders’ interests to consider environmental, social and
governance factors and human rights issues when selecting and
retaining investments. Details of the Company’s policy on socially
responsible investment are set out in the Annual Report and
Accounts.
MODERN SLAVERY ACT
As an investment vehicle the Company does not provide goods or
services in the normal course of business and does not have
customers. Accordingly, the Directors consider that the Company is
not required to make any slavery or human trafficking statement
under the Modern Slavery Act 2015. The Board considers the
Company’s supply chain, dealing predominantly with professional
advisers and service providers in the financial services industry,
to be low risk in relation to this matter.
DIRECTORS AND GENDER REPRESENTATION
The Directors of the Company are set out in the Governance
structure and Directors’ biographies contained within the Annual
Report and Accounts. All the Directors held office throughout the
year with the exception of Mrs Anne Marie
Cannon (who was appointed to the Board on 16 January 2024). The Board consists of two male
Directors and three female Directors.
KEY PERFORMANCE INDICATORS
A number of performance indicators (KPIs) are used to monitor and
assess the Company’s success in achieving its objectives and to
measure its progress and performance. The principal KPIs are
described below:
PERFORMANCE
At each meeting the Board reviews the performance of the portfolio
as well as the net asset value and share price for the Company and
compares this to the performance of other companies in the peer
group. The Company does not have a benchmark; however, the Board
also reviews performance in the context of the blended performance
of the MSCI ACWI Metals and Mining Index, MSCI World Energy Index
and the S&P Global Clean Energy Index and a 40:30:30 composite
of the three indices effective from 1 August
2023. The Board also monitors performance relative to a peer
group of commodities and natural resources focused funds and also
regularly reviews the Company’s performance attribution analysis to
understand how performance was achieved. This provides an
understanding of how components such as sector exposure, stock
selection and asset allocation impacted performance. Information on
the Company’s performance is given in the performance record
contained within the Annual Report and Accounts and the Chairman’s
Statement and Investment Manager’s Report above.
SHARE RATING
The Board monitors the level of the Company’s premium or discount
to NAV on an ongoing basis and considers strategies for managing
any premium or discount. In the year to 30
November 2023, the Company’s share price to NAV traded in
the range of a discount of 13.0% to a premium of 3.6% on a cum
income basis. The average discount for the year was 6.4%. A total
of 1,230,000 new shares were issued during the year and further
details are given in the Chairman’s Statement. 4,200,000 shares
were bought back into treasury during the year. Details of shares
issued or bought back since the year end date are given in note 16
contained within the Annual Report and Accounts.
Further details setting out how the discount or premium at which
the Company’s shares trade is calculated are included in the
Glossary contained
within the Annual Report and Accounts.
ONGOING CHARGES
The ongoing charges represent the Company’s management fee and all
other recurring operating expenses, excluding finance costs, direct
transaction costs, custody transaction charges, VAT recovered,
taxation, prior year expenses written back and certain
non-recurring items, expressed as a percentage of average daily net
assets. The ongoing charges are based on actual costs incurred in
the year as being the best estimate of future costs. The Company’s
Manager has also agreed to cap ongoing charges by rebating a
portion of the management fee to the extent that the Company’s
ongoing charges exceed 1.25% of average net assets. The Board
reviews the ongoing charges and monitors the expenses incurred by
the Company on an ongoing basis. A definition setting out in detail
how the ongoing charges ratio is calculated is included in the
Glossary contained within the Annual Report and Accounts. The
Company’s ongoing charges was 1.19% for the year ended 30 November 2023 (there was no management fee
rebate due for the year).
DIVIDEND TARGET AND INCOME GENERATION
The level of income is considered at each meeting and the Board
receives detailed income forecasts. The Board also monitors the
risks and returns from option writing, and regularly reviews the
Company’s levels of distributable reserves.
The table below sets out the key KPIs for the Company. These KPIs
fall within the definition of ‘Alternative Performance Measures’
(APMs) under guidance issued by the European Securities and Markets
Authority (ESMA) and additional information explaining how these
are calculated is set out in the Glossary contained within the
Annual Report and Accounts.
Key Performance Indicators
|
Year ended
30 November
2023
|
Year ended
30 November
2022
|
|
|
|
Net asset value total return1,2
|
-11.8%
|
44.5%
|
Share price total return1,2
|
-15.2%
|
44.8%
|
Discount to net asset value (at year end)2,3
|
10.7%
|
6.8%
|
Revenue return per share
|
4.39p
|
4.99p
|
Dividends per share
|
4.425p
|
4.400p
|
Ongoing charges2,
4
|
1.19%
|
1.13%
|
1 This
measures the Company’s NAV and share price total returns, which
assumes dividends paid by the Company have been
reinvested.
2 Alternative
Performance Measures, see Glossary contained within the Annual
Report and Accounts.
3 This
is the difference between the share price and the cum-income NAV
per share.
4 Ongoing
charges represent the management fee and all other recurring
operating expenses excluding finance costs, direct transaction
costs, custody transaction charges, VAT recovered, taxation, prior
year expenses written back and certain non-recurring items,
expressed as a percentage of average daily net assets.
PRINCIPAL RISKS
The Company is exposed to a variety of risks and uncertainties. The
Board has in place a robust process to identify, assess and monitor
the principal risks of the Company. A core element of this process
is the Company’s risk register which identifies the risks facing
the Company and assesses the likelihood and potential impact of
each risk and the controls established for mitigation. A residual
risk rating is then calculated for each risk.
The risk register is regularly reviewed, and the risks reassessed.
The risk environment in which the Company operates is also
monitored and regularly appraised. New risks are also added to the
register as they are identified which ensures that the document
continues to be an effective risk management tool.
The risk register, its method of preparation and the operation of
key controls in the Manager’s and third-party service providers’
systems of internal control are reviewed on a regular basis by the
Audit and Management Engagement Committee. In order to gain a more
comprehensive understanding of the Manager’s and other third-party
service providers’ risk management processes, and how these apply
to the Company’s business, BlackRock’s internal audit department
provides an annual presentation to the Audit and Management
Engagement Committee Chairman setting out the results of testing
performed in relation to BlackRock’s internal control processes.
The Audit and Management Engagement Committee also periodically
receives presentations from BlackRock’s Risk & Quantitative
Analysis teams, and reviews Service Organisation Control (SOC 1)
reports from BlackRock and other key service providers. The
Custodian is appointed by the Company’s Depositary and does not
have a direct contractual relationship with the Company.
The Board has undertaken a robust assessment of both the principal
and emerging risks facing the Company, including those that would
threaten its business model, future performance, solvency or
liquidity. The risk that unforeseen or unprecedented events
including (but not limited to) heightened geo-political tensions
such as the war in Ukraine, high
inflation and the current cost of living crisis has had a
significant impact on global markets. The Board has taken into
consideration the risks posed to the Company by these events and
incorporated them into the Company’s risk register. The risks
identified by the Board have been described in the table that
follows, together with an explanation of how they are managed and
mitigated. Emerging risks are considered by the Board as they come
into view and are incorporated into the existing review of the
Company’s risk register. Additionally, the Manager considers
emerging risks in numerous forums and the Risk and Quantitative
Analysis team produces an annual risk survey. Any material risks of
relevance to the Company identified through the annual risk survey
will be communicated to the Board. The Board will continue to
assess these risks on an ongoing basis. In relation to the UK Code,
the Board is confident that the procedures that the Company has put
in place are sufficient to ensure that the necessary monitoring of
risks and controls has been carried out throughout the reporting
period.
The principal risks and uncertainties faced by the Company during
the financial year, together with the potential effects, controls
and mitigating factors are set out in the following
table.
INVESTMENT PERFORMANCE
Principal risk
The returns achieved are reliant primarily upon the performance of
the portfolio.
The Board is responsible for:
· setting
the investment strategy to fulfil the Company’s objective;
and
· monitoring
the performance of the Investment Manager and the implementation of
the investment strategy.
An inappropriate investment strategy may lead to:
· poor
performance;
· widening
discount;
· a
reduction or permanent loss of capital; and
· dissatisfied
shareholders and reputational damage.
The Board is also cognisant of the long-term risk to performance
from inadequate attention to ESG issues, and in particular the
impact of climate change. More detail in respect of these risks can
be found in the AIFMD Fund Disclosures document available on the
Company’s website at
www.blackrock.com/uk/individual/literature/policies/itc-disclosure-blackrock-energy-and-resources-income-trust-plc.pdf.
Mitigation/Control
To manage this risk the Board:
· regularly
reviews the Company’s investment mandate and long-term
strategy;
· where
necessary, the Board seeks shareholder approval to both buyback and
issue shares to help control the level of discount/premium at which
the shares trade;
· has
set investment restrictions and guidelines which the Investment
Manager monitors and regularly reports on;
· receives
from the Investment Manager a regular explanation of stock
selection decisions, portfolio exposure, gearing and any changes in
gearing and the rationale for the composition of the investment
portfolio; and
· monitors
the maintenance of an adequate spread of investments in order to
minimise the risks associated with factors specific to particular
sectors, based on the diversification requirements inherent in the
investment policy.
ESG analysis is integrated in the Manager’s investment process, as
set out in the Annual Report and Accounts. This is monitored by the
Board.
INCOME/DIVIDEND
Principal risk
The ability to pay dividends, and future dividend growth, is
dependent on a number of factors including the level of dividends
earned from the portfolio and income generated from the option
writing strategy. Income returns from the portfolio are dependent,
among other things, upon the Company successfully pursuing its
investment policy.
Any change in the tax treatment of dividends or interest received
by the Company including as a result of withholding taxes or
exchange controls imposed by jurisdictions in which the Company
invests may reduce the level of dividends received by
shareholders.
Mitigation/Control
The Board monitors this risk through the receipt of detailed income
forecasts and considers the level of income at each
meeting.
The Company has the ability to make dividend distributions out of
special reserves and capital reserves as well as revenue reserves
to support any dividend target. These reserves totalled £91.0
million at 30 November
2023.
In setting the dividend target each year, the Board is mindful of
the balance of shareholder returns between income and
capital.
GEARING
Principal risk
The Company’s investment strategy may involve the use of gearing,
including borrowings.
Gearing may be generated through borrowing money or increasing
levels of market exposure through the use of derivatives. The
Company currently has an overdraft facility with The Bank of New
York Mellon (International) Limited. The use of gearing exposes the
Company to the risk associated with borrowing.
Gearing provides an opportunity for greater returns where the
return on the Company’s underlying assets exceeds the cost of
borrowing. It is likely to have the opposite effect where the
return on the underlying assets is below the cost of borrowings.
Consequently, the use of borrowings by the Company may increase the
volatility of the NAV.
Mitigation/Control
The Company’s Articles of Association limit borrowings to an
aggregate amount equal to 40% of the value of the gross assets of
the Company. However, to further manage this risk the Board does
not anticipate borrowings will exceed 20% of gross assets at the
time of drawdown.
The use of derivatives, including options and futures has been
limited to a maximum of 30% of the Group’s assets.
The Investment Manager will only use gearing when confident that
market conditions and opportunities exist to enhance investment
returns.
The Investment Manager reports to the Board on a regular basis the
levels of gearing in place as compared to limits set by the Board
under the investment policy and by the Manager as Alternative
Investment Fund Manager (AIFM) under the Alternative Investment
Fund Managers’ Directive, as retained and onshored in the UK
(AIFMD).
The Board monitors gearing levels and will raise any queries or
concerns in respect of changes in the gearing level with the
Investment Manager.
LEGAL AND REGULATORY COMPLIANCE
Principal risk
The Company has been approved by HM Revenue & Customs as an
investment trust, subject to continuing to meet the relevant
eligibility conditions and operates as an investment trust in
accordance with Chapter 4 of Part 24 of the Corporation Tax Act
2010. As such, the Company is exempt from capital gains tax on the
profits realised from the sale of its investments. Any breach of
the relevant eligibility conditions could lead to the Company
losing investment trust status and being subject to corporation tax
on capital gains realised within the Company’s
portfolio.
Any serious breach could result in the Company and/or the Directors
being fined or the subject of criminal proceedings or the
suspension of the Company’s shares which would in turn lead to a
breach of the Corporation Tax Act 2010.
Amongst other relevant laws and regulations, the Company is
required to comply with the provisions of the Companies Act 2006,
the Alternative Investment Fund Managers’ Directive, the Market
Abuse Regulation, the UK Listing Rules, international sanctions and
the FCA’s Disclosure Guidance and Transparency Rules.
Mitigation/Control
The Investment Manager monitors investment movements and the amount
of proposed dividends, if any, to ensure that the provisions of
Chapter 4 of Part 24 of the Corporation Tax Act 2010 are not
breached. The results are reported to the Board at each
meeting.
Compliance with the accounting rules affecting investment trusts is
carefully and regularly monitored.
The Company Secretary and the Company’s professional advisers
provide regular reports to the Board for their review in respect of
compliance with all applicable rules and regulations.
Following authorisation under the AIFMD, the Company and its
appointed AIFM are subject to the risks that the requirements of
this Directive are not correctly complied with.
The Board and the AIFM also monitor changes in government policy
and legislation which may have an impact on the Company.
The Market Abuse Regulation came into force on 3 July 2016. The Board has taken steps to ensure
that individual Directors (and their Persons Closely Associated)
are aware of their obligations under the regulation and has updated
internal processes, where necessary, to ensure the risk of
non-compliance is effectively mitigated.
OPERATIONAL
Principal risk
The Company relies on the services provided by third
parties.
Accordingly, it is dependent on the control systems of the Manager
and The Bank of New York Mellon (International) Limited (who act as
both Depositary, Custodian and Fund Accountant and who maintain the
Company’s assets, settlement and accounting records). The Company’s
share register is maintained by the Registrar, Computershare
Investor Services PLC. The security of the Company’s assets,
dealing procedures, accounting records and adherence to regulatory
and legal requirements depend on the effective operation of the
systems of the third-party service providers.
Failure by any service provider to carry out its obligations to the
Company could have a material adverse effect on the Company’s
performance. Disruption to the accounting, payment systems or
custody records could prevent the accurate reporting and monitoring
of the Company’s financial position.
Inadequate succession arrangements, particularly of the Manager,
could disrupt the level of service provided.
Mitigation/Control
The Fund Accountant’s and the Manager’s internal control processes
are regularly tested and monitored throughout the year and are
evidenced through their SOC 1 reports, which are subject to review
by an Independent Service Assurance Auditor. The SOC 1 reports
provide assurance in respect of the effective operation of internal
controls. These reports are provided to the Audit and Management
Engagement Committee.
The Company’s financial assets are subject to a strict liability
regime and in the event of a loss of assets, the Depositary must
return assets of an identical type or the corresponding amount,
unless able to demonstrate the loss was a result of an event beyond
its reasonable control.
The Board reviews the overall performance of the Manager,
Investment Manager and all other third-party service providers on a
regular basis.
The Board also considers the business continuity arrangements of
the Company’s key service providers on an ongoing basis and reviews
these as part of its review of the Company’s risk
register.
The Board considers the Manager’s succession plans in so far as
they affect the services provided to the Company.
MARKET
Principal risk
Market risk arises from volatility in the prices of the Company’s
investments. The price of shares of companies in the mining,
traditional energy and energy transition sectors can be volatile
and this may be reflected in the NAV and market price of the
Company’s shares.
The Company invests in the mining, traditional energy and energy
transition sectors in many countries globally and will also be
subject to country-specific risk. A lack of growth in world or
country-specific industrial production may adversely affect metal
and energy prices.
Companies operating within the sectors in which the Company invests
will be impacted by climate change and by new legislation governing
climate change and environmental issues, which may have a negative
impact on their valuation and share price. Market risk includes the
potential impact of events which are outside the Company’s control,
including (but not limited to) heightened geo-political tensions
and military conflict, a global pandemic and high
inflation.
There is the potential for the Company to suffer loss through
holding investments in the face of negative market
movements.
Mitigation/Control
The Board considers the diversification of the portfolio, asset
allocation, stock selection, and levels of gearing on a regular
basis and has set investment restrictions and guidelines which are
monitored and reported on by the Investment Manager. The Board
monitors the implementation and results of the investment process
with the Investment Manager.
Under the Company’s investment policy, the Investment Manager has
the ability to invest in energy transition stocks and is mindful of
the impact of any shift in energy consumption towards less carbon
intensive energy supply. This is taken into account by the
Investment Manager in building a well diversified
portfolio.
The Board also recognises the benefits of a closed-end fund
structure in extremely volatile markets such as those experienced
with the Russia- Ukraine conflict, and more recently, the
conflict in the Middle East.
Unlike open-ended counterparts, closed- end funds are not obliged
to sell-down portfolio holdings at low valuations to meet liquidity
requirements for redemptions. During times of elevated volatility,
restrictions and impacts on securities and markets following the
Russian invasion of the Ukraine
and market stress, the ability of a closed-end fund structure to
remain invested for the long term enables the Portfolio Managers to
adhere to disciplined fundamental analysis from a bottom-up
perspective and be ready to respond to dislocations in the market
as opportunities present themselves.
FINANCIAL
Principal risk
The Company’s investment activities expose it to a variety of
financial risks that include interest rate risk and foreign
currency risk.
The Company invests in both British Pound Sterling and non-British
Pound Sterling denominated securities. Consequently, the value of
investments in the portfolio made in non-British Pound Sterling
currencies will be affected by currency movements.
Mitigation/Control
Details of these risks are disclosed in note 18 to the Financial
Statements, together with a summary of the policies for managing
these risks.
Viability statement
In accordance with provision 31 of the 2018 UK Corporate Governance
Code, the Directors have assessed the prospects of the Company over
a longer period than the twelve months referred to by the ‘Going
Concern’ guidelines. The Board is cognisant of the uncertainty
surrounding the potential duration of the conflicts in Russia-Ukraine and Middle
East, its impact on the global economy and the prospects for
many of the Company’s portfolio holdings. Notwithstanding these
crises, and given the factors stated below, the Board expects the
Company to continue for the foreseeable future and has therefore
conducted this review for a period of five years. This is generally
the investment holding period investors consider while investing in
the sector. The Board conducted this review for the period up to
the AGM in 2029.
The Board has also considered a number of other factors in its
assessment, including:
· portfolio
liquidity;
· setting
the investment strategy to fulfill the Company’s objective; and
monitoring the performance of the Investment Manager and the
implementation of the investment strategy. The Board regularly
reviews the Company’s investment mandate and long-term strategy; it
has set investment restrictions and guidelines which the Investment
Manager monitors and regularly reports to the Board;
· the
Company’s revenue and expense forecasts. The Board is confident
that the Company’s business model remains viable and that there are
sufficient resources to meet all liabilities as they fall due for
the period under review;
· the
Company’s borrowing facility and the fact that the Company
continues to meet its financial covenants in respect of this
facility;
· the
long-term risk to performance from inadequate attention to ESG
issues, and in particular the impact of climate change. ESG
analysis is integrated in the Manager’s investment process. This is
monitored by the Board;
· the
principal risks and uncertainties as set out above and the fact
that the Company has appropriate controls and processes in place to
manage these and to maintain its operating model;
· the
operational resilience of the Company and its key service providers
and their ability to continue to provide a good level of service
for the foreseeable future;
· the
effectiveness of business continuity plans in place for the Company
and key service providers; and
· the
level of income generated by the Company and future income
forecasts.
In its assessment of the viability of the Company the Directors
have noted that:
· the
Company predominantly invests in highly liquid, large listed
companies so its assets are readily realisable;
· the
Company has gearing facilities in place and no concerns around
facilities, headroom or covenants;
· the
Company’s forecasts for revenues, expenses and liabilities are
relatively stable, it has largely fixed overheads which comprise a
small percentage of net assets and ongoing charges are capped at
1.25% of average net asset value; and
· the
business model should remain attractive for longer than five years
unless there is significant economic or regulatory
change.
The Directors have also reviewed:
· the
impact of a significant fall in global commodity equity markets on
the value of the Company’s investment portfolio;
· the
ability of portfolio companies to pay dividends, and the Company’s
portfolio yield and ability to meet its dividend target over the
longer term;
· the
ongoing relevance of the Company’s investment objective, business
model and investment policy in the current environment;
and
· the
level of demand for the Company’s shares.
Based on the results of their analysis, the Directors have
concluded that there is a reasonable expectation that the Company
will be able to continue in operation and meet its liabilities as
they fall due over the period of their assessment.
SECTION 172 STATEMENT: PROMOTING THE SUCCESS OF BLACKROCK
ENERGY AND RESOURCES INCOME TRUST PLC
The Companies (Miscellaneous Reporting) Regulations 2018 require
Directors to explain in detail how they have discharged their
duties under Section 172(1) of the Companies Act 2006 in promoting
the success of their companies for the benefit of members as a
whole. This enhanced disclosure covers how the Board has engaged
with and understands the views of stakeholders and how
stakeholders’ needs have been taken into account, the outcome of
this engagement and the impact that it has had on the Board’s
decisions.
As the Company is an externally managed investment company and does
not have any employees or customers, the Board considers the main
stakeholders in the Company to be the shareholders, key service
providers (being the Manager and Investment Manager, the Custodian,
Depositary, Registrar and Broker) and investee companies. The
reasons for this determination, and the Board’s overarching
approach to engagement, are set out in the table below.
Stakeholders
Shareholders
Continued shareholder support and engagement are critical to the
continued existence of the Company and the successful delivery of
its long-term strategy. The Board is focused on fostering good
working relationships with shareholders and on understanding the
views of shareholders in order to incorporate them into the Board’s
strategy and objectives in delivering long-term growth and
income.
Manager and Investment Manager
The Board’s main working relationship is with the Manager, who is
responsible for the Company’s portfolio management (including asset
allocation, stock and sector selection) and risk management, as
well as ancillary functions such as administration, secretarial,
accounting and marketing services. The Manager has sub-delegated
portfolio management to the Investment Manager. Successful
management of shareholders’ assets by the Investment Manager is
critical for the Company to successfully deliver its investment
strategy and meet its objective. The Company is also reliant on the
Manager as AIFM to provide support in meeting relevant regulatory
obligations under the AIFMD and other relevant
legislation.
Other key service providers
In order for the Company to function as an investment trust with a
listing on the premium segment of the official list of the
Financial Conduct Authority (FCA) and trade on the London Stock
Exchange’s (LSE) main market for listed securities, the Board
relies on a diverse range of advisors for support in meeting
relevant obligations and safeguarding the Company’s assets. For
this reason, the Board considers the Company’s Custodian,
Depositary, Registrar and Broker to be stakeholders. The Board
maintains regular contact with its key external service providers
and receives regular reporting from them through the Board and
committee meetings, as well as outside of the regular meeting
cycle.
Investee companies
Portfolio holdings are ultimately shareholders’ assets, and the
Board recognises the importance of good stewardship and
communication with investee companies in meeting the Company’s
investment objective and strategy. The Board monitors the Manager’s
stewardship activities and receives regular feedback from the
Manager in respect of meetings with the management of portfolio
companies.
A summary of the key areas of engagement undertaken by the Board
with its key stakeholders in the year under review and how
Directors have acted upon this to promote the long-term success of
the Company are set out in the table below.
Area of Engagement
Investment Mandate and Objective
Issue
The Board is committed to promoting the role and success of the
Company in delivering on its investment mandate to shareholders
over the long term. However, the Board recognises that the sectors
in which the Company invests are undergoing structural changes,
with a shift in the energy sector away from carbon-based energy
supplies towards alternative and renewable energy sources. The
extractive industries in which the companies in the Company’s
investment universe operate are facing ethical and sustainability
issues that cannot be ignored by asset managers and investment
companies alike. More than ever, consideration of material ESG
information and sustainability risks is an important element of the
investment process. The Board also has responsibility to
shareholders to ensure that the Company’s portfolio of assets is
invested in line with the stated investment objective and in a way
that ensures an appropriate balance between spread of risk and
portfolio returns.
Engagement
The Board believes that responsible investment and sustainability
are integral to the longer-term delivery of growth in capital and
income and has worked very closely with the Manager throughout the
year to regularly review the Company’s performance, investment
strategy and underlying policies to ensure that the Company’s
investment objective continues to be met in an effective,
responsible way that is transparent to current and future
investors.
In addition to six scheduled Board meetings a year, the Board holds
a Strategy Day which is dedicated to an in depth review of the
Company’s strategy in conjunction with key advisors including the
Company’s broker, public relations and marketing teams and members
of BlackRock’s portfolio management and risk analytics
teams.
The Manager’s approach to the consideration of ESG factors in
respect of the Company’s portfolio, as well as its engagement with
investee companies to encourage the adoption of sustainable
business practices which support long-term value creation, are kept
under review by the Board.
The Manager reports to the Board in respect of its consideration of
ESG factors and how these are integrated into the investment
process; a summary of BlackRock’s approach to ESG integration is
set out in the Annual Report and Accounts.
Impact
The portfolio activities undertaken by the Investment Manager can
be found in the Investment Manager’s Report above.
The Board does not formally benchmark the Company’s performance
against mining and energy sector indices because meeting a specific
dividend target is not within the scope of these indices and also
because no index appropriately reflects the Company’s blended
exposure to the Energy (including the energy transition) and mining
sectors. For internal monitoring purposes, however, the Board
compares the performance of the portfolio against a bespoke
internal mining and energy composite index.
Details regarding the Company’s Key Performance Indicators can be
found in this Strategic Report.
Management of Share Rating
Issue
The Board recognises the importance to shareholders that the market
price of the Company’s shares should not trade at either a
significant discount or premium to the NAV. One of the Board’s
long-term strategic aspirations is that the Company’s shares should
trade consistently at a price close to the NAV per
share.
Engagement
The Board monitors the Company’s discount on an ongoing basis and
meets with the Manager and the Company’s Broker on a regular basis
to discuss methods to manage the discount. A range of discount
control mechanisms have been considered and the benefits and
disadvantages of these have been discussed at length.
The Board is also prepared to issue shares into the market to meet
demand as required and avoid shares moving to trade at an excessive
premium. The Company’s shares moved to trade at a sustained premium
in the first half of 2023, and the Company issued new shares into
market demand to manage this following consultation with the
manager and the broker. Where necessary, the Board sought
shareholder approval to both buy-backs and issuance. Resolutions
were proposed, and passed, at the Annual General Meeting on
13 March 2023 and a General Meeting
on 3 March 2023.
The Board notes that all share issues have been and will continue
to be made at premiums to the prevailing NAV per share, such that
all such transactions are accretive to the NAV and NAV per share so
that existing shareholders are protected from any value/economic
dilution.
In addition, the Board has worked closely with the Manager to
develop the Company’s marketing strategy, with the aim of ensuring
effective communication with existing shareholders and to attract
new shareholders to the Company in order to improve liquidity in
the Company’s shares and to sustain the share rating of the
Company.
Impact
The Company’s average discount for the year to 30 November 2023 was 6.4% (year to 30 November 2022: 2.9%) and as at 26 January 2024 the discount stood at 11.2%. This
compares to an average discount for the AIC Commodities and Natural
resources sector of 13.7% at 30 November
2023 and 12.7% at 31 December
2023.
The share issuance transactions in the year under review resulted
in an increase of £1.8 million (2022: an increase of £22.6 million)
in the Company’s assets under management.
However, the Company has bought back 4,200,000 shares to be held in
treasury for a total consideration of £4,837,000 at an average
discount of 10.0%. Collectively, this share buyback activity
undertaken in 2023 contributed 0.3% to the NAV per share return
over the year. The share buyback transactions in the year resulted
in a decrease of £4.8 million in the Company’s assets under
management.
The Company contributed during the year to a focused investment
trust sales and marketing initiative operated by BIM (UK) on behalf of the investment trusts
under its management. For the year ended 30
November 2023, the Group’s contribution to the consortium
element of the initiative, which enables the trusts to achieve
efficiencies by combining certain sales and marketing activities,
represented 0.025% per annum of its net assets (£184.9 million) as
at 31 December 2022, and this
contribution was matched by BIM
(UK). This marketing activity was one factor contributing to
increased demand for the Company’s shares, enabling it to grow in
size and resulting in a lower operating charges ratio and greater
liquidity.
Dividend target
Issue
A key element of the Company’s investment objective is to achieve
an annual dividend target. The Board is cognisant that portfolio
investments with a high yield may have lower capital growth, and
that seeking to ensure that any dividend target is covered by
current year dividend revenue may result in a lower total return.
Conversely, a move to invest a higher proportion of the portfolio
in higher growth investments (including certain energy transition
stocks) may result in a lower yielding portfolio.
Engagement
The Board reviews income forecasts and option writing activity in
conjunction with the Manager to determine the most effective
approach for meeting the dividend target whilst generating the
optimal level of total return for shareholders.
The Board aims to meet the annual target dividend primarily from a
mix of dividend income from the portfolio and revenue reserves,
although this will be supported by the distribution of the
Company’s other substantial distributable reserves (£86.4 million
at 30 November 2023) if
required.
Impact
Since the year end, the Board has announced that the annual
dividend target will increase to 4.500
pence per share for the year to 30
November 2024.
Service levels of third party providers
Issue
The Board acknowledges the importance of ensuring that the
Company’s principal suppliers are providing a suitable level of
service: this includes the Manager in respect of investment
performance and delivering on the Company’s investment mandate; the
Custodian and Depositary in respect of their duties towards
safeguarding the Company’s assets; the Registrar in its maintenance
of the Company’s share register and dealing with investor queries
and the Company’s Broker in respect of the provision of advice and
acting as a market maker for the Company’s shares.
Engagement
The Manager reports to the Board on the Company’s performance on a
regular basis. The Board carries out a robust annual evaluation of
the Manager’s performance, its commitment and available
resources.
The Board performs an annual review of the service levels of all
third-party service providers and concludes on their suitability to
continue in their role.
The Board receives regular updates from the AIFM, Depositary,
Registrar and Broker on an ongoing basis.
Impact
All performance evaluations were performed on a timely basis and
the Board concluded that all key third-party service providers,
including the Manager were operating effectively and providing a
good level of service.
Board composition
Issue
The Board is committed to ensuring that its own composition brings
an appropriate balance of knowledge, experience and skills, and
that it is compliant with best corporate governance practice under
the UK Code, including guidance on tenure and the composition of
the Board’s committees.
Engagement
The Board reviews succession planning on an ongoing basis. A new
Director, Anne Marie Cannon, was
appointed after the year end as part of a recruitment process that
was initiated in 2023. As part of this process, the Nomination
Committee agreed the selection criteria and the method of
selection, recruitment and appointment. Board diversity, including
gender, was taken into account when establishing the criteria. The
services of an external search consultant, Cornforth Consulting
Limited, was used to identify potential candidates.
The Board remain focused on best Corporate Governance Practice, and
in particular the recommendation under the UK Code that Directors’
tenure is limited to nine years. While the Board does not have a
formal limit on tenure, Dr Bell will not be standing for
re-election at the Annual General Meeting to be held on
20 March 2024, noting that her tenure
would exceed nine years with effect from December 2023.
Impact
The Board appointed Mrs Anne Marie
Cannon as a Director of the Company with effect from
16 January 2024. Mrs Cannon’s
biography is set out in the Annual Report and Accounts. Details of
each Director’s contribution to the success and promotion of the
Company are set out in the Directors’ Report contained within the
Annual Report and Accounts.
All Directors currently serving on the Board have tenure below the
nine years maximum limit recommended under the UK Code (with the
exception of Dr Bell who will be standing down as a director of the
Company at the conclusion of the AGM which is to be held on
15 March 2024).
The Board’s composition currently meets all targets recommended
under the Parker Review and enshrined in recent changes to the
FCA’s Listing Rules (which set new diversity targets and associated
disclosure requirements for UK companies listed on the London Stock
Exchange).
Environmental, Social And Governance
Approach
The Board’s approach
Environmental, social and governance (ESG) issues can present both
opportunities and risks to long-term investment performance. The
Company’s investment universe comprises sectors that are undergoing
significant structural change and are likely to be highly impacted
by increasing regulation as a result of climate change and other
social and governance factors. Your Board is committed to ensuring
that we have appointed a manager that integrates ESG considerations
into its investment process and has the skill and vision to
navigate the structural transition that the Company’s investment
universe is undergoing.
The Board believes multi-year engagement with management is, in
most cases, the most constructive way of building our understanding
of a company’s approach to addressing material business risks and
opportunities. Engagement can lead to stronger relationships with
companies and more constructive outcomes for shareholders and
businesses alike.
More information on BlackRock’s global approach to ESG integration,
as well as activity specific to the BlackRock Energy and Resources
Income Trust plc portfolio, is set out below. BlackRock has defined
ESG integration as the practice of incorporating financially
material ESG information and consideration of sustainability risks
into investment decisions in order to enhance risk-adjusted
returns. ESG integration does not change the Company’s investment
objective or constrain the Investment Manager’s investable universe
and does not mean that an ESG or impact focused investment strategy
or any exclusionary screens have been or will be adopted by the
Company. Similarly, ESG integration does not determine the extent
to which the Company may be impacted by sustainability risks. More
information on sustainability risks may be found in the AIFMD Fund
Disclosures document of the Company available on the Company’s
website at
www.blackrock.com/uk/individual/literature/policies/itc-disclosure-blackrock-energy-andresources-income-trust-plc.pdf.
The Company does not meet the criteria for Article 8 or 9 products
under the EU Sustainable Finance Disclosure Regulation (“SFDR”) and
the investments underlying this financial product do not take into
account the EU criteria for environmentally sustainable economic
activities.
1 Source:
BlackRock Investment Stewardship 2023 Global Voting Spotlight
report
(https://www.blackrock.com/corporate/literature/publication/2023-investment-stewardship-voting-spotlight.pdf)
and BlackRock Investment Stewardship website
www.blackrock.com/corporate/about-us/investment-stewardship#engagement-and-voting-history
BlackRock Investment Stewardship Engagement with portfolio
companies in the year ended 30 November
2023
Given the Board’s belief in the importance of engagement and
communication with portfolio companies, they receive regular
updates from the Manager in respect of activity undertaken for the
year under review. The Board notes that over the year to
30 November 2023, 97 total company
engagements were held with the management teams of 36 portfolio
companies representing 50% of the portfolio by % of holdings at
30 November 2023. To put this into
context, there were 72 companies in the BlackRock Energy and
Resources Income Trust plc portfolio at 30
November 2023. Additional information is set out in the
table below as well as the key engagement themes for the meetings
held in respect of the Company’s portfolio holdings.
|
BlackRock Energy and Resources Income Trust plc
–
year ended 30 November 2023
|
Number of engagements held
|
97
|
Number of companies met
|
36
|
% of equity investments covered
|
50
|
Shareholder meetings voted at
|
66
|
Number of proposals voted on
|
945
|
Number of votes against management
|
17
|
% of total votes represented by votes against management
|
1.71
|
|
=========
|
The importance and challenges of considering ESG when
engaging with investee companies in the Natural Resources Sector
and BlackRock’s global approach to ESG
integration
Environmental
BlackRock’s approach to climate risk and opportunities and the
global energy transition is based on our role as a fiduciary to our
clients. As the world works toward a transition to a low-carbon
economy, BlackRock are interested in hearing from companies about
their strategies and plans for responding to the challenges and
capturing the opportunities that this transition creates. When
companies consider climate-related risks, it is likely that they
will also assess their impact and dependence on natural
capital.
Social
BlackRock Investment Stewardship’s Global Principles underscore the
belief that companies are best placed to deliver value for
long-term shareholders like BlackRock’s clients when they also
consider the interests of their other key stakeholders, which
generally will include workers, business partners (such as
suppliers and distributors), clients and consumers, government, and
the communities in which they operate.
In BlackRock’s experience, companies that build strong
relationships with their stakeholders are more likely to meet their
own strategic objectives, while poor relationships may create
adverse impacts that expose a company to legal, regulatory,
operational, and reputational risks and jeopardize their ability to
deliver sustainable, long-term financial performance.
Corporate Governance
As with all companies, good corporate governance is especially
critical for natural resources companies. In BlackRock’s
experience, the sound governance, in terms of both process and
practice, is critical to the success of a company, the protection
of shareholders’ interests, and long-term shareholder value
creation.
Governance issues, including the management of material
sustainability issues that have a significant impact for natural
resource companies, all require effective leadership and oversight
from a company’s board.
BlackRock believes that companies with experienced, engaged and
diverse directors, who are effective in actively advising and
overseeing management as a board, are well-positioned to deliver
long-term value creation.
BlackRock’s approach to ESG integration
BlackRock believes that sustainability risks including climate risk
are investment risks. As a fiduciary, we manage material risks and
opportunities that could impact portfolios. Sustainability can be a
driver of investment risks and opportunities, and we incorporate
them in our firm wide processes when they are material. This in
turn (in BlackRock’s view) is likely to drive a significant
reallocation of capital away from traditional carbon intensive
industries over the next decade. BlackRock believes that
carbon-intensive companies will play an integral role in unlocking
the full potential of the energy transition, and to do this, they
must be prepared to adapt, innovate and pivot their strategies
towards a low carbon economy.
As part of BlackRock’s structured investment process, ESG risks and
opportunities (including sustainability/climate risk) are
considered within the portfolio management team’s fundamental
analysis of companies and industries. ESG factors have been a key
consideration of the BlackRock Natural Resources Team’s investment
process since inception and the Company’s portfolio managers work
closely with BIS to assess the governance quality of companies and
understand any potential issues, risks or opportunities.
As part of their approach to ESG integration, the portfolio
managers use ESG information when conducting research and due
diligence on new investments and again when monitoring investments
in the portfolio. In particular, portfolio managers now have access
to 1,200 key ESG performance indicators in Aladdin (BlackRock’s
proprietary trading system) from third-party data providers.
BlackRock’s internal sustainability research framework scoring is
also available alongside third-party ESG scores in core portfolio
management tools. BlackRock’s analyst’s sector expertise and local
market knowledge allows it to engage with companies through direct
interaction with management teams and conducting site visits. In
conjunction with the portfolio management team, BlackRock
Investment Stewardship’s (BIS) meets with boards of companies
frequently to evaluate how they are strategically managing their
longer-term issues, including those surrounding ESG and the
potential impact these may have on company financials. BIS’s and
the portfolio management team’s understanding of ESG issues is
further supported by BlackRock’s Sustainable and Transition
Solutions (STS). STS look to advance ESG research and integration,
active engagement and the development of sustainable investment
solutions across the firm.
Investment Stewardship
Consistent with BlackRock’s fiduciary duty as an asset manager, BIS
seeks to support investee companies in their efforts to deliver
long-term financial performance on behalf of our clients. These
clients include public and private pension plans, governments,
insurance companies, endowments, universities, charities and,
ultimately, individual investors, among others. BIS serves as a
link between BlackRock’s clients and the companies they invest in.
Clients depend on BlackRock to help them meet their investment
goals; the business and governance decisions that companies make
will have a direct impact on BlackRock’s clients’ long-term
investment outcomes and financial well-being.
Global Principles
The BIS Global Principles, regional voting guidelines, and
engagement priorities (collectively, the ‘BIS policies’) set out
the core elements of corporate governance that guide BIS’ efforts
globally and within each regional market, including when engaging
with companies and voting at shareholder meetings when authorised
to do so on behalf of clients. Each year, BIS reviews its policies
and updates them as necessary to reflect changes in market
standards and regulations, insights gained over the year through
third-party and its own research, and feedback from clients and
companies. BIS’ Global Principles are available on its website at
https://www.blackrock.com/corporate/literature/fact-sheet/blk-responsible-investment-engprinciples-global.pdf.
Regional voting guidelines
BIS’ voting guidelines are intended to help clients and companies
understand its thinking on key governance matters. They are the
benchmark against which it assesses a company’s approach to
corporate governance and the items on the agenda to be voted on at
the shareholder meeting. BIS applies its guidelines pragmatically,
taking into account a company’s unique circumstances where
relevant. BlackRock informs voting decisions through research and
engages as necessary. BIS reviews its voting guidelines annually
and updates them as necessary to reflect changes in market
standards, evolving governance practice and insights gained from
engagement over the prior year. BIS’ regional voting guidelines are
available on its website at
www.blackrock.com/corporate/insights/investment-stewardship#stewardship-policies.
BlackRock is committed to transparency in terms of disclosure of
its stewardship activities on behalf of clients. BIS publishes its
stewardship policies – such as the BIS Global Principles, regional
voting guidelines and engagement priorities – to help BlackRock’s
clients understand its work to advance their interests as long-term
investors in public companies. Additionally, BIS publishes both
annual and quarterly reports detailing its stewardship activities,
as well as vote bulletins that describe its rationale for certain
votes at high profile shareholder meetings. More detail in respect
of BIS reporting can be found at
www.blackrock.com/corporate/insights/investment-stewardship.
BlackRock’s reporting and disclosures
In terms of its own reporting, BlackRock believes that the
Sustainability Accounting Standards Board provides a clear set of
standards for reporting sustainability information across a wide
range of issues, from labour practices to data privacy to business
ethics. For evaluating and reporting climate-related risks, as well
as the related governance issues that are essential to managing
them, the Task Force on Climate-related Financial Disclosures
(TCFD) provides a valuable framework. BlackRock recognises that
reporting to these standards requires significant time, analysis
and effort. BlackRock’s 2022 TCFD report can be found at
www.blackrock.com/corporate/literature/continuous-disclosure-and-important-information/tcfd-report-2022-blkinc.pdf.
The above forms part of the Strategic Report.
By order of the Board
GRAHAM
VENABLES
FOR AND ON BEHALF OF
BLACKROCK INVESTMENT MANAGEMENT (UK)
LIMITED
30 January
2024
RELATED
PARTY TRANSACTIONS AND TRANSACTIONS WITH THE AIFM AND THE
INVESTMENT MANAGER
BlackRock Fund Managers Limited (BFM) provides management and
administrative services to the Group under a contract which is
terminable on six months’ notice. BFM has (with the Group’s
consent) delegated certain portfolio and risk services, and other
ancillary services to BlackRock Investment Management (UK) Limited
(BIM (UK)). Further details of the
investment management contract are disclosed in the Directors’
Report contained within the Annual Report and Accounts.
The investment management fee due for the year ended 30 November 2023 amounted to £1,549,000 (2022:
£1,358,000). At the year end, £742,000 was outstanding in respect
of the management fee (2022: £728,000).
The Company is entitled to a rebate from the investment management
fee charged by the Manager in the event the Company’s ongoing
charges exceeds the cap of 1.25% per annum of average daily net
assets. The amount of rebate accrued to 30
November 2023 amounted to £nil (2022: £nil).
Further details in respect of the management fee and rebate are
given in note 4 below.
In addition to the above services, BIM
(UK) has provided the Group with marketing services. The
total fees paid or payable for these services for the year ended
30 November 2023 amounted to £84,000
excluding VAT (2022: £45,000). Marketing fees of £106,000 excluding
VAT (2022: £22,000) were outstanding as at the year end.
The ultimate holding company of the Manager and the Investment
Manager is BlackRock, Inc., a company incorporated in Delaware USA.
At the date of this report, the Board consists of five
non-executive Directors, all of whom are considered to be
independent of the Manager by the Board.
Disclosures of the Directors’ interests in the ordinary shares of
the Company and fees and expenses payable to the Directors are set
out in the Directors’ Remuneration Report contained in the Annual
Report for the year ended 30 November
2023. At 30 November 2023,
£11,000 (2022: £11,000) was outstanding in respect of Directors’
fees.
STATEMENT OF DIRECTORS’ RESPONSIBILITIES IN RESPECT OF THE
ANNUAL
REPORT AND FINANCIAL STATEMENTS
The Directors are responsible for preparing the Annual Report and
the Financial Statements in accordance with applicable United Kingdom law and regulations.
Company law requires the Directors to prepare financial statements
for each financial year. Under that law, the Directors have elected
to prepare the Group and Parent Company financial statements in
accordance with UK-adopted International Accounting Standards
(IFRSs). 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 Group and the
Company and of the profit or loss of the Group and the Company for
that period.
In preparing these financial statements, the Directors are required
to:
· select
suitable accounting policies in accordance with IAS 8 Accounting
Policies, Changes in Accounting Estimates and Errors and then apply
them consistently;
· present
information, including accounting policies, in a manner that
provides relevant, reliable, comparable and understandable
information;
· make
judgements and estimates that are reasonable and
prudent;
· in
respect of the Group financial statements, state whether UK-adopted
International Accounting Standards have been followed, subject to
any material departures disclosed and explained in the financial
statements;
· provide
additional disclosures when compliance with the specific
requirements in IFRSs is insufficient to enable users to understand
the impact of particular transactions, other events and conditions
on the Group and Company financial position and financial
performance;
· in
respect of the Parent Company financial statements, state whether
UK-adopted International 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 Group and/or the Company will
continue in business.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Group’s and the
Company’s transactions and disclose with reasonable accuracy at any
time the financial position of the Group and the Company and enable
them to ensure that the Group and Company financial statements
comply with the Companies Act 2006.
They are also responsible for safeguarding the assets of the Group
and Parent Company and hence for taking reasonable steps for the
prevention and detection of fraud and other
irregularities.
Under applicable law and regulations, the Directors are also
responsible for preparing a Strategic Report, Directors’ Report,
Directors’ Remuneration Report, Corporate Governance Statement and
the Report of the Audit and Management Engagement Committee that
comply with that law and those regulations. The Directors have
delegated responsibility to the Manager for the maintenance and
integrity of the Group’s corporate and financial information
included on the BlackRock website. Legislation in the United Kingdom governing the preparation and
dissemination of financial statements may differ from legislation
in other jurisdictions.
The Directors confirm, to the best of their knowledge:
· that
the consolidated financial statements prepared in accordance with
UK-adopted International Accounting Standards, give a true and fair
view of the assets, liabilities, financial position and profit of
the Parent Company and undertakings included in the consolidation
taken as a whole;
· that
the annual report, including the strategic report, includes a fair
review of the development and performance of the business and the
position of the Company and undertakings included in the
consolidation taken as a whole, together with a description of the
principal risks and uncertainties that they face; and
· that
they consider the annual report, taken as a whole, is fair,
balanced and understandable and provides the information necessary
for shareholders to assess the company’s position, performance,
business model and strategy.
In order to reach a conclusion on this matter, the Board has
requested that the Audit and Management Engagement Committee advise
on whether it considers that the Annual Report and Financial
Statements fulfils these requirements. The process by which the
Committee has reached these conclusions is set out in the Audit and
Management Engagement Committee’s Report contained within the
Annual Report and Accounts. As a result, the Board has concluded
that the Annual Report for the year ended 30
November 2023, taken as a whole, is fair, balanced and
understandable and provides the information necessary for
shareholders to assess the Group’s and the Company’s position,
performance, business model and strategy.
FOR AND ON BEHALF OF THE BOARD
ADRIAN
BROWN
Chairman
30 January 2024
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR
ENDED 30 NOVEMBER
2023
|
|
2023
|
2022
|
|
Notes
|
Revenue
£’000
|
Capital
£’000
|
Total
£’000
|
Revenue
£’000
|
Capital
£’000
|
Total
£’000
|
|
|
|
|
|
|
|
|
Income from investments held at fair value through profit or
loss
|
3
|
6,258
|
79
|
6,337
|
6,969
|
–
|
6,969
|
Other income
|
3
|
1,218
|
–
|
1,218
|
1,343
|
–
|
1,343
|
|
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
Total Revenue
|
|
7,476
|
79
|
7,555
|
8,312
|
–
|
8,312
|
|
|
=========
|
=========
|
=========
|
=========
|
=========
|
=========
|
Net (loss)/profit on investments and derivatives held at fair value
through profit or loss
|
|
–
|
(27,606)
|
(27,606)
|
–
|
51,394
|
51,394
|
Net profit on foreign exchange
|
|
–
|
6
|
6
|
–
|
4
|
4
|
|
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
Total
|
|
7,476
|
(27,521)
|
(20,045)
|
8,312
|
51,398
|
59,710
|
|
|
=========
|
=========
|
=========
|
=========
|
=========
|
=========
|
Expenses
|
|
|
|
|
|
|
|
Investment management fees
|
4
|
(387)
|
(1,162)
|
(1,549)
|
(339)
|
(1,019)
|
(1,358)
|
Other operating expenses
|
5
|
(535)
|
(16)
|
(551)
|
(886)
|
(11)
|
(897)
|
|
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
Total operating expenses
|
|
(922)
|
(1,178)
|
(2,100)
|
(1,225)
|
(1,030)
|
(2,255)
|
|
|
=========
|
=========
|
=========
|
=========
|
=========
|
=========
|
Net profit/(loss) on ordinary activities before finance
costs and taxation
|
|
6,554
|
(28,699)
|
(22,145)
|
7,087
|
50,368
|
57,455
|
Finance costs
|
6
|
(196)
|
(588)
|
(784)
|
(49)
|
(147)
|
(196)
|
|
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
Net profit/(loss) on ordinary activities before
taxation
|
|
6,358
|
(29,287)
|
(22,929)
|
7,038
|
50,221
|
57,259
|
Taxation (charge)/credit
|
|
(584)
|
117
|
(467)
|
(644)
|
162
|
(482)
|
|
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
Net profit/(loss) on ordinary activities after
taxation
|
|
5,774
|
(29,170)
|
(23,396)
|
6,394
|
50,383
|
56,777
|
|
|
=========
|
=========
|
=========
|
=========
|
=========
|
=========
|
Earnings/(loss) per ordinary share
(pence)
|
|
4.39
|
(22.17)
|
(17.78)
|
4.99
|
39.28
|
44.27
|
|
|
=========
|
=========
|
=========
|
=========
|
=========
|
=========
|
The total columns of this statement represent the Group’s Statement
of Comprehensive Income, prepared in accordance with UK-adopted
International Accounting Standards (IAS). The supplementary revenue
and capital accounts are both prepared under guidance published by
the Association of Investment Companies (AIC). All items in the
above statement derive from continuing operations. No operations
were acquired or discontinued during the year. All income is
attributable to the equity holders of the Group.
The Group does not have any other comprehensive income/(loss)
(2022: £nil). The net profit/(loss) for the year disclosed above
represents the Group’s total comprehensive income.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR
ENDED 30 NOVEMBER
2023
Group
For the year ended 30 November 2023
|
Notes
|
Called
up share
capital
£’000
|
Share
premium
account
£’000
|
Special
reserve
£’000
|
Capital
reserves
£’000
|
Revenue
reserve
£’000
|
Total
£’000
|
|
|
|
|
|
|
|
|
At 30 November 2022
|
|
1,344
|
68,203
|
70,937
|
47,803
|
6,421
|
194,708
|
Total comprehensive (loss)/income:
|
|
|
|
|
|
|
|
Net (loss)/profit for the year
|
|
–
|
–
|
–
|
(29,170)
|
5,774
|
(23,396)
|
Transaction with owners, recorded directly to equity:
|
|
|
|
|
|
|
|
Ordinary share issues
|
10
|
12
|
1,781
|
–
|
–
|
–
|
1,793
|
Share issue costs
|
10
|
–
|
(4)
|
–
|
–
|
–
|
(4)
|
Ordinary shares bought back into treasury
|
10
|
–
|
–
|
(4,802)
|
–
|
–
|
(4,802)
|
Share buyback costs
|
10
|
–
|
–
|
(35)
|
–
|
–
|
(35)
|
Share reissue costs written back
|
|
–
|
–
|
–
|
27
|
–
|
27
|
Dividends paid1
|
9
|
–
|
–
|
–
|
–
|
(5,929)
|
(5,929)
|
|
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
At 30 November 2023
|
|
1,356
|
69,980
|
66,100
|
18,660
|
6,266
|
162,362
|
|
|
=========
|
=========
|
=========
|
=========
|
=========
|
=========
|
For the year ended 30 November 2022
|
|
|
|
|
|
|
|
At 30 November 2021
|
|
1,190
|
47,727
|
68,852
|
(2,548)
|
5,607
|
120,828
|
Total comprehensive income:
|
|
|
|
|
|
|
|
Net profit for the year
|
|
–
|
–
|
–
|
50,383
|
6,394
|
56,777
|
Transactions with owners, recorded directly to equity:
|
|
|
|
|
|
|
|
Ordinary share issues
|
|
154
|
19,563
|
–
|
–
|
–
|
19,717
|
Share issue costs
|
|
–
|
(110)
|
–
|
–
|
–
|
(110)
|
Ordinary shares reissued from treasury
|
|
–
|
1,023
|
2,091
|
–
|
–
|
3,114
|
Share reissue costs
|
|
–
|
–
|
(6)
|
(32)
|
–
|
(38)
|
Dividends paid2
|
9
|
–
|
–
|
–
|
–
|
(5,580)
|
(5,580)
|
|
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
At 30 November 2022
|
|
1,344
|
68,203
|
70,937
|
47,803
|
6,421
|
194,708
|
|
|
=========
|
=========
|
=========
|
=========
|
=========
|
=========
|
1 4th
interim dividend of 1.100p per share for the year ended
30 November 2022, declared on
7 December 2022 and paid on
13 January 2023; 1st interim dividend
of 1.100p per share for the year ended 30
November 2023, declared on 13 March
2023 and paid on 19 April
2023; 2nd interim dividend of 1.100p per share for the year
ended 30 November 2023, declared on
7 June 2023 and paid on 14 July 2023 and 3rd interim dividend of 1.100p
per share for the year ended 30 November
2023, declared on 20 September
2023 and paid on 27 October
2023.
2 4th
interim dividend of 1.100p per share for the year ended
30 November 2021, declared on
8 December 2021 and paid on
14 January 2022; 1st interim dividend
of 1.100p per share for the year ended 30
November 2022, declared on 15 March
2022 and paid on 21 April
2022; 2nd interim dividend of 1.100p per share for the year
ended 30 November 2022, declared on
7 June 2022 and paid on 15 July 2022 and 3rd interim dividend of 1.100p
per share for the year ended 30 November
2022, declared on 12 September
2022 and paid on 20 October
2022.
Parent company statement of changes in
equity
Company
|
Notes
|
Called
up share
capital
£’000
|
Share
premium
account
£’000
|
Special
reserve
£’000
|
Capital
reserves
£’000
|
Revenue
reserve
£’000
|
Total
£’000
|
For the year ended 30 November 2023
|
|
|
|
|
|
|
|
At 30 November 2022
|
|
1,344
|
68,203
|
70,937
|
50,437
|
3,787
|
194,708
|
Total comprehensive (loss)/income:
|
|
|
|
|
|
|
|
Net (loss)/profit for the year
|
|
–
|
–
|
–
|
(30,170)
|
6,774
|
(23,396)
|
Transactions with owners, recorded directly to equity:
|
|
|
|
|
|
|
|
Ordinary share issues
|
|
12
|
1,781
|
–
|
–
|
–
|
1,793
|
Share issue costs
|
|
–
|
(4)
|
–
|
–
|
–
|
(4)
|
Ordinary shares bought back into treasury
|
|
–
|
–
|
(4,802)
|
–
|
–
|
(4,802)
|
Share buyback costs
|
|
–
|
–
|
(35)
|
–
|
–
|
(35)
|
Share reissue costs written back
|
|
–
|
–
|
–
|
27
|
–
|
27
|
Dividends paid1
|
9
|
–
|
–
|
–
|
–
|
(5,929)
|
(5,929)
|
|
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
At 30 November 2023
|
|
1,356
|
69,980
|
66,100
|
20,294
|
4,632
|
162,362
|
|
|
=========
|
=========
|
=========
|
=========
|
=========
|
=========
|
For the year ended 30 November 2022
|
|
|
|
|
|
|
|
At 30 November 2021
|
|
1,190
|
47,727
|
68,852
|
436
|
2,623
|
120,828
|
Total comprehensive income:
|
|
|
|
|
|
|
|
Net profit for the year
|
|
–
|
–
|
–
|
50,033
|
6,744
|
56,777
|
Transactions with owners, recorded directly to equity:
|
|
|
|
|
|
|
|
Ordinary share issues
|
|
154
|
19,563
|
–
|
–
|
–
|
19,717
|
Share issue costs
|
|
–
|
(110)
|
–
|
–
|
–
|
(110)
|
Ordinary shares reissued from treasury
|
|
–
|
1,023
|
2,091
|
–
|
–
|
3,114
|
Share reissue costs
|
|
–
|
–
|
(6)
|
(32)
|
–
|
(38)
|
Dividends paid2
|
9
|
–
|
–
|
–
|
–
|
(5,580)
|
(5,580)
|
|
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
At 30 November 2022
|
|
1,344
|
68,203
|
70,937
|
50,437
|
3,787
|
194,708
|
|
|
=========
|
=========
|
=========
|
=========
|
=========
|
=========
|
1 4th
interim dividend of 1.100p per share for the year ended
30 November 2022, declared on
7 December 2022 and paid on
13 January 2023; 1st interim dividend
of 1.100p per share for the year ended 30
November 2023, declared on 13 March
2023 and paid on 19 April
2023; 2nd interim dividend of 1.100p per share for the year
ended 30 November 2023, declared on
7 June 2023 and paid on 14 July 2023 and 3rd interim dividend of 1.100p
per share for the year ended 30 November
2023, declared on 20 September
2023 and paid on 27 October
2023.
2 4th
interim dividend of 1.100p per share for the year ended
30 November 2021, declared on
8 December 2021 and paid on
14 January 2022; 1st interim dividend
of 1.100p per share for the year ended 30
November 2022, declared on 15 March
2022 and paid on 21 April
2022; 2nd interim dividend of 1.100p per share for the year
ended 30 November 2022, declared on
7 June 2022 and paid on 15 July 2022 and 3rd interim dividend of 1.100p
per share for the year ended 30 November
2022, declared on 12 September
2022 and paid on 20 October
2022.
For information on the Company’s distributable reserves please
refer to note 17 contained within the Annual Report and
Accounts.
Consolidated and parent company statements of financial
position as at 30 November
2023
|
|
30 November 2023
|
30 November 2022
|
|
Notes
|
Group
£’000
|
Company
£’000
|
Group
£’000
|
Company
£’000
|
Non current assets
|
|
|
|
|
|
Investments held at fair value through profit or loss
|
|
175,540
|
177,995
|
206,394
|
209,849
|
|
|
---------------
|
---------------
|
---------------
|
---------------
|
Current assets
|
|
|
|
|
|
Other receivables
|
|
618
|
3,359
|
1,980
|
4,721
|
Current tax asset
|
|
130
|
130
|
103
|
103
|
Cash collateral pledged with brokers
|
11
|
1,538
|
1,538
|
285
|
285
|
Cash and cash equivalents
|
11
|
5,276
|
80
|
6,214
|
18
|
|
|
---------------
|
---------------
|
---------------
|
---------------
|
Total current assets
|
|
7,562
|
5,107
|
8,582
|
5,127
|
|
|
=========
|
=========
|
=========
|
=========
|
Total assets
|
|
183,102
|
183,102
|
214,976
|
214,976
|
|
|
=========
|
=========
|
=========
|
=========
|
Current liabilities
|
|
|
|
|
|
Other payables
|
|
(1,988)
|
(1,988)
|
(5,868)
|
(5,868)
|
Derivative financial liabilities held at fair value through profit
or loss
|
|
(890)
|
(890)
|
(55)
|
(55)
|
Bank overdraft
|
11
|
(17,862)
|
(17,862)
|
(14,345)
|
(14,345)
|
|
|
---------------
|
---------------
|
---------------
|
---------------
|
Total current liabilities
|
|
(20,740)
|
(20,740)
|
(20,268)
|
(20,268)
|
|
|
=========
|
=========
|
=========
|
=========
|
Net assets
|
|
162,362
|
162,362
|
194,708
|
194,708
|
|
|
=========
|
=========
|
=========
|
=========
|
Equity attributable to equity holders
|
|
|
|
|
|
Called up share capital
|
10
|
1,356
|
1,356
|
1,344
|
1,344
|
Share premium account
|
|
69,980
|
69,980
|
68,203
|
68,203
|
Special reserve
|
|
66,100
|
66,100
|
70,937
|
70,937
|
Capital reserves
|
|
|
|
|
|
At 1 December
|
|
47,803
|
50,437
|
(2,548)
|
436
|
Net (loss)/profit for the year
|
|
(29,170)
|
(30,170)
|
50,383
|
50,033
|
Transactions with owners recorded directly to equity
|
|
27
|
27
|
(32)
|
(32)
|
|
|
---------------
|
---------------
|
---------------
|
---------------
|
At 30 November
|
|
18,660
|
20,294
|
47,803
|
50,437
|
|
|
=========
|
=========
|
=========
|
=========
|
Revenue reserve
|
|
|
|
|
|
At 1 December
|
|
6,421
|
3,787
|
5,607
|
2,623
|
Net profit for the year
|
|
5,774
|
6,774
|
6,394
|
6,744
|
Dividends paid
|
|
(5,929)
|
(5,929)
|
(5,580)
|
(5,580)
|
At 30 November
|
|
6,266
|
4,632
|
6,421
|
3,787
|
|
|
---------------
|
---------------
|
---------------
|
---------------
|
Total equity
|
|
162,362
|
162,362
|
194,708
|
194,708
|
|
|
=========
|
=========
|
=========
|
=========
|
Net asset value per ordinary share
(pence)
|
|
123.58
|
123.58
|
144.92
|
144.92
|
|
|
=========
|
=========
|
=========
|
=========
|
CONSOIDATED AND PARENT COMPANY CASH FLOW STATEMENTS FOR THE
YEAR ENDED 30 NOVEMBER
2023
|
30 November 2023
|
30 November 2022
|
|
Group
£’000
|
Company
£’000
|
Group
£’000
|
Company
£’000
|
Operating activities
|
|
|
|
|
Net (loss)/profit on ordinary activities after taxation
|
(22,929)
|
(22,929)
|
57,259
|
57,259
|
Add back finance costs
|
784
|
784
|
196
|
196
|
Net loss/(profit) on investments and derivatives held at fair value
through profit or loss (including transaction costs)
|
27,606
|
28,606
|
(51,394)
|
(51,045)
|
Net profit on foreign exchange
|
(6)
|
–
|
(4)
|
–
|
Sales of investments held at fair value through profit or
loss
|
97,330
|
97,330
|
126,788
|
126,788
|
Purchases of investments held at fair value through profit or
loss
|
(93,247)
|
(93,247)
|
(153,949)
|
(153,949)
|
Increase in other receivables
|
(134)
|
(134)
|
(18)
|
(18)
|
Increase in other payables
|
471
|
471
|
230
|
230
|
Decrease in amounts due from brokers
|
1,496
|
1,496
|
2,916
|
2,916
|
(Decrease)/increase in amounts due to brokers
|
(4,269)
|
(4,269)
|
40
|
40
|
Net movement in cash collateral held with brokers
|
(1,253)
|
(1,253)
|
(285)
|
(285)
|
|
---------------
|
---------------
|
---------------
|
---------------
|
Net cash inflow/(outflow) from operating activities before
taxation
|
5,849
|
6,855
|
(18,221)
|
(17,868)
|
Taxation on investment income included within gross
income
|
(494)
|
(494)
|
(528)
|
(528)
|
|
---------------
|
---------------
|
---------------
|
---------------
|
Net cash inflow/(outflow) from operating
activities
|
5,355
|
6,361
|
(18,749)
|
(18,396)
|
|
=========
|
=========
|
=========
|
=========
|
Financing activities
|
|
|
|
|
Interest paid
|
(784)
|
(784)
|
(196)
|
(196)
|
Receipts from share issues
|
1,793
|
1,793
|
19,717
|
19,717
|
Share issue costs paid
|
(59)
|
(59)
|
(60)
|
(60)
|
Proceeds from shares reissued from treasury
|
–
|
–
|
3,108
|
3,108
|
Shares bought back into treasury
|
(4,802)
|
(4,802)
|
–
|
–
|
Share buyback costs
|
(35)
|
(35)
|
–
|
–
|
Dividends paid
|
(5,929)
|
(5,929)
|
(5,580)
|
(5,580)
|
|
---------------
|
---------------
|
---------------
|
---------------
|
Net cash (outflow)/inflow from financing
activities
|
(9,816)
|
(9,816)
|
16,989
|
16,989
|
|
=========
|
=========
|
=========
|
=========
|
Decrease in cash and cash equivalents
|
(4,461)
|
(3,455)
|
(1,760)
|
(1,407)
|
Effect of foreign exchange rate changes
|
6
|
–
|
4
|
–
|
|
---------------
|
---------------
|
---------------
|
---------------
|
Change in cash and cash equivalents
|
(4,455)
|
(3,455)
|
(1,756)
|
(1,407)
|
Cash and cash equivalents at start of year
|
(8,131)
|
(14,327)
|
(6,375)
|
(12,920)
|
|
---------------
|
---------------
|
---------------
|
---------------
|
Cash and cash equivalents at end of
year
|
(12,586)
|
(17,782)
|
(8,131)
|
(14,327)
|
|
=========
|
=========
|
=========
|
=========
|
Comprised of:
|
|
|
|
|
Cash at bank
|
5,276
|
80
|
6,214
|
18
|
Bank overdraft
|
(17,862)
|
(17,862)
|
(14,345)
|
(14,345)
|
|
---------------
|
---------------
|
---------------
|
---------------
|
|
(12,586)
|
(17,782)
|
(8,131)
|
(14,327)
|
|
=========
|
=========
|
=========
|
=========
|
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED
30 NOVEMBER 2023
1. Principal Activity
The principal activity of the Company is that of an investment
trust company within the meaning of Section 1158 of the Corporation
Tax Act 2010. The Company was incorporated on 4 November 2005 and this is the seventeenth
Annual Report.
2. Accounting Policies
The principal accounting policies adopted by the Group and Company
are set out below.
(a) Basis of Preparation
On 31 December 2020, International
Financial Reporting Standards as adopted by the European Union at
that date was brought into UK law and became UK-adopted
International Accounting Standards (IAS), with future changes being
subject to endorsement by the UK Endorsement Board and with the
requirements of the Companies Act 2006 as applicable to companies
reporting under those standards.
The Group and Company financial statements have been prepared under
the historic cost convention modified by the revaluation of certain
financial assets and financial liabilities held at fair value
through profit or loss and in accordance with UK-adopted IAS. All
of the Group’s operations are of a continuing nature.
Insofar as the Statement of Recommended Practice (SORP) for
investment trust companies and venture capital trusts issued by the
Association of Investment Companies (AIC) in October 2019, and updated in July 2022, is compatible with UK-adopted IAS, the
financial statements have been prepared in accordance with guidance
set out in the SORP.
Substantially, all of the assets of the Group consist of securities
that are readily realisable and, accordingly, the Directors are
satisfied that the Group has adequate resources to continue in
operational existence for the foreseeable future for the period to
30 November 2025, being a period of
at least twelve months from the date of approval of the financial
statements and therefore consider the going concern assumption to
be appropriate. The Directors have reviewed compliance with the
covenants associated with the bank overdraft facility, income and
expense projections and the liquidity of the investment portfolio
in making their assessment.
The Directors have considered the impact of climate change on the
value of the investments included in the Financial Statements and
have concluded that:
· there
was no further impact of climate change to be considered as the
investments are valued based on market pricing as required by IFRS
13; and
· the
risk is adequately captured in the assumptions and inputs used in
measurement of Level 3 assets, if any, as noted in the Financial
Statements.
None of the Group’s other assets and liabilities were considered to
be potentially impacted by climate change.
The Group’s financial statements are presented in British Pound
Sterling, which is the functional currency of the Group and the
currency of the primary economic environment in which the Group
operates. All values are rounded to the nearest thousand pounds
(£’000) except when otherwise indicated.
Adoption of new and amended International Accounting
Standards and interpretations:
IFRS 9 – Fees in the ‘10 per cent’ Test for Derecognition
of Financial Liabilities
(annual periods beginning on or after 1
January 2022). The International Accounting Standards Board
(IASB) has amended IFRS 9 Financial Instruments to clarify the fees
that a company includes when assessing whether the terms of a new
or modified financial liability are substantially different from
the terms of the original financial liability.
Relevant International Accounting Standards that have yet
to be adopted:
IFRS 17 – Insurance contracts
(effective 1 January 2023). This
standard replaces IFRS 4, which currently permits a wide
range of accounting practices in accounting for insurance
contracts. IFRS 17 will fundamentally change the accounting by all
entities that issue insurance contracts and investment contracts
with discretionary participation features.
This standard is unlikely to have any impact on the Group as it has
no insurance contracts.
IAS 12 – Deferred tax related to assets and liabilities
arising from a single transaction
(effective 1 January 2023). The
IASB
has amended IAS 12 Income Taxes to require companies to recognise
deferred tax on particular transactions that, on initial
recognition, give rise to equal amounts of taxable and deductible
temporary differences. According to the amended guidance, a
temporary difference that arises on initial recognition of an asset
or liability is not subject to the initial recognition exemption if
that transaction gave rise to equal amounts of taxable and
deductible temporary differences. These amendments might have a
significant impact on the preparation of financial statements by
companies that have substantial balances of right-of-use assets,
lease liabilities, decommissioning, restoration and similar
liabilities. The impact for those affected would be the recognition
of additional deferred tax assets and liabilities.
IAS 8 – Definition of accounting estimates
(effective 1 January 2023). The IASB
has amended IAS 8 Accounting Policies,
Changes in Accounting Estimates and Errors to help distinguish
between accounting policies and accounting estimates, replacing the
definition of accounting estimates.
IAS 1 and IFRS Practice Statement 2 – Disclosure of
accounting policies
(effective 1 January 2023). The IASB
has amended
IAS 1 Presentation of Financial Statements to help preparers in
deciding which accounting policies to disclose in their financial
statements by stating that an entity is now required to disclose
material accounting policies instead of significant accounting
policies.
IAS 1 Classification of liabilities as current or
non-current
(effective 1 January 2024). The IASB
has amended IAS 1 Presentation of Financial Statements to clarify
its requirement for the presentation of liabilities depending on
the rights that exist at the end of the reporting period. The
amendment requires liabilities to be classified as non-current if
the entity has a substantive right to defer settlement for at least
12 months at the end of the reporting period. The amendment no
longer refers to unconditional rights.
IAS 12 – International Tax Reform Pillar Two Model
Rules
(effective 1 January 2023). The IASB
has published amendments
to IAS 12 Income Taxes to respond to stakeholders’ concerns about
the potential implications of the imminent implementation of the
OECD pillar two rules on the accounting for income taxes. The
amendment is an exception to the requirements in IAS 12 that an
entity does not recognise and does not disclose information about
deferred tax assets as liabilities related to the OECD pillar two
income taxes and a requirement that current tax expenses must be
disclosed separately to pillar two income taxes.
The amendment of these standards are unlikely to have any
significant impact on the Group. None of the standards that have
been issued but are not yet effective are expected to have a
material impact on the Group.
(b) Basis of consolidation
The Group’s financial statements are made up to 30 November each
year and consolidate the financial statements of the Company and
its wholly owned subsidiary, which is registered and operates in
England and Wales, BlackRock Energy and Resources
Securities Income Company Limited (together ‘the
Group’).
Subsidiaries are consolidated from the date of their acquisition,
being the date on which the Company obtains control, and continue
to be consolidated until the date that such control ceases. The
financial statements of subsidiaries used in the preparation of the
consolidated financial statements are based on consistent
accounting policies. All intra-group balances and transactions,
including unrealised profits arising therefrom, are
eliminated.
(c) Presentation of the Consolidated Statement of
Comprehensive Income
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 Consolidated Statement
of Comprehensive Income between items of a revenue and a capital
nature has been presented alongside the Consolidated Statement of
Comprehensive Income.
(d) Segmental reporting
The Directors are of the opinion that the Group is engaged in a
single segment of business being investment business.
(e) Income
Dividends receivable on equity shares are recognised as revenue for
the year on an ex-dividend basis. Where no ex-dividend date is
available, dividends receivable on or before the year end are
treated as revenue for the year. Provision is made for any
dividends not expected to be received. Special dividends, if any,
are treated as a capital or a revenue receipt depending on the
facts or circumstances of each particular case. The return on a
debt security is recognised on a time apportionment basis so as to
reflect the effective yield on the debt security.
Options may be purchased or written over securities held in the
portfolio for generating or protecting capital returns, or for
generating or maintaining revenue returns. Where the purpose of the
option is the generation of income, the premium is treated as a
revenue item. Where the purpose of the option is the maintenance of
capital, the premium is treated as a capital item.
Option premium income is recognised as revenue evenly over the life
of the option contract and included in the revenue account of the
Consolidated Statement of Comprehensive Income unless the option
has been written for the maintenance and enhancement of the Group’s
investment portfolio and represents an incidental part of a larger
capital transaction, in which case any premia arising are allocated
to the capital account of the Consolidated Statement of
Comprehensive Income.
Deposit interest receivable is accounted for on an accruals
basis.
Where the Group has elected to receive its dividends in the form of
additional shares rather than in cash, the cash equivalent of the
dividend is recognised as revenue. Any excess in the value of the
shares received over the amount of the cash dividend is recognised
in capital.
(f) Expenses
All expenses, including finance costs, are accounted for on an
accruals basis. Expenses have been charged wholly to the revenue
account of the Consolidated Statement of Comprehensive Income,
except as follows:
· expenses
which are incidental to the acquisition or sale of an investment
are charged to the capital account of the Consolidated Statement of
Comprehensive Income. Details of transaction costs on the purchases
and sales of investments are disclosed within the financial
statements contained within the Annual Report and
Accounts;
· expenses
are treated as capital where a connection with the maintenance or
enhancement of the value of the investments can be demonstrated;
and
· the
investment management fee and finance costs have been allocated 25%
to the revenue account and 75% to the capital account of the
Consolidated Statement of Comprehensive Income in line with the
Board’s expectations of the long term split of returns, in the form
of capital gains and income, respectively, from the investment
portfolio. The investment management fee rebate accrued as a result
of the application of the cap on ongoing charges of 1.25% per annum
of average daily net assets is offset against management fees and
is allocated between revenue and capital in the ratio of total
ongoing charges allocated between revenue and capital during the
year.
Finance costs incurred by the Subsidiary are charged 100% to
revenue.
(g) Taxation
The Group accounts do not reflect any adjustment for group relief
between the Company and the Subsidiary.
The tax expense represents the sum of the tax currently payable and
deferred tax. The tax currently payable is based on the taxable
profit for the year. Taxable profit differs from net profit as
reported in the Consolidated Statement of Comprehensive Income
because it excludes items of income or expenses that are taxable or
deductible in other years and it further excludes items that are
never taxable or deductible. The Group’s liability for current tax
is calculated using tax rates that were applicable at the balance
sheet date.
Where expenses are allocated between capital and revenue accounts,
any tax relief in respect of expenses is allocated between capital
and revenue returns on the marginal basis using the Company’s
effective rate of corporation tax for the accounting
period.
Deferred taxation is recognised in respect of all temporary
differences that have originated but not reversed at the financial
reporting date, where transactions or events that result in an
obligation to pay more taxation in the future or right to pay less
tax in the future have occurred at the financial reporting date.
This is subject to deferred taxation assets only being recognised
if it is considered more likely than not that there will be
suitable profits from which the future reversal of the temporary
differences can be deducted. Deferred taxation assets and
liabilities are measured at the rates applicable to the legal
jurisdictions in which they arise.
(h) Investments held at fair value through profit or
loss
In accordance with IFRS 9, the Group classifies its investments at
initial recognition as held at fair value through profit or loss
and are managed and evaluated on a fair value basis in accordance
with its investment strategy and business model.
All investments are measured initially and subsequently at fair
value through profit or loss. Purchases of investments are
recognised on a trade date basis. Sales of investments are
recognised at the trade date of the disposal.
The fair value of the financial investments is based on their
quoted bid price at the financial reporting date, without deduction
for the estimated selling costs. This policy applies to all current
and non-current asset investments held by the Group.
The fair value of the investment in the subsidiary is calculated
based on the net asset value of the underlying balances within the
subsidiary.
Changes in the value of investments held at fair value through
profit or loss and gains and losses on disposal are recognised in
the Consolidated Statement of Comprehensive Income as ‘Net
profit/(loss) on investments and options held at fair value through
profit of loss’. Also included within the heading are transaction
costs in relation to the purchase or sale of
investments.
For all financial instruments not traded in an active market, the
fair value is determined by using various valuation techniques.
Valuation techniques include market approach (i.e., using recent
arm’s length market transactions adjusted as necessary and
reference to the current market value of another instrument that is
substantially the same) and the income approach (i.e., discounted
cash flow analysis and option pricing models making use of
available and supportable market data as possible). See note 2(p)
below.
(i) Options
Options are held at fair value through profit or loss based on the
bid/offer prices of the options written to which the Group is
exposed. The value of the option is subsequently marked-to-market
to reflect the fair value through profit or loss of the option
based on traded prices. Where the premium is taken to revenue, an
appropriate amount is shown as capital return such that the total
return reflects the overall change in the fair value of the option.
When an option is exercised, the gain or loss is accounted for as a
capital gain or loss. Any cost on closing out an option is
transferred to revenue along with any remaining unamortised
premium.
(j) Other receivables and other
payables
Other receivables and other payables do not carry any interest and
are short-term in nature and are accordingly stated on an amortised
cost basis.
(k) Dividends payable
Under IAS, final dividends should not be accrued in the financial
statements unless they have been approved by shareholders before
the financial reporting date. Interim dividends should not be
recognised in the financial statements unless they have been
paid.
Dividends payable to equity shareholders are recognised in the
Consolidated Statement of Changes in Equity.
(l) Foreign currency translation
Transactions involving foreign currencies are converted at the rate
ruling at the date of the transaction. Foreign currency monetary
assets and liabilities and non-monetary assets held at fair value
are translated into British Pound Sterling at the rate ruling on
the financial reporting date. Foreign exchange differences arising
on translation are recognised in the Consolidated Statement of
Comprehensive Income as a revenue or capital item depending on the
income or expense to which they relate. For investment transactions
and investments held at the year end, denominated in a foreign
currency, the resulting gains or losses are included in the net
profit/(loss) on investments and options held at fair value through
profit or loss in the Consolidated Statement of Comprehensive
Income.
(m) Cash and cash equivalents
Cash comprises cash in hand, bank overdrafts and on demand
deposits. Cash equivalents are short term, highly liquid
investments that are readily convertible to known amounts of cash
and that are subject to an insignificant risk of changes in
value.
(n) Bank borrowings
Bank overdrafts are recorded as the proceeds received. Finance
charges are accounted for on an accruals basis in the Consolidated
Statement of Comprehensive Income using the effective interest rate
method and are added to the carrying amount of the instruments to
the extent that they are not settled in the period in which they
arise.
(o) Share repurchases and share
reissues
Shares repurchased and subsequently cancelled – share capital is
reduced by the nominal value of the shares repurchased, and the
capital redemption reserve is correspondingly increased in
accordance with Section 733 of the Companies Act 2006. The full
cost of the repurchase is charged to the special
reserve.
Shares repurchased and held in treasury – the full cost of the
repurchase is charged to the special reserve.
Where treasury shares are subsequently reissued:
· amounts
received to the extent of the repurchase price are credited to the
special reserve and capital reserves based on a weighted average
basis of amounts utilised from these reserves on repurchases;
and
· any
surplus received in excess of the repurchase price is taken to the
share premium account.
Where new shares are issued, the par value is taken to called up
share capital and amounts received to the extent of any surplus
received in excess of the par value are taken to the share premium
account.
Share issue costs are charged to the share premium account. Costs
on share reissues are charged to the special reserve and capital
reserves.
(p) Critical accounting estimates and
judgements
The Group makes estimates and assumptions concerning the future.
The resulting accounting estimates and assumptions will, by
definition, seldom equal the related actual results. Estimates and
judgements are regularly evaluated and are based on historical
experience and other factors, including expectations of future
events that are believed to be reasonable under the circumstances.
The Directors do not believe that any accounting judgements or
estimates have a significant risk of causing a material adjustment
to the carrying amount of assets and liabilities within the next
financial year.
3. Income
|
2023
£’000
|
2022
£’000
|
Investment income:
|
|
|
UK dividends
|
608
|
613
|
UK special dividends
|
–
|
67
|
Fixed income
|
453
|
625
|
Overseas dividends
|
4,578
|
4,604
|
Overseas special dividends
|
619
|
1,060
|
|
---------------
|
---------------
|
Total investment income
|
6,258
|
6,969
|
|
=========
|
=========
|
Other income:
|
|
|
Bank interest
|
2
|
1
|
Interest on collateral received
|
7
|
–
|
Option premium income
|
1,209
|
1,342
|
|
---------------
|
---------------
|
|
1,218
|
1,343
|
|
=========
|
=========
|
Total income
|
7,476
|
8,312
|
|
=========
|
=========
|
During the year, the Group received option premium income in cash
totalling £1,209,000 (2022: £1,342,000) for writing covered call
and put options for the purposes of revenue generation.
Option premium income is amortised evenly over the life of the
option contract and accordingly, during the year, option premiums
of £1,209,000 (2022: £1,342,000) were amortised to
revenue.
At 30 November 2023, there was one open option position (2022: one)
with an associated liability of £110,000 (2022:
£55,000).
Dividends and interest received in cash during the year amounted to
£5,107,000 and £482,000 (2022: £5,609,000 and £437,000).
Special dividends of £79,000 have been recognised in capital during
the year (2022: £nil).
4. Investment Management Fee
|
2023
|
2022
|
|
Revenue
£’000
|
Capital
£’000
|
Total
£’000
|
Revenue
£’000
|
Capital
£’000
|
Total
£’000
|
|
|
|
|
|
|
|
Investment management fee
|
387
|
1,162
|
1,549
|
339
|
1,019
|
1,358
|
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
Total
|
387
|
1,162
|
1,549
|
339
|
1,019
|
1,358
|
|
=========
|
=========
|
=========
|
=========
|
=========
|
=========
|
The investment management fee is levied at 0.80% of gross assets
per annum. Gross assets for the purposes of calculating the
management fee equate to the value of the portfolio’s gross assets
held on the relevant date as valued on the basis of applicable
accounting policies, less the value of any investments in in-house
funds.
The fee is allocated 25% to the revenue account and 75% to the
capital account of the Consolidated Statement of Comprehensive
Income. There is no additional fee for company secretarial and
administration services.
The Company is entitled to a rebate from the investment management
fee charged by the Manager in the event the Company’s ongoing
charges exceed the cap of 1.25% per annum of average daily net
assets. No rebate was payable for the year ended 30 November 2023
(2022: £nil). The rebate, if any, is offset against management fees
and is allocated between revenue and capital in the ratio of total
ongoing charges (as defined in the glossary contained within the
Annual Report and Accounts) allocated between revenue and capital
during the year.
5. Other Operating Expenses
|
2023
£’000
|
2022
£’000
|
Allocated to revenue:
|
|
|
Custody fee
|
9
|
8
|
Auditor’s remuneration – audit services1
|
48
|
46
|
Registrars’ fee
|
35
|
31
|
Directors’ emoluments2
|
133
|
139
|
Broker fees
|
24
|
25
|
Depositary fees
|
17
|
15
|
Marketing fees
|
84
|
45
|
Printing and postage fees
|
39
|
42
|
Legal and professional fees
|
26
|
20
|
Directors search fees
|
38
|
18
|
Bank charges
|
14
|
12
|
Stock exchange listing fees3
|
14
|
53
|
Other administration costs
|
75
|
52
|
Provision for doubtful debts4
|
–
|
380
|
Write back of prior year expenses5
|
(21)
|
–
|
|
---------------
|
---------------
|
|
535
|
886
|
|
=========
|
=========
|
Allocated to capital:
|
|
|
Custody transaction charges6
|
16
|
11
|
|
---------------
|
---------------
|
|
551
|
897
|
|
=========
|
=========
|
The Company’s ongoing charges7,
calculated as a percentage of average daily net assets and using
the management fee and all other operating expenses, excluding
finance costs, direct transaction costs, custody transaction
charges, VAT recovered, taxation, prior year expenses written back
and certain non-recurring items were:
|
1.19%
|
1.13%
|
|
=========
|
=========
|
1 No
non-audit services are provided by the Company’s auditors (2022:
none).
2 Further
information on Directors’ emoluments can be found in the Directors’
Remuneration Report contained within the Annual Report and
Accounts. The Company has no employees.
3 For
the year ended 30 November 2022, this included one-off block
listing fees of £49,000.
4 For
the year ended 30 November 2022, the provision for doubtful debts
relate to dividend income from Gazprom ADR which has not been
received due to measures imposed by the Russian authorities in
response to the sanctions that have been imposed on Russia as a
result of the invasion of Ukraine.
5 Relates
to miscellaneous fees, external Director evaluation fees, legal
fees and legal and professional fees (2022: none).
6 For
the year ended 30 November 2023, expenses of £16,000 (2022:
£11,000) were charged to the capital account of the Statement of
Comprehensive Income. These relate to transaction costs charged by
the custodian on sale and purchase trades.
7 Alternative
Performance Measure, see Glossary contained within the Annual
Report and Accounts.
The Company’s ongoing charges, as defined in the Annual Report and
Accounts (including the investment management fee), are capped at
1.25% per annum of average daily net assets. The Company is
entitled to a rebate from the investment management fee charged by
the Manager in the event the Company’s ongoing charges exceed the
cap.
The overall cap on ongoing charges and any applicable rebate is
calculated and accrued on a daily basis and will be adjusted in the
investment management fees charged up to 30 November every year.
See note 4 above.
6. Finance Costs
|
2023
|
2022
|
|
Revenue
£’000
|
Capital
£’000
|
Total
£’000
|
Revenue
£’000
|
Capital
£’000
|
Total
£’000
|
|
|
|
|
|
|
|
Interest paid on bank overdraft
|
196
|
588
|
784
|
49
|
147
|
196
|
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
Total
|
196
|
588
|
784
|
49
|
147
|
196
|
|
=========
|
=========
|
=========
|
=========
|
=========
|
=========
|
Finance costs for the Company are charged 25% to the revenue
account and 75% to the capital account of the Consolidated
Statement of Comprehensive Income. Subsidiary finance costs are
charged 100% to the revenue account of the Consolidated Statement
of Comprehensive Income.
7. Dividends
Dividends paid on equity shares
|
Record date
|
Payment date
|
2023
£’000
|
2022
£’000
|
|
|
|
|
|
4th interim dividend of 1.100p per share for the year ended 30
November 2022 (2021: 1.100p)
|
15 December 2022
|
13 January 2023
|
1,478
|
1,278
|
1st interim dividend of 1.100p per share for the year ended 30
November 2023 (2022: 1.100p)
|
23 March 2023
|
19 April 2023
|
1,491
|
1,376
|
2nd interim dividend of 1.100p per share for the year ended 30
November 2023 (2022: 1.100p)
|
15 June 2023
|
14 July 2023
|
1,491
|
1,448
|
3rd interim dividend of 1.100p per share for the year ended 30
November 2023 (2022: 1.100p)
|
28 September 2023
|
27 October 2023
|
1,469
|
1,478
|
|
|
|
---------------
|
---------------
|
Accounted for in the financial
statements
|
|
|
5,929
|
5,580
|
|
|
|
=========
|
=========
|
The total dividends payable in respect of the year ended 30
November 2023 which form the basis of Section 1158 of the
Corporation Tax Act 2010 and Section 833 of the Companies Act 2006,
and the amounts declared, meet the relevant requirements as set out
in this legislation.
Dividends paid on equity shares
|
2023
£’000
|
2022
£’000
|
|
|
|
1st interim dividend of 1.100p per share for the year ended 30
November 2023 (2022: 1.100p)
|
1,491
|
1,376
|
2nd interim dividend of 1.100p per share for the year ended 30
November 2023 (2022: 1.100p)
|
1,491
|
1,448
|
3rd interim dividend of 1.100p per share for the year ended 30
November 2023 (2022: 1.100p)
|
1,469
|
1,478
|
4th interim dividend of 1.125p per share for the year ended 30
November 2023 (2022: 1.100p)
|
1,464
|
1,478
|
|
---------------
|
---------------
|
|
5,915
|
5,780
|
|
=========
|
=========
|
8. (Loss)/Earnings and Net Asset Value Per Ordinary
Share
Total revenue, capital (loss)/earnings and net asset value per
ordinary share are shown below and have been calculated using the
following:
|
2023
|
2022
|
|
|
|
Net revenue profit attributable to ordinary shareholders
(£’000)
|
5,774
|
6,394
|
Net capital (loss)/profit attributable to ordinary shareholders
(£’000)
|
(29,170)
|
50,383
|
|
-----------------
|
-----------------
|
Total (loss)/profit attributable to ordinary shareholders
(£’000)
|
(23,396)
|
56,777
|
|
==========
|
==========
|
Equity shareholders’ funds (£’000)
|
162,362
|
194,708
|
|
==========
|
==========
|
The weighted average number of ordinary shares in issue during the
year on which the earnings per ordinary share was calculated
was:
|
131,610,148
|
128,248,137
|
The actual number of ordinary shares in issue at the end of the
year on which the net asset value per ordinary share was calculated
was:
|
131,386,194
|
134,356,194
|
|
-----------------
|
-----------------
|
(Loss)/earnings per share
|
|
|
Revenue earnings per share (pence) – basic and diluted
|
4.39
|
4.99
|
Capital (loss)/earnings per share (pence) – basic and
diluted
|
(22.17)
|
39.28
|
|
-----------------
|
-----------------
|
Total (loss)/earnings per share (pence) – basic and
diluted
|
(17.78)
|
44.27
|
|
==========
|
==========
|
|
As at
30 November
2023
|
As at
30 November
2022
|
|
|
|
Net asset value per share (pence)
|
123.58
|
144.92
|
Ordinary share price (pence)
|
110.40
|
135.00
|
|
=========
|
=========
|
There were no securities in issue at the year end that have any
dilutive effect on earnings per share.
9. Called Up Share Capital
|
Number of
shares in issue
|
Treasury
shares
|
Total
shares
|
Nominal
value
£’000
|
Allotted, called up and fully paid share capital
comprised:
|
|
|
|
|
Ordinary shares of 1 pence each
|
|
|
|
|
At 30 November 2022
|
134,356,194
|
–
|
134,356,194
|
1,344
|
Ordinary share issues
|
1,230,000
|
–
|
1,230,000
|
12
|
Ordinary shares bought back into treasury
|
(4,200,000)
|
4,200,000
|
–
|
–
|
|
-----------------
|
-----------------
|
-----------------
|
-----------------
|
At 30 November 2023
|
131,386,194
|
4,200,000
|
135,586,194
|
1,356
|
|
==========
|
==========
|
==========
|
==========
|
During the year ended 30 November 2023, 4,200,000 shares were
bought back into treasury for a net consideration after costs of
£4,837,000 (2022: no shares were bought back into
treasury).
During the year ended 30 November 2023, the Company issued
1,230,000 shares (2022: 15,390,194) for a net consideration after
costs of £1,789,000 (2022: £19,607,000).
During the year ended 30 November 2023, no shares were reissued
from treasury (2022: 2,747,643 shares were reissued for a net
consideration after costs of £3,108,000).
Since the year end, and as at 26 January 2024 a further 1,800,000
ordinary shares have been issued for a net consideration of
£2,014,000.
10. Reserves
Group
|
Share
premium
account
£’000
|
Special
reserve
£’000
|
Capital
reserve
arising on
investments
sold
£’000
|
Capital
reserve
arising on
revaluation
of
investments
held
£’000
|
Revenue
reserve
£’000
|
|
|
|
|
|
|
At 30 November 2022
|
68,203
|
70,937
|
(1,350)
|
49,153
|
6,421
|
Movement during the year:
|
|
|
|
|
|
Total comprehensive income/(loss):
|
|
|
|
|
|
Net profit/(loss) for the year
|
–
|
–
|
4,533
|
(33,703)
|
5,774
|
Transactions with owners recorded directly to equity:
|
|
|
|
|
|
Ordinary share issues
|
1,781
|
–
|
–
|
–
|
–
|
Share issue costs
|
(4)
|
–
|
–
|
–
|
–
|
Ordinary shares bought back into treasury
|
–
|
(4,802)
|
–
|
–
|
–
|
Share buyback costs
|
–
|
(35)
|
–
|
–
|
–
|
Share reissue costs written back
|
–
|
–
|
27
|
–
|
–
|
Dividends paid
|
–
|
–
|
–
|
–
|
(5,929)
|
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
At 30 November 2023
|
69,980
|
66,100
|
3,210
|
15,450
|
6,266
|
|
=========
|
=========
|
=========
|
=========
|
=========
|
|
|
Distributable reserves
|
Company
|
Share
premium
account
£’000
|
Special
reserve
£’000
|
Capital
reserve
arising on
investments
sold
£’000
|
Capital
reserve
arising on
revaluation
of
investments
held
£’000
|
Revenue
reserve
£’000
|
|
|
|
|
|
|
At 30 November 2022
|
68,203
|
70,937
|
(2,168)
|
52,605
|
3,787
|
Movement during the year:
|
|
|
|
|
|
Total comprehensive income/(loss):
|
|
|
|
|
|
Net profit/(loss) for the year
|
–
|
–
|
4,533
|
(34,703)
|
6,774
|
Transactions with owners recorded directly to equity:
|
|
|
|
|
|
Ordinary share issues
|
1,781
|
–
|
–
|
–
|
–
|
Share issue costs
|
(4)
|
–
|
–
|
–
|
–
|
Ordinary shares bought back into treasury
|
–
|
(4,802)
|
–
|
–
|
–
|
Share buyback costs
|
–
|
(35)
|
–
|
–
|
–
|
Share reissue costs written back
|
–
|
–
|
27
|
–
|
–
|
Dividends paid
|
–
|
–
|
–
|
–
|
(5,929)
|
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
At 30 November 2023
|
69,980
|
66,100
|
2,392
|
17,902
|
4,632
|
|
=========
|
=========
|
=========
|
=========
|
=========
|
Group
|
Share
premium
account
£’000
|
Special
reserve
£’000
|
Capital
reserve
arising on
investments
sold
£’000
|
Capital
reserve
arising on
revaluation
of
investments
held
£’000
|
Revenue
reserve
£’000
|
At 30 November 2021
|
47,727
|
68,852
|
(26,149)
|
23,601
|
5,607
|
Movement during the year:
|
|
|
|
|
|
Total comprehensive income:
|
|
|
|
|
|
Net profit for the year
|
–
|
–
|
24,831
|
25,552
|
6,394
|
Transactions with owners recorded directly to equity:
|
|
|
|
|
|
Ordinary share issues
|
19,563
|
–
|
–
|
–
|
–
|
Share issue costs
|
(110)
|
–
|
–
|
–
|
–
|
Ordinary shares reissued from treasury
|
1,023
|
2,091
|
–
|
–
|
–
|
Share reissue costs
|
–
|
(6)
|
(32)
|
–
|
–
|
Dividends paid
|
–
|
–
|
–
|
–
|
(5,580)
|
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
At 30 November 2022
|
68,203
|
70,937
|
(1,350)
|
49,153
|
6,421
|
|
=========
|
=========
|
=========
|
=========
|
=========
|
|
|
Distributable reserves
|
Company
|
Share
premium
account
£’000
|
Special
reserve
£’000
|
Capital
reserve
arising on
investments
sold
£’000
|
Capital
reserve
arising on
revaluation
of
investments
held
£’000
|
Revenue
reserve
£’000
|
At 30 November 2021
|
47,727
|
68,852
|
(26,967)
|
27,403
|
2,623
|
Movement during the year:
|
|
|
|
|
|
Total comprehensive income:
|
|
|
|
|
|
Net profit for the year
|
–
|
–
|
24,831
|
25,202
|
6,744
|
Transactions with owners recorded directly to equity:
|
|
|
|
|
|
Ordinary share issues
|
19,563
|
–
|
–
|
–
|
–
|
Share issue costs
|
(110)
|
–
|
–
|
–
|
–
|
Ordinary shares reissued from treasury
|
1,023
|
2,091
|
–
|
–
|
–
|
Share reissue costs
|
–
|
(6)
|
(32)
|
–
|
–
|
Dividends paid
|
–
|
–
|
–
|
–
|
(5,580)
|
|
---------------
|
---------------
|
---------------
|
---------------
|
---------------
|
At 30 November 2022
|
68,203
|
70,937
|
(2,168)
|
52,605
|
3,787
|
|
=========
|
=========
|
=========
|
=========
|
=========
|
The share premium account and capital redemption reserve are not
distributable reserves under the Companies Act 2006. In accordance
with ICAEW Technical Release 02/17BL on Guidance on Realised and
Distributable Profits under the Companies Act 2006, the special
reserve and capital reserves of the Parent Company may be used as
distributable reserves for all purposes and, in particular, the
repurchase by the Parent Company of its ordinary shares and for
payments such as dividends. In accordance with the Company’s
Articles of Association, the special reserve, capital reserves and
the revenue reserve may be distributed by way of dividend. The
Parent Company’s capital gains of £20,294,000 (2022: capital gains
of £50,437,000) comprise a gain on capital reserve arising on
investments sold of £2,392,000 (2022: loss of £2,168,000), a gain
on capital reserve arising on revaluation of listed investments of
£15,447,000 (2022: gain of £49,150,000) and a revaluation gain on
the investment in the subsidiary of £2,455,000 (2022: gain of
£3,455,000). The gain on capital reserve arising on the revaluation
of investments of £15,447,000 (2022: £49,150,000) is subject to
fair value movements and may not be readily realisable at short
notice, as such it may not be entirely distributable. The
investments are subject to financial risks, as such capital
reserves (arising on investments sold) and the revenue reserve may
not be entirely distributable if a loss occurred during the
realisation of these investments. The reserves of the subsidiary
company are not distributable until distributed as a dividend to
the Parent Company.
11. Valuation of Financial Instruments
Financial assets and financial liabilities are either carried in
the Consolidated and Parent Company Statements of Financial
Position at their fair value (investments and derivatives) or at an
amount which is a reasonable approximation of fair value (due from
brokers, dividends and interest receivable, due to brokers,
accruals, cash at bank and bank overdrafts). IFRS 13 requires the
Group to classify fair value measurements using a fair value
hierarchy that reflects the significance of inputs used in making
the measurements. The valuation techniques used by the Group are
explained in the accounting policies note 2(h) to the Financial
Statements.
Categorisation within the hierarchy has been determined on the
basis of the lowest level input that is significant to the fair
value measurement of the relevant asset.
The fair value hierarchy has the following levels:
Level 1 – Quoted market price for identical instruments in
active markets
A financial instrument is regarded as quoted in an active market if
quoted prices are readily available from an exchange, dealer,
broker, industry group, pricing service or regulatory agency and
those prices represent actual and regularly occurring market
transactions on an arm’s length basis. The Group does not adjust
the quoted price for these instruments.
Level 2 – Valuation techniques using observable
inputs
This category includes instruments valued using quoted prices for
similar instruments in markets that are considered less than
active, or other valuation techniques where all significant inputs
are directly or indirectly observable from market data.
Valuation techniques used for non-standardised financial
instruments such as options, currency swaps and other
over-the-counter derivatives include the use of comparable recent
arm’s length transactions, reference to other instruments that are
substantially the same, discounted cash flow analysis, option
pricing models and other valuation techniques commonly used by
market participants making the maximum use of market inputs and
relying as little as possible on entity specific inputs.
Over-the-counter derivative option contracts have been classified
as Level 2 investments as their valuation has been based on market
observable inputs represented by the underlying quoted securities
to which these contracts expose the Group.
Level 3 – Valuation techniques using significant
unobservable inputs
This category includes all instruments where the valuation
technique includes inputs not based on market data and these inputs
could have a significant impact on the instrument’s
valuation.
This category includes instruments that are valued based on quoted
prices for similar instruments where significant entity determined
adjustments or assumptions are required to reflect differences
between the instruments and instruments for which there is no
active market. The Investment Manager considers observable data to
be that market data that is readily available, regularly
distributed or updated, reliable and verifiable, not proprietary,
and provided by independent sources that are actively involved in
the relevant market.
The level in the fair value hierarchy within which the fair value
measurement is categorised in its entirety is determined on the
basis of the lowest level input that is significant to the fair
value measurement. If a fair value measurement uses observable
inputs that require significant adjustment based on unobservable
inputs, that measurement is a Level 3 measurement.
Assessing the significance of a particular input to the fair value
measurement in its entirety requires judgement, considering factors
specific to the asset or liability including an assessment of the
relevant risks including but not limited to credit risk, market
risk, liquidity risk, business risk and sustainability risk. The
determination of what constitutes ‘observable’ inputs requires
significant judgement by the Investment Manager and these risks are
adequately captured in the assumptions and inputs used in
measurement of Level 3 assets or liabilities.
The investment in the subsidiary is classified within Level 3 since
the subsidiary is not a listed entity. The fair value of the
investment in the subsidiary is calculated based on the net asset
value of the underlying balances within the subsidiary. Therefore,
no sensitivity analysis has been presented.
Fair values of financial assets and financial
liabilities
The table below sets out fair value measurements using the IFRS 13
fair value hierarchy.
Financial assets at fair value through profit or loss at
30 November 2023 – Group
|
Level 1
£’000
|
Level 2
£’000
|
Level 3
£’000
|
Total
£’000
|
Assets:
|
|
|
|
|
Equity investments
|
169,171
|
–
|
–
|
169,171
|
Fixed income investments
|
4,022
|
2,347
|
–
|
6,369
|
Liabilities:
|
|
|
|
|
Derivative financial instruments – written options
|
(110)
|
–
|
–
|
(110)
|
Derivative financial instruments – commodity futures
|
(780)
|
–
|
–
|
(780)
|
|
---------------
|
---------------
|
---------------
|
---------------
|
|
172,303
|
2,347
|
–
|
174,650
|
|
=========
|
=========
|
=========
|
=========
|
Financial assets at fair value through profit or loss at
30 November 2023 – Company
|
Level 1
£’000
|
Level 2
£’000
|
Level 3
£’000
|
Total
£’000
|
Assets:
|
|
|
|
|
Equity investments
|
169,171
|
–
|
2,455
|
171,626
|
Fixed income investments
|
4,022
|
2,347
|
–
|
6,369
|
Liabilities:
|
|
|
|
|
Derivative financial instruments – written options
|
(110)
|
–
|
–
|
(110)
|
Derivative financial instruments – commodity futures
|
(780)
|
–
|
–
|
(780)
|
|
---------------
|
---------------
|
---------------
|
---------------
|
|
172,303
|
2,347
|
2,455
|
177,105
|
|
=========
|
=========
|
=========
|
=========
|
Financial assets at fair value through profit or loss at
30 November 2022 – Group
|
Level 1
£’000
|
Level 2
£’000
|
Level 3
£’000
|
Total
£’000
|
Assets:
|
|
|
|
|
Equity investments
|
198,500
|
–
|
–
|
198,500
|
Fixed income investments
|
5,629
|
2,265
|
–
|
7,894
|
Liabilities:
|
|
|
|
|
Derivative financial instruments – written options
|
(55)
|
–
|
–
|
(55)
|
|
---------------
|
---------------
|
---------------
|
---------------
|
|
204,074
|
2,265
|
–
|
206,339
|
|
=========
|
=========
|
=========
|
=========
|
Financial assets at fair value through profit or loss at
30 November 2022 – Company
|
Level 1
£’000
|
Level 2
£’000
|
Level 3
£’000
|
Total
£’000
|
Assets:
|
|
|
|
|
Equity investments
|
198,500
|
–
|
3,455
|
201,955
|
Fixed income investments
|
5,629
|
2,265
|
–
|
7,894
|
Liabilities:
|
|
|
|
|
Derivative financial instruments – written options
|
(55)
|
–
|
–
|
(55)
|
|
---------------
|
---------------
|
---------------
|
---------------
|
|
204,074
|
2,265
|
3,455
|
209,794
|
|
=========
|
=========
|
=========
|
=========
|
In addition to the investment in the subsidiary, the Company held
one other Level 3 security as at 30 November 2023 (2022:
nil).
A reconciliation of fair value measurement in Level 3 is set out
below.
Level 3 Financial assets fair value through profit or loss at 30
November – Company
|
2023
£’000
|
2022
£’000
|
Opening fair value
|
3,455
|
3,804
|
Transfers from Level 1
|
–
|
1
|
Total gains or losses included in profit/(loss) on investments in
the Consolidated Statement of Comprehensive Income:
|
|
|
– assets held at the end of the year
|
(1,000)
|
(350)
|
|
---------------
|
---------------
|
Closing balance
|
2,455
|
3,455
|
|
=========
|
=========
|
As at 30 November 2023, the investment in Gazprom has been valued
at a nominal value of RUB0.01 due to lack of access to the Moscow
Stock Exchange as a result of sanctions against Russia following
the invasion of Ukraine. Following the suspension of the secondary
listings of depositary receipts of Russian companies, the
investment in Gazprom ADRs was transferred from Level 1 to Level 3.
Towards the year end, the ADRs in Gazprom were converted into
equity shares of Gazprom. As at the year-end, this investment is
considered a Level 3 financial asset.
For exchange listed equity investments, the quoted price is the bid
price. Substantially, all investments are valued based on
unadjusted quoted market prices. Where such quoted prices are
readily available in an active market, such prices are not required
to be assessed or adjusted any price related risks, including
climate risk, in accordance with the fair value related
requirements of the Company’s financial reporting
framework.
12. Related Party Disclosure
Directors’ emoluments
At the date of this report, the Board consists of four
non-executive Directors, all of whom are considered to be
independent of the Manager by the Board.
Disclosures of the Directors’ interests in the ordinary shares of
the Company and fees and expenses payable to the Directors are set
out in the Directors’ Remuneration Report contained within the
Annual Report and Accounts. At 30 November 2023, £11,000 (2022:
£11,000) was outstanding in respect of Directors’ fees.
Significant holdings
The following investors are:
a. funds
managed by the BlackRock Group or are affiliates of BlackRock Inc.
(“Related BlackRock Funds”); or
b. investors
(other than those listed in (a) above) who held more than 20% of
the voting shares in issue in the Company and are as a result,
considered to be related parties to the Company (“Significant
Investors”).
As at 30 November 2023
Total % of shares held by Related
BlackRock Funds
|
Total % of shares held by Significant
Investors who are not affiliates of
BlackRock Group or BlackRock, Inc.
|
Number of Significant Investors who
are not affiliates of BlackRock Group or
BlackRock, Inc.
|
0.7
|
n/a
|
n/a
|
As at 30 November 2022
Total % of shares held by Related
BlackRock Funds
|
Total % of shares held by Significant
Investors who are not affiliates of
BlackRock Group or BlackRock, Inc.
|
Number of Significant Investors who
are not affiliates of BlackRock Group or
BlackRock, Inc.
|
1.3
|
n/a
|
n/a
|
13. Transactions with the Investment Manager and
AIFM
BlackRock Fund Managers Limited (BFM) provides management and
administrative services to the Group under a contract which is
terminable on six months’ notice. BFM has (with the Group’s
consent) delegated certain portfolio and risk services, and other
ancillary services to BlackRock Investment Management (UK) Limited
(BIM (UK)). Further details of the investment management contract
are disclosed in the Directors’ Report contained within the Annual
Report and Accounts.
The investment management fee due for the year ended 30 November
2023 amounted to £1,549,000 (2022: £1,358,000). At the year end,
£742,000 was outstanding in respect of the management fee (2022:
£728,000).
The Company is entitled to a rebate from the investment management
fee charged by the Manager in the event the Company’s ongoing
charges exceeds the cap of 1.25% per annum of average daily net
assets. The amount of rebate accrued to 30 November 2023 amounted
to £nil (2022: £nil).
Further details in respect of the management fee and rebate are
given in note 4 above.
In addition to the above services, BIM (UK) has provided the Group
with marketing services. The total fees paid or payable for these
services for the year ended 30 November 2023 amounted to £84,000
excluding VAT (2022: £45,000). Marketing fees of £106,000 excluding
VAT (2022: £22,000) were outstanding as at the year end.
The ultimate holding company of the Manager and the Investment
Manager is BlackRock, Inc., a company incorporated in Delaware
USA.
14. Contingent Liabilities
There were no contingent liabilities at 30 November 2023 (2022:
nil).
15. Publication of Non-Statutory
Accounts
The financial information contained in this announcement does not
constitute statutory accounts as defined in the Companies Act 2006.
The 2023 Annual Report and Financial Statements will be filed with
the Registrar of Companies shortly.
The report of the auditor for the year ended 30 November 2023
contains no qualification or statement under Section 498(2) or (3)
of the Companies Act 2006.
This announcement was approved by the Board of Directors on 30
January 2024.
16. Annual Report
Copies of the Annual Report will be sent to members shortly and
will be available from the registered office c/o The Company
Secretary, BlackRock Energy and Resources Income Trust plc, 12
Throgmorton Avenue, London EC2N 2DL.
17. Annual General Meeting
The Annual General Meeting of the Company will be held at 12
Throgmorton Avenue, London EC2N 2DL on Friday, 15 March 2024 at
12.00 pm.
For further information, please
contact:
Sarah Beynsberger, Director, Investment Companies, BlackRock
Investment Management (UK) Limited
Tel: 020 7743 3000
Press enquiries:
Lansons Communications
Email:
BlackRockInvestmentTrusts@lansons.com
Tel:
020 7490 8828
30 January 2024
12
Throgmorton Avenue
London EC2N
2DL
END