RNS Announcement
Baillie Gifford China Growth Trust plc
Legal Entity Identifier: 213800KOK5G3XYI7ZX18
Results for the year to 31 January 2024
Regulated Information
Classification: Additional regulated information required to be
disclosed under the applicable laws and regulations.
The following is the results
announcement for the year to 31 January 2024 which was approved by
the Board on 2 April 2024.
Over the year the Company's net
asset value total return† was
negative 40.9% and the share price total return† was negative 40.8%, compared with a total
return of negative 30.5% for the MSCI China All Shares Index (in
sterling terms).
¾ In
the period from 16 September 2020 (the date of the adoption of the
China strategy), the Company's net asset value and share price
returned negative 49.3% and negative 50.5% respectively compared to
a total return of negative 39.4% for the MSCI China All Shares
Index (in sterling terms).
¾ The
portfolio's overwhelming exposure to non state-owned enterprise
companies, particularly in the financials space, plus its
underweight positions in energy and utilities (the two best
performing sectors within the companies universe), contributed to
the Company's relative underperformance.
¾ Contributors to performance included all four state-owned
enterprises held in the Company's portfolio: Weichai Power,
Brilliance China Automotive, Kweichow Moutai and Zijin Mining however the largest
contributor to performance was ByteDance.
¾ The
main stock detractors to performance were varied and included
Li-Ning, Glodon and Meituan.
¾ The
Company has also bought a number of stocks over the year. These
include PDD Holdings, an ecommerce platform; BYD, a company that
makes electric vehicles; Silergy, a company that designs analogue
semiconductors; and Anker Innovations, a Chinese consumer
electronic company.
¾ Over
the period the Company has bought back 160,700 shares to be held in
treasury.
¾ Whilst investment in China may prove volatile over a short
term horizon, the Managers have a long-term investment approach and
are optimistic about the prospects for the future.
† Alternative Performance Measure - see Glossary of terms and
alternative performance measures at the end of this announcement.
Source: LSEG/Baillie Gifford and relevant underlying index
providers.
Baillie Gifford China Growth Trust
aims to achieve long term capital growth through investment
principally in Chinese companies which are believed to have above
average prospects for growth. At 31 January 2024 the Company had
total assets of £125 million.
The Company is managed by Baillie
Gifford & Co, an Edinburgh based fund management group with
approximately £230 billion under management and advice as at 1
April 2024.
Past performance is not a guide to
future performance. The value of an investment and any income from
it is not guaranteed and may go down as well as up and investors
may not get back the amount invested. The Company may borrow money
to make further investments. This is commonly referred to as
gearing. The risk is that, when this money is repaid by the
Company, the value of these investments may not be enough to cover
the borrowing and interest costs, and the Company makes a loss. If
the Company's investments fall in value, gearing will increase the
amount of this loss. The more highly geared the Company, the
greater this effect will be.
Investment in investment trusts
should be regarded as medium to long term. You can find up to date
performance information about China Growth at bailliegiffordchinagrowthtrust.com.
See disclaimer at the end of this
announcement.
2 April 2024
For further information please
contact:
Naomi Cherry, Baillie Gifford &
Co
Tel: 0131 275
2000
Jonathan Atkins, Director, Four
Communications
Tel: 0203 920 0555 or 07872
495396
Chair's statement
Performance
The 12 months under review have
formed an extraordinary third consecutive year of market falls that
has tested the patience of many investors. A year ago, the stock
market looked set to embrace China's reopening: covid was becoming
a thing of the past, consumer spending was expected to bounce back,
regulation of large technology companies was abating, measures were
being rolled out to restore confidence in the property sector and
there were hopes that geopolitical tensions were easing and there
may be some level of cooperation. Some but not all of this has
occurred but frustratingly we have not seen the results benefit the
Company's performance in this financial year.
Generally, the negative returns over
the period have been driven by macroeconomics and geopolitics
rather than the performance of the underlying companies in the
portfolio. The listed holdings within the Company's portfolio
continue to perform well operationally, delivering 17.7% earnings
growth in the financial year.
During the financial year to 31
January 2024, the Company's net asset value total return,
calculated by deducting borrowings at fair value, was negative
40.9% and the share price total return was negative 40.8%. This
compares with a total return of negative 30.5% for the MSCI China
All Shares Index (in sterling terms).
Over the period from 16 September
2020 (the date of the adoption of the China strategy), the
Company's net asset value and share price returned negative 49.3%
and negative 50.5% respectively compared to a total return of
negative 39.4% for the MSCI China All Shares Index (in sterling
terms).
The underperformance in 2023 can
largely be attributed to the Company's lack of exposure to the
energy sector (the only sector which saw a positive return) and
financials (the third best performing sector and which returned a
negative 15%) and overweight position in consumer discretionary
which returned a negative 37%. Foreign investors stayed away from
China and domestic investors moved into defensive sectors and
state-owned enterprises ('SOE'). The FTSE China SOE index
outperformed the non-SOE index in calendar year 2023, continuing a
trend which began in 2021. Given that the Company invests for
growth and as such is not weighted towards SOE companies, it has
resulted in weaker performance relative to the
benchmark.
As part of the Board's oversight of
the Managers' investment approach, I attended a Baillie Gifford
trip to China to the investment team in Shanghai and portfolio
companies. In addition, the Board met with members of the Shanghai
team virtually at its annual strategy day. The Board remains
satisfied that the Managers are investing in accordance with its
long term growth approach.
There will be periods of
underperformance during the investment cycle as the Managers do not
invest in trends, and as I have previously noted, the Managers have
a long-term investment approach, and we would ask shareholders to
judge performance over periods of five years or more. Further
information about the Company's portfolio performance is covered by
our portfolio managers in their Managers' Report.
Discount/premium and share issuance
The Company's share price discount
to net asset value at the last financial year end was 6.3%, and the
shares continued to trade at a discount for the duration of the
financial year. The discount was volatile during the financial
period, 15.5% at its widest and 2.6% at its narrowest. The
Company's share price ended the year at a discount to net asset
value of 6.2%.
No shares have been issued by the
Company during the period as the shares have traded at a discount
to net asset value. The Company bought back 160,700 shares into
treasury over the period. The buy backs benefit shareholders in the
Company by modestly enhancing the NAV per share. The Board
continues to keep its liquidity policy under close review and
recognises the need to address any sustained and significant
imbalance of buyers and sellers. Details of the full liquidity
policy can be found on page 29 of the Annual Report and Financial
Statements. Between 31 January and 1 April 2024, no shares were
issued and 389,189 shares were bought back into
treasury.
Dividend
Since the adoption of the China
strategy and the appointment of Baillie Gifford as Managers in
September 2020, the Company's returns are now predominantly
generated from capital growth as opposed to income. During the
financial year, the revenue return per share increased by 13.1%
from 2.14p to 2.42p.
The dividend policy of the Company,
which became effective last year, is that any dividend paid will be
by way of a final dividend and be not less than the minimum
required for the Company to maintain its investment trust
status.
The Board is proposing a final
dividend of 2.0p, an increase of 17.6%, which, subject to
shareholder approval, will be paid on 24 July 2024 to shareholders
on the register at close of business on 21 June 2024, with the
shares trading ex-dividend on 20 June 2024.
Ongoing Costs
The ongoing charges figure for the
year is 0.97%. Last year, the ongoing charges were
0.94%.
Gearing
In April 2022, the Company entered
into a $40m revolving credit facility with RBSI. As at 31 January
2024, a relatively modest $7.5m has been drawn down under the
facility, and gearing stood at 4.2%. The Board consider that a
prudent level of gearing is advantageous given the long term
returns forecast in China equities by the Managers and is seeking
to renew the loan facility in April 2024.
Unlisted investments
The Company holds one unlisted
investment, ByteDance, which represented 8.4% of the total assets
as at 31 January 2024. The valuation process is undertaken by
Baillie Gifford and supplemented by an independent assessment by
S&P Global, and is set out on page 52 of the Annual Report and
Financial Statements.
ESG
The consideration of ESG factors is
an integral part of the Managers' long-term investment approach.
The Board reviews the Managers' engagement with portfolio companies
at each Board meeting. In addition, the Board has also reviewed the
Managers' approach to assessing geopolitical risks in 2023. Further
details can be found on pages 42 to 49 of the Annual Report and
Financial Statements.
The
Board
As noted in my statement last year,
I plan to step down from the Board on 30 April 2024 having
completed my nine year tenure. I am pleased to confirm that
Nicholas Pink, who joined the Board in September 2023 following a
search undertaken with the support of an external recruitment
consultant, will succeed me as Chair with effect from 1 May 2024.
Nicholas has extensive senior management experience in financial
services with previous roles at UBS Investment Bank including
Global Head of Research and Head of Asia Research. Nicholas
currently sits on the board of two other investment
trusts.
I am also pleased to confirm that
following a second search conducted by an external recruitment
consultant this year, Sarah MacAulay will be joining the Board on 1
May 2024. Sarah is an experienced investment trust director and
former portfolio manager with knowledge of the Asian region. I am
delighted with both appointments and confident that the Company
will be led by a competent board with wide ranging
skills.
All Directors are subject to annual
re-election at the AGM in June. Biographies of each of the
Directors can be found on pages 59 and 60 of the Annual Report and
Financial Statements.
The
Managers
Since the change of mandate in
September 2020, Roderick Snell and Sophie Earnshaw have been
co-portfolio managers of the Company. Following a decision by the
Managers to separate their China and Global Emerging Markets teams,
the Board is pleased to announce that Linda Lin, partner at Baillie
Gifford, will be joining Sophie as co-portfolio manager with effect
from 1 February 2024 to replace Roderick who is stepping away to
focus on his Emerging Market and Asia responsibilities. The Board
would like to thank Roderick for his contribution to the Company
over the last three and a half years.
Annual General Meeting
The AGM will be held at 4pm on
Wednesday, 19 June 2024 at The Cavendish Hotel, 81 Jermyn Street,
London SW1Y 6JF. The meeting will include a presentation from the
Managers and all shareholders are invited to attend.
To accurately reflect the views of
shareholders of the Company, the Board intends to hold the AGM
voting on a poll, rather than by a show of hands as has been
customary. This will ensure an exact and definitive result. The
Board encourages all shareholders to exercise their votes on the
AGM resolutions by completing and submitting the form of proxy
enclosed with the Annual Report to ensure that your votes are
represented at the meeting (whether or not you intend to attend in
person). If you hold shares through a share platform or other
nominee, the Board encourages you to contact these organisations
directly as soon as possible to arrange for you to submit votes in
advance of the AGM. Alternatively, the Association of Investment
Companies' ('AIC') website theaic.co.uk/how-to-vote-your-shares
has information on how to vote your shares if you hold them via one
of the major platforms. The following link will also take you
through to the AIC website where there is information on how your
platform can help you attend the AGM in person theaic.co.uk/aic/ready-toinvest/shareholder-voting/attending-an-agm.
Should shareholders have questions
for the Board or the Managers, or any queries as to how to vote,
they are welcome, as always, to submit them by email to
trustenquiries@bailliegifford.com
or calling 0800 917 2112 (Baillie Gifford may record your
call).
Outlook
Investor sentiment and related share
trading have significantly influenced share price performance over
the last three years, and share prices have diverged from their
fundamentals. It is the fundamentals that our Managers remain
focused on, as it is a company's operational progress over the long
term that will deliver outperformance.
The combination of an ambitious
entrepreneurial culture and bold top-down policies with the sheer
scale of China's markets continues to provide a unique opportunity
given lower valuations. A long-term investment horizon underpins
our Managers' efforts as they seek to find the companies in China
with the best sustainable growth outlook, regardless of their size,
sector or position in an index. As I concluded in my Chair's
statement last year, China is a market where there is likely to be
ongoing short term volatility however the prospects for significant
long term growth remain.
Susan Platts-Martin
Chair
2 April 2024
For a definition of terms, see Glossary of terms and
alternative performance measures at the end of this
announcement.
Past performance is not a guide to future
performance.
See disclaimer at the end of this
announcement.
Managers' Report
The year under review was
disappointing and painful for Chinese equities, with our index
falling by 30.5%. Indeed, it marks an extraordinary third
consecutive year of drawdowns in our asset class. In the main,
returns over the period have been driven by macroeconomics and
geopolitics rather than company fundamentals. The holdings within
the Company's portfolio continue to perform well operationally. Our
listed holdings delivered 17.7% earnings growth in the financial
year versus index-level earnings growth of only 2.1%. Despite this,
the portfolio derated from a price-earnings multiple of 19x to
12x.
China's economy continues to
transition away from its old model of property led growth to a new
model of innovation led growth. The economy has been weak but is
not in crisis. The country's GDP grew by 5.2% in 2023 and met the
official growth target for the year. The International Monetary
Fund does expect growth to slow in 2024, but only to 4.6%. The
property market's drag on nominal growth continues, with nationwide
sales numbers at 40 %of the 2021 peak, while there has only been a
tentative stabilisation in sales of the top 100 largest developers.
Despite the mortgage rate falling by around 150 basis points since
2021 and the pricing of property posting only single-digit declines
over two years (though this industry-level data masks double-digit
declines in some tier-one cities), the government is struggling to
stimulate demand. Thankfully, other segments of the Chinese
economy, namely household consumption and exports, were strong
enough to offset this weakness. The post-covid rebound in consumer
spending and the fall in the savings rate in the first quarter led
to a welcome uptick in services growth. At the same time, strength
in the US economy and China's continued global competitiveness saw
robust export demand. Retail sales were up circa 15%, and real per
capita household income was up circa 20% in 2023 versus
2019.
Unfortunately, the rally in consumer
spending softened materially towards the end of the year, and the
job market further deteriorated. In addition, the government's
support for the economy was thought by many to be underwhelming. As
such, market sentiment deteriorated as the year
progressed.
Geopolitics was also a negative
driver, with technological controls and economic barriers
increasing even as relations between the US and China formally
stabilised. December marked the worst net outflows of China/Hong
Kong equities in 2023 and the third-largest monthly outflows in
history. Foreign investors appear to be increasingly shunning
China. Indeed, third-quarter data indicated that inbound foreign
direct investment ('FDI') fell close to negative territory for the
first time since 1998. FDI was only US$15bn for the first nine
months of the year - a 92% drop from 2022. On the current trend,
China may attract less FDI in 2023 than Poland.
This deterioration in sentiment was
reflected in negative returns for our benchmark after a brief rally
in the first quarter. The only sector in positive territory was
energy, which posted circa 17% return over the year. The next best
sector was utilities, which fell circa 9%, followed by financials
at negative 15%. Domestic investors, faced with mixed economic data
and disappointing levels of policy support, moved into defensive
sectors an state-owned enterprises ('SOE'). The FTSE China SOE
index outperformed the non-SOE index by 12% in
20231 , continuing a trend which began in 2021. In
line with our investment philosophy, the portfolio's overwhelming
exposure to growth sectors and non-SOE companies resulted in weaker
relative performance than the benchmark.
Where does this leave us? In both
absolute and relative terms, the valuation of Chinese equities is
low. Our benchmark, MSCI China All Shares, is trading on circa 9x
2024 price earnings. This multiple is almost one standard deviation
below its 5 and 10 year average, less than half that of US equities
(MSCI USA is trading on 20x) and below that of both MSCI ACWI
(16.6x) and Emerging Markets (MSCI EM 11.7x). As noted above, the
Company's listed portfolio of holdings has derated to 12x over the
year, despite delivering double-digit earnings growth.
Towards the end of the reporting
period, we saw further signs of a significant government effort to
address pockets of weakness in the economy and the rout in the
stock market. In July, Beijing announced a 17-point plan to
increase confidence in the private sector. This followed a
concerted effort by Premier Li and a flurry of announcements at the
highest levels designed to reassure the private sector of the
government's continued support. Most importantly, the regulatory
backdrop was largely stable for some of China's largest private
sector companies, except for a quickly corrected misstep in
gaming.
In February 2024, in response to the
stock market rout, we saw Beijing begin to intervene in the equity
market via the purchase of stock index funds and SOE buybacks while
the former head of the China Securities Regulatory Commission was
replaced. Concerning property, context is important. The
government's long-term aim is to reduce the country's reliance on
this sector as an engine of growth. Most Western economists would
agree that this adjustment is necessary for the country's long-term
economic health. With this in mind, the government's refusal to
stimulate aggressively and provide a 'quick fix' becomes
understandable. The initial focus of policymakers was on
demand-side stabilisation measures. We saw mortgage rates fall to
their lowest level on record and restrictions on purchasing
removed. As noted above, these measures had limited
success.
In the second half of 2023, we saw
the government announce an increase in public-sector construction
spending via the 'three major projects':
• The
expansion of social housing;
• The
renovation of urban villages; and
• The
construction of civil infrastructure to increase resilience to
natural disasters.
Then, finally, in January 2024, we
saw the government begin to extend support to private-sector
developers, the most distressed subsegment of the industry.
Measures include:
• The
People's Bank of China ('PBOC') announced RMB 350bn (circa US$50bn)
in priority sector lending for real estate developers to execute
the 'three major projects';
• The
promise of additional credit support via banks; and
• Local governments in eight cities are beginning a pilot
project to buy up vacant apartments from developers to reduce
inventory and help stabilise cash flows.
Given China's pre-sale housing
model2, improving the public's confidence in private
sector developers' creditworthiness and ability to complete
projects is crucial to stabilising the industry.
With developer finances still
deteriorating and the economy slipping in and out of deflation,
there is undoubtedly more work still to do. However, actions taken
to date suggest a course correction is well underway at a time when
pessimism about China is at an all-time high.
More importantly for us as active
managers, China still offers a unique opportunity for growth. For
example, of all companies in MSCI ACWI forecast to grow revenues at
20% per annum for the next three years, 40% come from China. While
headline GDP continues to slow, there are ample structural
opportunities in a variety of industries that continue to excite
us. For example, in terms of automation and advanced manufacturing,
China is already the largest industrial robotics market in the
world. Yet robot density is only one-third of that of countries
like Korea.
Another example would be the rise of
domestic brands. In a whole host of industries, foreign brands
still dominate. But this is changing. A good example would be
cosmetics, where domestic leaders such as Proya continue to take
share from mass-market foreign brands. A further example would be
'little giants': companies with advanced expertise in strategically
important industries such as solar, batteries or
semiconductors.
Indeed, because of our ability to
avoid vast swathes of the index, our portfolio holdings delivered
double-digit earnings growth in 2023 despite China's economic woes.
For example, ByteDance, our largest holding at 8.4%, and only
unlisted investment, reported over 35% revenue growth in the nine
months to September, driven by continued monetisation of its vast
userbase. Kweichow Moutai, a 5.9% holding and our second largest
overweight, delivered circa 17% revenue and earnings growth over
the same period, driven by the phenomenal strength of its domestic
baijiu brand. Tencent, another large holding within the Company's
portfolio, delivered 10% revenue growth in the most recent quarter
and treble-digit earnings per share growth as capital allocation
continued to improve. Or CATL, a 1.8% holding in the portfolio and
the world's leading battery manufacturer, pre-announced that it
would deliver 38-48% year-over-year revenue growth in 2023. CATL
has grown its revenue and earnings by over 10x in the last four
years and trades on less than 15x 2024 earnings. What comforts us
during these challenging times is our holdings' continued strong
operational performance and the knowledge that, over meaningful
periods, share prices are likely to follow fundamentals.
However, we are anything but
complacent and continue to interrogate the investment decisions we
made since Baillie Gifford won the Company's mandate in 2020. For
example, we have added two independent research providers to our
list of resources to bolster our ability to ascertain a company's
alignment with the Chinese state and the risks and opportunities of
the broader geopolitical environment. Both specialise in analysing
Chinese and US policy. We have commissioned work from our Risk Team
on our trading decisions and have interrogated the research
process, quality and investment decisions that led to our largest
individual stock mistakes. We also continue to challenge our
historic preference for privately run companies instead of
SOEs.
At the firm level, we'd also like to
highlight Baillie Gifford's continued support for our Chinese
equities business. While some of our competitors are closing their
Chinese operations, Baillie Gifford continues to invest. Our
Shanghai office, which opened in 2019, has added resources yearly,
with two new graduates joining in the last two years alongside a
dedicated ESG analyst. We now have seven investment staff working
out of Shanghai. We recently established a dedicated China team
that will be responsible for our Chinese equity funds. As such,
Sophie is excited to welcome Linda Lin, a partner at Baillie
Gifford and an investment specialist on China, as co-manager for
the Baillie Gifford China Growth Trust. Linda will replace Roderick
Snell who will re-focus his attention on Asia Pacific. Establishing
the dedicated China Team, of which Sophie is a part, and adding
Linda as a formal decision maker to our China equity strategies, is
a significant increase of resources.
Portfolio positioning and recent activity
Balancing global perspectives with
local insights and ensuring a long-term focus in our analytical
framework is critical to finding China's best and most innovative
public and private growth companies. We undertook two joint trips
around China, one in May 2023 and one in January 2024. Linda Lin
led our most recent trip, and she was joined by managers from our
Long Term Global Growth team and our Emerging Markets
team.
Our philosophy and investment
horizons afford excellent access to company leaders. Linda was
fortunate to meet with founders and 'C-level' management from PDD
Holdings, one of the new purchases for the Company, along with
existing holdings Meituan, LONGi and KE Holdings.. We also met NIO,
one of China's leading electric vehicle brands and a competitor to
BYD; Kuaishou, a competitor to ByteDance; and Luckin Coffee,
China's version of Starbucks. More broadly, while the atmosphere
was somewhat gloomy, with negative local sentiment and weak
consumer confidence, we found the trip uplifting at the most basic
level of what companies are doing regarding growth. The
entrepreneurial spirit that allows new companies to challenge
entrenched incumbents and the huge spoils available to domestic
victors have not changed. This type of growth is currently on offer
at prices not seen in many years.
Our portfolio positioning remains
relatively consistent compared to last year. We retain exposure to
the sectors and companies that we believe offer the best long-term
growth potential and upside. We have large overweight positions in
consumer discretionary and industrials, and large underweights in
lower growth sectors such as financials and utilities. We believe
the portfolio is geared toward the themes likely to drive China's
next decade of growth including:
• The
energy transition, advanced manufacturing and robotics;
• 'Little giants';
• Leading domestic brands; and
• Long-duration growth companies in both traditional and online
industries.
Portfolio turnover during the year
was 7.9%, reflecting our confidence in our holdings despite the
negative returns we experienced in 2023. New purchases during the
period included PDD Holdings, Silergy, Anker Innovations and BYD.
PDD has done a terrific job servicing the sizeable cost-conscious
consumer market, taking share in areas increasingly vacated by
Alibaba. Over the last few years, they have carved out a formidable
niche targeting low-income users in lower-tier cities with a
deeply-discounted 'treasure hunt' experience. Recently, the
platform has gained traction with higher-income users in China and
several overseas markets. The company has become increasingly
cash-generative as it has moved away from massive marketing
promotions without losing user traction. As one of the few Chinese
ecommerce platforms that retains the potential for massive
operational upside, we felt PDD was worthy of a place within the
Company's portfolio. Silergy is an analogue semiconductor designer
and benefits from tailwinds similar to SG Micro, including import
substitution. We took advantage of the weakness in the shares on
the back of a cyclical slowdown to buy this high-quality,
high-growth business.
Anker Innovations is a Chinese
consumer electronics company. Its record of making quality products
at fair prices has earned it a valuable brand reputation among its
Western customers. Indeed, the company leverages China's supply
chain advantages in electronics to make high-quality products at
reasonable prices. Our Shanghai office has worked over the past
year to understand the company's strategy and the founder's
motivations, giving us greater confidence in their ability to grow
profitably and broaden their product offerings. Given its
predominantly overseas revenue base, the stock is also a
diversifier within the Company's portfolio.
We also bought an initial holding in
BYD. BYD was founded in 1995 as a manufacturer of lithium-ion
batteries for consumer applications like smartphones and notebooks.
It grew rapidly to become one of the global
battery leaders by the early 2000s when it also moved into
electronics manufacturing services and autos. In retrospect, there
was a much greater coherence to this strategy than the company were
credited with at the time - in each new market that they entered,
BYD has distinguished itself with a highly flexible, highly
integrated manufacturing process characterised by significant
levels of research and development ('R&D'), a focus on self-
developed components and very rapid innovation cycles. They were
early movers into the electric vehicle ('EV') market in 2006, where
they leveraged their proprietary battery technology and
manufacturing experience to become the leading EV manufacturer in
China by 2018; in 2022, they overtook Tesla to become the world's
largest EV maker by volume. The recent surge in market share partly reflects the advantages of having
control over its supply chain when the rest of the industry has
been struggling. Still, we also suspect it reflects a more enduring
advantage as the company enters a virtuous circle of scale
leveraging high R&D spend, which in absolute terms now dwarfs
most of their competitors. If the company can remain one of the
leading players in the fast-growing Chinese EV market, then we
think the shares look attractive; if they can build on their more
recent signs of progress in third-party battery sales or autos
outside China, then the rewards may be even greater.
Sales of Burning Rock Biotech, Dada
Nexus, Geely Automotive, and Hangzhou Tigermed funded these
purchases. The US battle around Chinese American Depositary
Receipts and the Holding Foreign Companies Accountable Act provided
a technical challenge to our investment case for Burning Rock
Biotech. We remain convinced that the market for next-generation
sequencing in oncology is huge and that the data supporting Burning
Rock's position was credible. However, we underestimated how much
financing was necessary for a loss-making company, particularly via
the equity market. This was a mistake. The company's inability to
issue equity in the US, their only listing location, and their
inability to obtain a secondary listing in Hong Kong due to their
smaller size led to a vicious spiral in which investors sold down
on concerns around delisting risk, the market capitalisation
shrank, and the company's ability to fund its operations
diminished.
We sold our holdings in Geely and
Tigermed. Geely's vehicles have historically been popular with
Chinese consumers who value its strong engine technology (partly
bought in via the acquisition of Volvo) and mid-range prices. We
believe the company's core advantage in engine technology has
diminished with the shift to EVs. Given substantial investments
outside the listed entity, the founder's alignment also appears to
have shifted. We believe BYD's vertically integrated model and core
expertise in battery technology make it much more likely to benefit
from the shift to electric vehicles. Tigermed is a leading clinical
research organisation. We have decided to sell the holding largely
due to the increased risk of trade barriers overseas. We believe
these barriers could substantially impact the company's ability to
grow in the future.
Performance
The portfolio's performance was very
disappointing in both absolute and relative terms. It
underperformed against a falling benchmark. The benchmark for the
period returned negative 30.5%, NAV negative 40.9% and the share
price negative 40.8%. The portfolio's overwhelming exposure to
non-SOE companies, particularly in the financials space, plus its
underweight positions in energy and utilities (the two
best-performing sectors within our universe), contributed to our
relative underperformance. While this was undoubtedly painful, our
portfolio exposure is in keeping with our growth philosophy, which
has served us well over longer periods.
The main stock detractors to
performance were varied. Li-Ning, a leading domestic sportswear
brand, faced increased competition from multinational players such
as Adidas and a weakening consumer backdrop. Discounting in the
channel and an inventory correction in the second half spooked the
market, resulting in a marked derating in the shares. This is a
stock that we have significantly reduced at much higher price
points. After the correction and the additional research we
conducted, we are minded to continue holding the shares.
We believe the brand remains
relatively strong and that this is not reflected in the 10x
price-earnings multiple we are now being asked to pay.
Glodon, a software provider to the
construction industry, and SG Micro, an analogue chip designer, are
examples of where cyclical issues have overwhelmed the structural
case in the short term. SG Micro operates in the analogue
semiconductor industry, which remains dominated by foreign players.
China's desire to reduce its import bill and establish a globally
competitive, homegrown semiconductor industry is a significant
long-term tailwind for the company. In the short term, however, we
saw the company suffer as the industry entered a cyclical downturn.
We are confident that the company's competitive advantage remains
strong and that its position as a domestic leader will see it
benefit once the cycle turns. We added to this company in the first
half of the reporting period after the first correction in the
shares. Glodon is a dominant cost estimation software provider to
the construction industry. Its software helps its clients reduce
costs and increase the efficiency of their operations. Software
penetration in this industry is low and rising, and we believe
Glodon is likely to benefit from this tailwind in the long run. In
the near term, however, cyclical weakness in property and
construction resulted in revenue and profit growth, disappointing
the market.
Meituan was also a detractor. The
shares fell markedly despite the company delivering circa 25%
revenue growth in the first nine months of the year and turning
profitable. Indeed, in the third quarter of 2023, its earnings grew
by almost 200%. We met Wang Xing, the founder of the company, in
January of this year and continue to hold him in high regard.
Meituan retains a dominant position in food delivery and is
utilising its delivery network to expand into adjacent categories.
In top-tier cities, Meituan delivers products in under half an
hour. In addition, Meituan has a dominant position in restaurant
bookings and travel. Competition from ByteDance in this part of the
business has seen margins fall. However, growth has accelerated
markedly due to ByteDance's entrance and the subsequent rise in
online penetration. The fall in margins is yet to impact absolute
profit growth materially. The company also has loss-making
initiatives such as ride-hailing and community group buy. These are
gradually turning profitable or being scaled back, leading to
exceptional profit growth for the company. Despite this, Meituan is
only trading on 15x price earnings. We are inclined to add to our
holding.
Other detractors to performance
included gearing which sits at around 3-4 % and stocks such as
Centre Testing International, Ping An Insurance and Estun. Whilst
gearing has been a detractor to performance over the near term, we
continue to believe that it should be value accretive over the long
term given our expectations for attractive returns in the asset
class relative to the cost of debt. We decided to add to our
position in Centre Testing International in January 2024, after the
shares fell.
Centre Testing International is the
leading private sector company in China's testing and inspection
market. The company derated substantially as part of a general
sell-off in growth stocks and in response to cyclical weakness in
some of its end markets. We believe the company is a high-quality
operator with a sizeable, long-term growth opportunity ahead of it,
and, as such, we decided to take advantage of share price weakness
to build a more sizeable position in the Company's portfolio. Ping
An Insurance and Estun were reduced in the first half of the
reporting period due to concerns about changes in the regulatory
backdrop and increased competition, respectively.
Contributors to performance included
all four state- owned enterprises held in the Company's portfolio:
Weichai Power, Brilliance China Automotive, Kweichow Moutai and
Zijin Mining. Of these, only Weichai and Brilliance China
Automotive delivered a positive return. Zijin, a leading gold and
copper miner, delivered 10 % revenue growth in the first three
quarters of 2023, yet the shares fell 11% during the period. On 12x
earnings, we believe the company has significant upside ahead of it
driven by the energy transition. As noted above, Kweichow Moutai
delivered 17% revenue and earnings growth in the first nine months
of 2023, yet its share price fell 19%. Moutai is arguably the
strongest and most durable brand in China. It has 800 years of
heritage and can price its baijiu at a significant premium. The
financial returns of this business are also exceptional.
Brilliance China Automotive is
something of a special situation. It is an automaker and BMW's
partner in China. The company was relisted in Q4 2022 after a
period of suspension. The share price was at a very depressed level
at the point of relisting. In January and July 2023, Brilliance
China Automotive declared two special dividend payouts to
shareholders totalling 1.92 Hong Kong dollars per share, while the
shares were trading around four Hong Kong dollars on average. While
a +40% yearly return is encouraging, the future case for Brilliance
China Automotive does rely on decisions around next year's special
dividend payment and its new management team's operational
execution.
ByteDance was our largest
contributor over the year. Despite delivering circa 35% revenue
growth in the first nine months of the year, our independent
valuation team wrote the shares down by 11%, less than the
benchmark decline. This was due to a fall in the peer group
valuation and supported by valuations observed in the secondary
market. We believe that ByteDance offers outstanding growth
potential even if one excludes the US business. ByteDance continues
to monetise its vast user base in China and to take a substantial
share within ecommerce. We are confident that its exceptional
operational performance will be rewarded by substantial share price
returns over meaningful periods.
Silergy and Midea were also
contributors to performance. Silergy is an analogue semiconductor
designer and benefits from similar tailwinds to SG Micro (discussed
above). Due to its exposure to different end markets, the cycle
turned down earlier for Silergy relative to SG Micro. It
experienced a marked correction in its share price as demand
weakened. The cycle for Silergy has now turned, and, as such, its
shares have begun to recover. We bought Silergy during its cyclical
correction and are pleased to see it rebound after purchase. Midea
is a leading white goods manufacturer and a high-quality
compounder. It delivered 7% revenue growth and 10% earnings growth
in the first nine months of the year, and the shares were flat
during the period. It trades on circa 11x price-earnings and will
likely continue growing at high single-digit and low double-digit
rates for a long time.
Outlook
As discussed above, China's economy
continues to transition away from its old model of property led
growth to a new model of innovation led growth. There is clearly a
risk that the government fails to manage this transition
successfully. However, we remain cautiously optimistic. In terms of
the old growth model, policy is increasingly focused on stabilising
the most distressed segments of the property industry. Any
stabilisation here could be very meaningful for consumer
confidence, which could in turn be very meaningful for domestic
demand. In terms of the new growth model, China has made
significant progress in areas such as renewable energy, electric
vehicles and, increasingly, semiconductors. The days of recycling
export earnings into infrastructure led growth are over and China
is now exporting capital around South- east Asia and into other
developing regions. This gives enormous growth opportunities to
Chinese companies whose business strategies are aligned to China's
national objectives.
These growth opportunities are
reflected in the operational performance of the companies we own
within the Company. As noted above, our listed holdings delivered
17.7% underlying earnings growth. Despite this, the portfolio's
value fell by c. 40%. This extraordinary divergence between
earnings and value is a reflection of sentiment, rather than
operational performance. Sentiment is driven both by the economic
transition alluded to above and by geopolitics between the US and
China. As China's success in transitioning to its new growth model
becomes clearer, it is likely that sentiment will improve and that
other pools of capital, in addition to the US, will become
materially invested in the attractive returns on offer in
China.
Despite a difficult couple of years
of performance, Baillie Gifford continues to believe that China
remains an exciting hunting ground for growth investors. As such,
we continue to invest in our capabilities here and have added
significant resource. With valuations low in both an absolute and
relative sense, we believe that the opportunity in China has
becoming even more compelling. As such, we remain optimistic about
future returns.
Roderick Snell
Sophie Earnshaw
Baillie Gifford & Co
2 April 2024
1 The period of performance referred to for both the FTSE China
SOE index and the FTSE China non-SOE index is the year 2023 versus
the Trust reporting period which is 31 January 2023 to
31 January 2024.
2 Chinese consumers pay significant amounts upfront before
construction of the property is finished.
For a definition of terms, see
Glossary of terms and alternative performance measures at the end
of this announcement.
Source: LSEG/Baillie Gifford and
relevant underlying index providers.
Past performance is not a guide to future
performance.
See disclaimer at the end of this
announcement.
Review of investments
A
review of the Company's ten largest investments as at 31 January
2024.
ByteDance (valuation £10,551,000, 8.4% of total investments at
31 January 2024)
ByteDance is a social media and
short form video company and it represents the Company's first
private investment. It was founded in 2012 by Yiming Zhang and the
company has grown to rank amongst the world's largest companies of
its kind. Its short form video app, Douyin, is a market leader in
China, and TikTok, its global equivalent, is dominating the format
globally. ByteDance benefits from a technological edge in machine
learning which it uses to bring out new applications tailored to
different media forms and different demographics. The company's
ability to innovate in this space is exceptional and we believe one
of the key drivers of its likely future success. We believe
ByteDance has the potential to be a generation defining media
company.
Tencent (valuation £9,330,000, 7.4%
of total investments at 31 January 2024)
Tencent is a leading social media
and entertainment platform. It has a dominant position in online
gaming and an ecosystem in WeChat that we believe is one of the
strongest in China. Monetisation of WeChat's over one billion
monthly active users represents one growth driver for the company.
Further growth opportunities are provided by Tencent's strong
positions in cloud infrastructure and consumer and SME lending,
along with its portfolio of investee companies which span online
music streaming, ecommerce, and short form video. Pony Ma, the
founder and Chairman of the company, is indelibly focused on the
long term and has executed exceptionally well in one of China's
fastest moving industries.
Alibaba (valuation £9,249,000, 7.4% of total investments at 31
January 2024)
Alibaba is a leading online
retailer. Its ecommerce business is returning to growth after a
period of intensified competition and share loss. Steadily
increasing online penetration in segments such as grocery and Fast
Moving Consumer Goods remains a long term driver for the business,
whilst the company's efforts to integrate live streaming and social
media into the platform aim to revitalise the platform following
stiff competition for customers and merchants attention from
competitors. In addition, Alibaba retains a strong position in
infrastructure as a service, or the cloud, where it has a similar
business to Amazon Web Services. The company has taken the decision
to focus on profitable growth as opposed to growth at any cost.
Alibaba's partnership structure and its capable and experienced
management team are well-aligned with shareholders.
Kweichow Moutai (valuation £7,447,000, 5.9%
of total investments at 31 January 2024)
Kweichow Moutai is one of the most
important and iconic Chinese brands. It manufactures premium baijiu
(white alcohol) which has a heritage and respect embedded within
Chinese culture. Its unique brewing conditions and process provide
a core competitive advantage. When combined with supply scarcity
and limited competition in the very high- end market, Moutai is
able to price at a premium and maintain a loyal customer base. It
is an extremely profitable business. We believe in the strength and
heritage of the brand, the sustainability of revenue growth, and
the longevity of its core competitive advantage.
China Merchants Bank (valuation £4,133,000, 3.3%
of total investments at 31 January 2024)
China Merchants Bank is a leading
consumer bank in China with a lengthy track record and solid market
share. It has outcompeted its state-owned rivals via a relentless
focus on the consumer. As such, it has built up an enviable
position in consumer lending and in wealth management, both
segments with strong growth potential. In terms of lending quality,
this has been strong through the cycle and we believe this is a
bank that will continue to offer attractive returns to
shareholders.
Zijin Mining (valuation £3,969,000, 3.2%
of total investments at 31 January 2024)
Zijin Mining is a Chinese gold and
copper company with ambitious volume growth plans through organic
expansion and M&A, particularly in its copper business. Copper
is an economically sensitive commodity that should benefit from
economic activity globally but should be further boosted
meaningfully by green investment (be it renewable generation or
electric vehicles). Indeed, copper is an essential enabler of the
green revolution. We do not think the upside to the commodity
price, nor Zijin's growth potential, is being adequately factored
in by the market.
Ping An Insurance (valuation £3,741,000, 3.0%
of total investments at 31 January 2024)
Ping An Insurance is one of China's
leading financial services groups. It is China's second largest
life insurer, a market with growth potential driven by China's
emerging middle class and rising disposable income. It also has a
leading position in property and casualty insurance where it has
consistently delivered strong returns. In addition, it has
consistently invested in artificial intelligence and machine
learning in order to increase the efficiency and long-term
viability of its core business. Again, this is a company with a
long-term, growth mind-set that we believe will deliver substantial
returns to shareholders.
NetEase (valuation £3,220,000, 2.6%
of total investments at 31 January 2024)
NetEase is one of the most
successful gaming companies in China, second only to Tencent, with
a proven track record of developing popular, high-quality titles on
both mobile and PC. It has successfully monetized its titles whilst
protecting the gamer experience and its brand name and the company
culture continues to attract and retain the best game developers in
China. Its financials are attractive and it is a well-managed
company. The gaming industry in China continues to grow,
particularly on mobile, and NetEase appears well placed to benefit
from this for many years.
Zhejiang Sanhua Intelligent Controls
(valuation
£3,202,000, 2.6% of total investments at 31 January
2024)
Zhejiang Sanhua is one of the
world's largest manufacturers of controls and components for
heating, ventilation and air conditioning ('HVAC') systems,
electric vehicles and home appliances. Sanhua has a global customer
base of top tier manufacturers, with half of their revenues
generated from China and half from overseas. The company has over
50% market share in its key products. Sanhua's ability to produce
quality at scale is a key competitive advantage. This is a
founder-owned company whose global position has been
underappreciated in a China context. We expect Sanhua to benefit
from consumption growth in general, as well as growth in the
electric vehicle market, and an industry shift in home appliances
towards stricter environmental standards.
Midea (valuation £3,077,000, 2.5%
of total investments at 31 January 2024)
Midea is the world's largest home
appliance business, listed in Shenzhen. It is a great quality
business, investing for growth and appears very cheap. Home
appliance businesses are dull yet make great returns (28-29% return
on equity), require little capital, have brand equity and throw off
a healthy level of cash, some of which is returned to Midea
shareholders via a 4% dividend yield. This company stands out given
its category leadership and desire to grow the business in a
meaningful way. It is investing in technology, is at the forefront
of innovation (22,000 patents and counting), is expanding its
product range and geographic reach and also buying in additional
brands at good prices. The move into robotics though the
acquisition of Kuka, a world leader, could be particularly
interesting, not least due to efficiency gains likely in its own
business.
List of investments at 31 January 2024
Name
|
Business
|
Value
£'000
|
% of total
assets
|
ByteDance u
|
Social media and entertainment
company
|
10,551
|
8.4
|
Tencent
|
Social media and entertainment
company
|
9,330
|
7.4
|
Alibaba Group
|
Online retailer, payments and cloud
business
|
9,249
|
7.4
|
Kweichow Moutai
|
Luxury baijiu maker
|
7,447
|
5.9
|
China Merchants Bank
|
Consumer lending and wealth
management
|
4,133
|
3.3
|
Zijin Mining Group
|
Renewable energy enabler
|
3,969
|
3.2
|
Ping An Insurance
|
Life and health insurance
|
3,741
|
3.0
|
NetEase
|
Gaming and entertainment
business
|
3,220
|
2.6
|
Zhejiang Sanhua Intelligent
Controls
|
Heating and cooling component
manufacturer
|
3,202
|
2.6
|
Midea Group
|
White goods and robotics
manufacturer
|
3,077
|
2.5
|
BeiGene
|
Immunotherapy biotechnology
company
|
2,811
|
2.2
|
Meituan
|
Online food delivery
company
|
2,759
|
2.2
|
Weichai Power
|
Construction machinery and heavy
duty trucks
|
2,756
|
2.2
|
Fuyao Glass Industry
Group
|
Automotive glass
manufacturer
|
2,550
|
2.0
|
PROYA
|
Cosmetics and personal care
company
|
2,527
|
2.0
|
PDD Holdings
|
Broadline Retail
|
2,354
|
1.9
|
Shenzhou International
|
Garment manufacturer
|
2,290
|
1.8
|
CATL
|
Electric vehicle battery
maker
|
2,263
|
1.8
|
ENN Energy
|
Gas distributor and
provider
|
2,138
|
1.7
|
Silergy
|
Semiconductors and Semiconductor
Equipment
|
2,118
|
1.7
|
Shandong Sinocera Functional
Material
|
Advanced materials
manufacturer
|
2,044
|
1.6
|
Centre Testing
International
|
Electrical Components and
Equipment
|
1,953
|
1.6
|
Guangzhou Kingmed
Diagnostics
|
Diagnostics company
|
1,933
|
1.5
|
Shenzhen Inovance
Technology
|
Factory automation
company
|
1,850
|
1.5
|
Brilliance China
Automotive
|
Automotive makers and BMW
partner
|
1,784
|
1.4
|
Shenzhen Megmeet
Electrical
|
Power electronics
manufacturer
|
1,764
|
1.4
|
KE Holdings*
|
Online real estate
|
1,726
|
1.4
|
Anker Innovations
|
Technology Hardware, Storage and
Peripherals
|
1,721
|
1.4
|
Ping An Bank
|
SME and consumer lender
|
1,714
|
1.4
|
Li Ning
|
Domestic sportswear
manufacturer
|
1,594
|
1.3
|
HUAYU Automotive Systems
|
Automotive parts
manufacturer
|
1,556
|
1.2
|
Estun Automation
|
Robotics and factory automation
company
|
1,438
|
1.1
|
BYD
|
Automobiles
|
1,312
|
1.0
|
SG Micro Corp
|
Semiconductor designer
|
1,208
|
1.0
|
Yifeng Pharmacy Chain
|
Drug retailer
|
1,162
|
0.9
|
Yonyou Network Technology
|
Software for SMEs and
corporates
|
1,141
|
0.9
|
Sinocare
|
Diagnostics and diabetes
company
|
1,124
|
0.9
|
Asymchem Laboratories
(Tianjin)
|
Life sciences contract research
organisation
|
1,074
|
0.9
|
Kingdee International
Software
|
Software for SMEs and
corporates
|
1,058
|
0.8
|
Robam Appliances
|
White goods manufacturer
|
1,037
|
0.8
|
Sungrow Power Supply
|
Component supplier to renewables
industry
|
944
|
0.8
|
WuXi AppTec
|
Life sciences contract research
organisation
|
922
|
0.7
|
Sunny Optical Technology
|
Electronic components for
smartphones and autos
|
909
|
0.7
|
LONGi
|
Solar energy provider
|
830
|
0.7
|
Kingsoft
|
Software for SMEs and
corporates
|
815
|
0.7
|
Pop Mart
|
Toy and collectibles
maker
|
811
|
0.6
|
Minth
|
Automotive parts
manufacturer
|
800
|
0.6
|
JD.com
|
Online retailer
|
797
|
0.6
|
Glodon
|
Software provider to the
construction industry
|
654
|
0.5
|
Jiangsu Azure
|
Air Freight and
Logistics
|
629
|
0.5
|
Beijing United Information
Tec
|
Industrial ecommerce
platform
|
627
|
0.5
|
Topchoice Medical
|
Dental services provider
|
588
|
0.5
|
Medlive Technology
|
Medical dictionary and marketing
organisation
|
574
|
0.5
|
Hua Medicine (Shanghai)
|
Diabetes drug
manufacturer
|
546
|
0.4
|
New Horizon Health
|
Early cancer detection
|
449
|
0.4
|
Dongguan Yiheda Automation
Co
|
Industrial Machinery
|
443
|
0.4
|
Kinlong
|
Building Products
|
396
|
0.3
|
Yunnan Energy New
Material
|
Component supplier to renewables
industry
|
339
|
0.3
|
Total investments
|
|
124,751
|
99.5
|
Net liquid assets†
|
|
550
|
0.5
|
Total assets
|
|
125,301
|
100.0
|
Borrowings
|
|
(5,890)
|
(4.9)
|
Shareholders' funds
|
|
119,411
|
95.1
|
u
Denotes unlisted holding (private
company).
*
Includes investments in American Depositary Receipts
('ADRs').
†
For a definition of terms used, see Glossary of terms and
alternative performance measures at the end of this
announcement.
|
Listed
equities
%
|
Unlisted
Securities
%
|
Net liquid
Assets
%
|
Total
Assets
%
|
31
January 2024
|
91.1
|
8.4
|
0.5
|
100.0
|
31 January 2023
|
94.0
|
5.7
|
0.3
|
100.0
|
Figures represent percentage of
total assets.
Baillie Gifford - statement on
stewardship
Baillie Gifford's overarching ethos
is that we are 'Actual' investors. That means we seek to invest for
the long term. Our role as an engaged owner is core to our mission
to be effective stewards for our clients. As an active manager, we
invest in companies at different stages of their evolution across
many industries and geographies, and focus on their unique
circumstances and opportunities. Our approach favours a small
number of simple principles rather than overly prescriptive
policies. This helps shape our interactions with holdings and
ensures our investment teams have the freedom and retain the
responsibility to act in clients' best interests.
Long-term value creation
We believe that companies that are
run for the long term are more likely to be better investments over
our clients' time horizons. We encourage our holdings to be
ambitious, focusing on long-term value creation and capital
deployment for growth. We know events will not always run according
to plan. In these instances we expect management to act
deliberately and to provide appropriate transparency. We think
helping management to resist short-term demands from shareholders
often protects returns. We regard it as our responsibility to
encourage holdings away from destructive financial engineering
towards activities that create genuine value over the long run. Our
value will often be in supporting management when others
don't.
Alignment in vision and practice
Alignment is at the heart of our
stewardship approach. We seek the fair and equitable treatment of
all shareholders alongside the interests of management. While
assessing alignment with management often comes down to intangible
factors and an understanding built over time, we look for clear
evidence of alignment in everything from capital allocation
decisions in moments of stress to the details of executive
remuneration plans and committed share ownership. We expect
companies to deepen alignment with us, rather than weaken it, where
the opportunity presents itself.
Governance fit for purpose
Corporate governance is a
combination of structures and behaviours; a careful balance between
systems, processes and people. Good governance is the essential
foundation for long-term company success. We firmly believe that
there is no single governance model that delivers the best
long-term outcomes. We therefore strive to push back against
one-dimensional global governance principles in favour of a deep
understanding of each company we invest in. We look, very simply,
for structures, people and processes which we think can maximise
the likelihood of long-term success. We expect to trust the boards
and management teams of the companies we select, but demand
accountability if that trust is broken.
Sustainable business practices
A company's ability to grow and
generate value for our clients relies on a network of
interdependencies between the company and the economy, society and
environment in which it operates. We expect holdings to consider
how their actions impact and rely on these relationships. We
believe long-term success depends on maintaining a social licence
to operate and look for holdings to work within the spirit and not
just the letter of the laws and regulations that govern them.
Material factors should be addressed at the board level as
appropriate.
Income statement
For
the year ended 31 January
|
Notes
|
2024
Revenue
£'000
|
2024
Capital
£'000
|
2024
Total
£'000
|
2023
Revenue
£'000
|
2023
Capital
£'000
|
2023
Total
£'000
|
Losses on investments
|
|
-
|
(83,606)
|
(83,606)
|
-
|
(12,378)
|
(12,378)
|
Currency gains/(losses)
|
|
-
|
105
|
105
|
-
|
(216)
|
(216)
|
Income
|
2
|
2,599
|
-
|
2,599
|
2,407
|
-
|
2,407
|
Investment management fee
|
3
|
(255)
|
(765)
|
(1,020)
|
(311)
|
(932)
|
(1,243)
|
Other administrative
expenses
|
|
(523)
|
-
|
(523)
|
(550)
|
-
|
(550)
|
Net return before finance costs and
taxation
|
|
1,821
|
(84,266)
|
(82,445)
|
1,546
|
(13,526)
|
(11,980)
|
Finance costs of
borrowings
|
|
(136)
|
(408)
|
(544)
|
(116)
|
(347)
|
(463)
|
Net return before
taxation
|
|
1,685
|
(84,674)
|
(82,989)
|
1,430
|
(13,873)
|
(12,443)
|
Tax
|
|
(187)
|
-
|
(187)
|
(105)
|
-
|
(105)
|
Net return after taxation
|
|
1,498
|
(84,674)
|
(83,176)
|
1,325
|
(13,873)
|
(12,548)
|
Net return per ordinary
share
|
5
|
2.42p
|
(136.61p)
|
(134.19p)
|
2.14p
|
(22.37p)
|
(20.23p)
|
The total column of this statement
is the profit and loss account of the Company. The supplementary
revenue and capital return columns are prepared under guidance
published by the Association of Investment Companies.
All revenue and capital items in
this statement derive from continuing operations.
A Statement of Comprehensive Income
is not required as all gains and losses of the Company have been
reflected in the above statement.
Balance sheet
As
at 31 January
|
Notes
|
2024
£'000
|
2024
£'000
|
2023
£'000
|
2023
£'000
|
Fixed assets
|
|
|
|
|
|
Investments held at fair value
through profit or loss
|
6
|
|
124,751
|
|
209,499
|
Current assets
|
|
|
|
|
|
Debtors
|
|
23
|
|
26
|
|
Cash and cash equivalents
|
8
|
926
|
|
1,000
|
|
|
|
949
|
|
1,026
|
|
Creditors
|
|
|
|
|
|
Amounts falling due within one
year:
|
|
(6,289)
|
|
(6,585)
|
|
Net
current liabilities
|
|
|
(5,340)
|
|
(5,559)
|
Total assets less current liabilities
|
|
|
119,411
|
|
203,940
|
Capital and reserves
|
|
|
|
|
|
Share capital
|
|
|
17,087
|
|
17,087
|
Share premium account
|
|
|
31,780
|
|
31,780
|
Capital redemption
reserve
|
|
|
41,085
|
|
41,085
|
Capital reserve
|
|
|
22,775
|
|
107,748
|
Revenue reserve
|
|
|
6,684
|
|
6,240
|
Shareholders' funds
|
|
|
119,411
|
|
203,940
|
Net asset value per ordinary
share*
|
|
|
193.06p
|
|
328.87p
|
Ordinary shares in issue
|
5
|
|
61,852,282
|
|
62,012,982
|
* See
Glossary of terms and alternative performance measures at the end
of this announcement.
Statement of changes in
equity
For
the year ended 31 January 2024
|
Share
capital
£'000
|
Share
premium
account
£'000
|
Capital
redemption
reserve
£'000
|
Capital
reserve
£'000
|
Revenue
reserve
£'000
|
Shareholders'
funds
£'000
|
Shareholders' funds at 1 February
2023
|
17,087
|
31,780
|
41,085
|
107,748
|
6,240
|
203,940
|
Dividends paid during the
year
|
-
|
-
|
-
|
-
|
(1,054)
|
(1,054)
|
Net return after taxation
|
-
|
-
|
-
|
(84,674)
|
1,498
|
(83,176)
|
Ordinary shares bought back into
treasury
|
-
|
-
|
-
|
(299)
|
-
|
(299)
|
Shareholders' funds at 31 January 2024
|
17,087
|
31,780
|
41,085
|
22,775
|
6,684
|
119,411
|
For
the year ended 31 January 2023
|
Share
capital
£'000
|
Share
premium
account
£'000
|
Capital
redemption
reserve
£'000
|
Capital
reserve
£'000
|
Revenue
reserve
£'000
|
Shareholders'
funds
£'000
|
Shareholders' funds at 1 February
2022
|
17,087
|
31,780
|
41,085
|
121,621
|
7,768
|
219,341
|
Dividends paid during the
year
|
-
|
-
|
-
|
-
|
(2,853)
|
(2,853)
|
Net return after taxation
|
-
|
-
|
-
|
(13,873)
|
1,325
|
(12,548)
|
Shareholders' funds at 31 January 2023
|
17,087
|
31,780
|
41,085
|
107,748
|
6,240
|
203,940
|
* The
capital reserve unrealised includes investment holding losses of
£96,532,000 (2023 - losses of £26,491,000) as disclosed in note
9.
Cash flow statement
For
the year ended 31 January
|
2024
£'000
|
2024
£'000
|
2023
£'000
|
2023
£'000
|
Net return before
taxation
|
(82,989)
|
|
(12,443)
|
|
Adjustments to reconcile company profit before tax to net cash
flow from operating activities
|
Net losses on investments
|
83,606
|
|
12,378
|
|
Currency (gains)/losses
|
(105)
|
|
216
|
|
Finance costs of
borrowings
|
544
|
|
463
|
|
Other capital movements
|
|
|
|
|
Changes in debtors
|
3
|
|
74
|
|
Changes in creditors
|
(97)
|
|
(25)
|
|
Taxation
|
|
|
|
|
Overseas withholding tax
suffered
|
(198)
|
|
(181)
|
|
Overseas withholding tax reclaims
received
|
11
|
|
76
|
|
Cash from operations*
|
|
775
|
|
558
|
Interest paid
|
|
(541)
|
|
(451)
|
Net
cash inflow from operating activities
|
|
234
|
|
107
|
Cash flows from investing activities
|
|
|
|
|
Acquisitions of
investments
|
(14,521)
|
|
(27,760)
|
|
Disposals of investments
|
15,663
|
|
25,723
|
|
Net
cash inflow/(outflow) from investing activities
|
|
1,142
|
|
(2,037)
|
Cash flows from financing activities
|
|
|
|
|
Equity dividends
|
(1,054)
|
|
(2,853)
|
|
Shares bought back
|
(299)
|
|
-
|
|
Net
cash outflow from financing activities
|
|
(1,353)
|
|
(2,583)
|
Increase/(decrease) in cash and cash
equivalents
|
|
23
|
|
(4,783)
|
Exchange movements
|
|
(97)
|
|
287
|
Cash and cash equivalents at start
of year
|
|
1,000
|
|
5,496
|
Cash and cash equivalents at end of year
|
|
926
|
|
1,000
|
* Cash from
operations includes dividends received of £2,576,000 (2023 -
£2,402,000) and interest received of £23,000 (2023 -
£5,000).
Notes to the Financial
Statements
1. Basis of
accounting
The Financial Statements for the
year to 31 January 2024 have been prepared in accordance with FRS
102 'The Financial Reporting Standard applicable in the UK and
Republic of Ireland' on the basis of the accounting policies set
out in the Annual Report and Financial Statements for the year 31
January 2024 which are consistent with those applied for the year
ended 31 January 2023.
2. Income
|
2024
£'000
|
2023
£'000
|
Income from investments
|
|
|
Overseas dividends
|
2,576
|
2,402
|
|
|
|
Other income
|
|
|
Interest
|
23
|
5
|
Total income
|
2,599
|
2,407
|
3. Investment
manager
Baillie Gifford & Co Limited, a
wholly owned subsidiary of Baillie Gifford & Co, was appointed
as the Company's Alternative Investment Fund Managers ('AIFM') and
Company Secretary on 16 September 2020. Baillie Gifford & Co
Limited has delegated portfolio management services to Baillie
Gifford & Co. Dealing activity and transaction reporting has
been further sub-delegated to Baillie Gifford Overseas Limited and
Baillie Gifford Asia (Hong Kong) Limited.
The Investment Management Agreement
between the AIFM and the Company sets out the matters over which
the Managers have authority in accordance with the policies and
directions of, and subject to restrictions imposed by, the Board.
The Investment Management Agreement is terminable on not less than
three months' notice or on shorter notice in certain circumstances.
Compensation would only be payable if termination occurred prior to
the expiry of the notice period. The annual management fee is (i)
0.75% of the first £50 million of net asset value; plus (ii) 0.65%
of net asset value between £50 million and £250 million; plus (iii)
0.55% of net asset value in excess of £250 million, calculated and
payable quarterly.
4. Net return per
ordinary share
|
2023
Revenue
|
2023
Capital
|
2023
Total
|
2023
Revenue
|
2023
Capital
|
2023
Total
|
Net return per ordinary
share
|
2.42p
|
(136.61p)
|
(134.19p)
|
2.14p
|
(22.37p)
|
(20.23p)
|
Revenue return per ordinary share is
based on the net revenue return on ordinary activities after
taxation of £1,498,000 (2023 -£1,325,000), and on 61,981,380 (2023
- 62,012,982) ordinary shares, being the weighted average number of
ordinary shares in issue during each year.
Capital return per ordinary share is
based on the net capital loss for the financial year of £84,674,000
(2023 - loss £13,873,000) and on 61,981,380 (2023 - 62,012,982)
ordinary shares, being the weighted average number of ordinary
shares in issue during each year.
There are no dilutive or potentially
dilutive shares in issue.
5. Ordinary
dividends
|
2024
|
2023
|
2024
£'000
|
2023
£'000
|
Amounts recognised as distributions in the
period:
|
|
|
|
|
Previous year's final dividend (paid
26 July 2023)
|
1.70p
|
4.60p
|
1,054
|
2,853
|
Also set out below are the total
dividends paid and proposed in respect of the financial year, which
is the basis on which the requirements of section 1158 of the
Corporation Tax Act 2010 are considered. The revenue available for
distribution by way of dividends for the year is £1,498,000 (2023 -
£1,325,000)
|
2024
|
2023
|
2024
£'000
|
2023
£'000
|
Dividends paid and proposed in the period:
|
|
|
|
|
Proposed final dividend per ordinary
share (payable 24 July 2024)
|
2.00p
|
1.70p
|
1,229
|
1,054
|
6.
Investments
Investments in securities are
financial assets held at fair value through profit or loss on
initial recognition. In accordance with FRS102 the tables above
provide an analysis of these investments based on the fair value
hierarchy described below which reflects the reliability and
significance of the information used to measure their fair
value.
Fair value hierarchy
The levels are determined by the
lowest (that is the least reliable or least independently
observable) level of input that is significant to the fair value
measurement for the individual investment in its entirety as
follows:
Level 1 - using unadjusted
quoted prices for identical instruments in an active
market;
Level 2 - using inputs, other
than quoted prices included within Level 1, that are directly or
indirectly observable (based on market data); and
Level 3 - using inputs that are
unobservable (for which market data is unavailable).
The valuation techniques used by the
Company are explained in the accounting policies on page 99 of the
Annual Report and Financial Statements. The Company's unlisted
ordinary share investment at 31 January 2024 was valued using the
market approach using comparable traded multiples. A sensitivity
analysis of the unlisted security is on page 110 of the Annual
Report and Financial Statements.
As at 31 January 2024
|
Level
1
£'000
|
Level
2
£'000
|
Level
3
£'000
|
Total
£'000
|
Securities
|
|
|
|
|
Listed equities
|
114,200
|
-
|
-
|
114,200
|
Unlisted equities
|
-
|
-
|
10,551
|
10,551
|
Total financial asset
investments
|
114,200
|
-
|
10,551
|
124,751
|
As at 31 January 2023
|
Level
1
£'000
|
Level
2
£'000
|
Level
3
£'000
|
Total
£'000
|
Securities
|
|
|
|
|
Listed equities
|
197,546
|
-
|
-
|
197,546
|
Unlisted equities
|
-
|
-
|
11,953
|
11,953
|
Total financial asset
investments
|
197,546
|
-
|
11,953
|
209,499
|
7. In the year to 31
January 2024 no shares were issued from treasury (in the year to 31
January 2023 - no shares were issued from treasury). The Company's
shareholder authority permits it to hold shares bought back in
treasury. Under such authority, treasury shares may be subsequently
either sold for cash (at a premium to net asset value per ordinary
share) or cancelled. At 31 January 2024 the Company had authority
to buy back 9,135,046 ordinary shares. During the year to 31
January 2024, no ordinary shares (2023 - nil) were bought back for
cancellation and 160,700 ordinary shares (2023 - nil) were bought
back into treasury. Under the provisions of the Company's Articles
of Association share buy-backs are funded from the capital
reserve.
8. Analysis of
change in net debt
|
1
February
2023
£'000
|
Cash
flows
£'000
|
Exchange
movement
£'000
|
31
January
2024
£'000
|
Cash and cash equivalents
|
1,000
|
23
|
(97)
|
926
|
Loans due within one year
|
(6,092)
|
-
|
202
|
(5,890)
|
|
(5,092)
|
23
|
105
|
(4,964)
|
|
1
February
2022
£'000
|
Cash
flows
£'000
|
Exchange
movement
£'000
|
31
January
2023
£'000
|
Cash and cash equivalents
|
5,496
|
(4,783)
|
287
|
1,000
|
Loans due within one year
|
(5,590)
|
-
|
(502)
|
(6,092)
|
|
(94)
|
(4,783)
|
(215)
|
(5,092)
|
9. The Annual Report and
Financial Statements will be available on the Company's website
bailliegiffordchinagrowthtrust.com† on or around 11 April 2024.
10. The financial information set
out above does not constitute the Company's statutory accounts for
the years ended 31 January 2024 or 2023 but is derived from those
accounts. Statutory accounts for 2023 have been delivered to the
Registrar of Companies, and those for 2024 will be delivered in due
course. The auditor has reported on those accounts; their reports
were (i) unqualified, (ii) did not include a reference to any
matters to which the auditor drew attention by way of emphasis
without qualifying their report and (iii) did not contain a
statement under section 498 (2) or (3) of the Companies Act
2006.
† Neither the contents
of the Company's website nor the contents of any website accessible
from hyperlinks on the Company's website (or any other website) is
incorporated into, or forms part of, this announcement.
Glossary of terms and alternative
performance measures ('APM')
An alternative performance measure
('APM') is a financial measure of historical or future financial
performance, financial position, or cash flows, other than a
financial measure defined or specified in the applicable financial
reporting framework. The APMs noted below are commonly used
measures within the investment trust industry and serve to improve
comparability between investment trusts.
Total assets
This is the Company's definition of
adjusted total assets, being the total value of all assets less
current liabilities, before deduction of all borrowings.
Net
asset value
Net asset value is the value of
total assets less liabilities (including borrowings). The net asset
value per share ('NAV') is calculated by dividing this amount by
the number of ordinary shares in issue (excluding treasury
shares).
Net
liquid assets
Net liquid assets comprise current
assets less current liabilities, excluding borrowings.
Discount/premium (APM)
As stockmarkets and share prices
vary, an investment trust's share price is rarely the same as its
NAV. When the share price is lower than the NAV it is said to be
trading at a discount. The size of the discount is calculated by
subtracting the NAV from the share price and is usually expressed
as a percentage of the NAV. If the share price is higher than the
NAV, it is said to be trading at a premium.
|
|
2024
|
2023
|
Closing NAV
|
(a)
|
193.06p
|
328.87p
|
Closing share price
|
(b)
|
181.00p
|
308.00p
|
Discount
|
((b)-(a)) / (a)
|
(6.2%)
|
(6.3%)
|
Total Return (APM)
The total return is the return to
shareholders after reinvesting the net dividend on the date that
the share price goes ex-dividend.
|
|
2024
NAV
|
2024
Share
price
|
2023
NAV
|
2023
Share
price
|
Closing NAV per share/share
price
|
(a)
|
193.06p
|
181.00p
|
328.87p
|
308.00p
|
Dividend adjustment
factor*
|
(b)
|
1.006801
|
1.007763
|
1.014030
|
1.014557
|
Adjusted closing NAV per share/share
price
|
(c
= (a) x (b)
|
194.37p
|
182.41p
|
333.48p
|
312.48p
|
Opening NAV per share/share
price
|
(d)
|
328.87p
|
308.00p
|
353.70p
|
339.25p
|
Total return
|
(c) ÷ (d)-1
|
(40.9%)
|
(40.8%)
|
(5.7%)
|
(7.9%)
|
* The dividend adjustment factor is
calculated on the assumption that the dividend of 1.70p (2023 -
4.60p) paid by the Company during the year was
reinvested into shares of the
Company at the cum income NAV/share price, as appropriate, at the
ex-dividend date.
Ongoing Charges (APM)
The total expenses (excluding
borrowing costs) incurred by the Company as a percentage of the
average net asset value. The ongoing charges have been calculated
on the basis prescribed by the Association of Investment
Companies. A reconciliation from the
expenses detailed in the Income statement above is provided
below.
|
|
2024
|
2023
|
Investment management fee
|
|
£1,020,000
|
£1,243,000
|
Other administrative
expenses
|
|
£523,000
|
£550,000
|
Total expenses
|
(a)
|
£1,543,000
|
£1,793,000
|
Average daily cum-income net asset
value
|
(b)
|
£158,468,461
|
£190,419,970
|
Ongoing charges ((a) ÷ (b) expressed as a
percentage)
|
|
0.97%
|
0.94%
|
Gearing (APM)
At its simplest, gearing is
borrowing. Just like any other public company, an investment trust
can borrow money to invest in additional investments for its
portfolio. The effect of the borrowing on shareholders' funds is
called 'gearing'. If the Company's assets grow, shareholders' funds
grow proportionately more because the debt remains the same. But if
the value of the Company's assets falls, the situation is reversed.
Gearing can therefore enhance performance in rising markets but can
adversely impact performance in falling markets.
Gearing is the Company's borrowings
adjusted for cash and cash equivalents expressed as a percentage of
shareholders' funds.
Gross gearing is the Company's
borrowings expressed as a percentage of shareholders'
funds.
|
|
2024
|
2023
|
|
|
Gearing*
£'000
|
Gross
Gearing†
£'000
|
Gearing*
£'000
|
Gross
Gearing†
£'000
|
Borrowings
|
(a)
|
5,890
|
5,890
|
6,092
|
6,092
|
Cash and cash equivalents
|
(b)
|
925
|
-
|
1,000
|
-
|
Shareholders' funds
|
(c)
|
119,411
|
119,411
|
203,940
|
203,940
|
|
|
4.2%
|
4.9%
|
2.5%
|
3.0%
|
*Gearing: ((a)-(b)) divided by (c),
expressed as a percentage.
† Gross gearing: (a) divided by (c), expressed as a
percentage.
Leverage (APM)
For the purposes of the Alternative
Investment Fund Managers (AIFM) Regulations, leverage is any method
which increases the Company's exposure, including the borrowing of
cash and the use of derivatives. It is expressed as a ratio between
the Company's exposure and its net asset value and can be
calculated on a gross and a commitment method. Under the gross
method, exposure represents the sum of the Company's positions
after the deduction of sterling cash balances, without taking into
account any hedging and netting arrangements. Under the commitment
method, exposure is calculated without the deduction of sterling
cash balances and after certain hedging and netting positions are
offset against each other.
Active share (APM)
Active share, a measure of how
actively a portfolio is managed, is the percentage of the portfolio
that differs from its comparative index. It is calculated by
deducting from 100 the percentage of the portfolio that overlaps
with the comparative index. An active share of 100 indicates no
overlap with the index and an active share of zero indicates a
portfolio that tracks the index.
Unlisted (Private) Company
An unlisted (private) company means
a company whose shares are not available to the general public for
trading and not listed on a stock exchange.
Variable Interest Entity ('VIE')
VIE structures are used by some
Chinese companies to facilitate access to foreign investors in
sectors of the Chinese domestic economy which prohibit foreign
ownership. The purpose of the VIE structure is to give the economic
benefits and operational control of ownership without direct equity
ownership itself. The structures are bound together by contracts
and foreign investors are not directly invested in the underlying
company.
Treasury shares
The Company has the authority to
make market purchases of its ordinary shares for retention as
treasury shares for future reissue, resale, transfer or for
cancellation. Treasury shares do not receive distributions and the
Company is not entitled to exercise the voting rights attaching to
them.
Third party data provider disclaimer
No third party data provider
('Provider') makes any warranty, express or implied, as to the
accuracy, completeness or timeliness of the data contained herewith
nor as to the results to be obtained by recipients of the
data.
No Provider shall in any way be
liable to any recipient of the data for any inaccuracies, errors or
omissions in the index data included in this document, regardless
of cause, or for any damages (whether direct or indirect) resulting
therefrom. No Provider has any obligation to update, modify or
amend the data or to otherwise notify a recipient thereof in the
event that any matter stated herein changes or subsequently becomes
inaccurate.
Without limiting the foregoing, no
Provider shall have any liability whatsoever to you, whether in
contract (including under an indemnity), in tort (including
negligence), under a warranty, under statute or otherwise, in
respect of any loss or damage suffered by you as a result of or in
connection with any opinions, recommendations, forecasts,
judgements, or any other conclusions, or any course of action
determined, by you or any third party, whether or not based on the
content, information or materials contained herein.
MSCI index data
The MSCI information may only be
used for your internal use, may not be reproduced or redisseminated
in any form and may not be used as a basis for or a component of
any financial instruments or products or indices. None of the MSCI
information is intended to constitute investment advice or a
recommendation to make (or refrain from making) any kind of
investment decision and may not be relied on as such. Historical
data and analysis should not be taken as an indication or guarantee
of any future performance analysis, forecast or prediction. The
MSCI information is provided on an 'as is' basis and the user of
this information assumes the entire risk of any use made of this
information. MSCI, each of its affiliates and each other person
involved in or related to compiling, computing or creating any MSCI
information (collectively, the 'MSCI Parties') expressly disclaims
all warranties (including, without limitation, any warranties of
originality, accuracy, completeness, timeliness, non-infringement,
merchantability and fitness for a particular purpose) with respect
to this information. Without limiting any of the foregoing, in no
event shall any MSCI Party have any liability for any direct,
indirect, special, incidental, punitive, consequential (including,
without limitation, lost profits) or any other damages
(msci.com).
Sustainable Finance Disclosure
Regulation ('SFDR')
The EU Sustainable Finance
Disclosure Regulation ('SFDR') does not have a direct impact in the
UK due to Brexit, however, it applies to third-country products
marketed in the EU. As Baillie Gifford China Growth Trust is
marketed in the EU by the AIFM, Baillie Gifford & Co Limited,
via the National Private Placement Regime ('NPPR') the following
disclosures have been provided to comply with the high-level
requirements of SFDR.
The AIFM has adopted Baillie Gifford
& Co's stewardship principles and guidelines as its policy on
integration of sustainability risks in investment
decisions.
Baillie Gifford & Co believes
that a company cannot be financially sustainable in the long run if
its approach to business is fundamentally out of line with changing
societal expectations. It defines 'sustainability' as a
deliberately broad concept which encapsulates a company's purpose,
values, business model, culture, and operating
practices.
Baillie Gifford & Co's approach
to investment is based on identifying and holding high quality
growth businesses that enjoy sustainable competitive advantages in
their marketplace. To do this it looks beyond current financial
performance, undertaking proprietary research to build up an
in-depth knowledge of an individual company and a view on its
long-term prospects. This includes the consideration of
sustainability factors (environmental, social and/or governance
matters) which it believes will positively or negatively influence
the financial returns of an investment. The likely impact on the
return of the portfolio from a potential or actual material decline
in the value of investment due to the occurrence of an
environmental, social or governance event or condition will vary
and will depend on several factors including but not limited to the
type, extent, complexity and duration of an event or condition,
prevailing market conditions and existence of any mitigating
factors.
Whilst consideration is given to
sustainability matters, there are no restrictions on the investment
universe of the Company, unless otherwise stated within in its
Investment Objective & Policy. Baillie Gifford & Co can
invest in any companies it believes could create beneficial
long-term returns for investors. However, this might result in
investments being made in companies that ultimately cause a
negative outcome for the environment or society.
More detail on the Investment
Managers' approach to sustainability can be found in the ESG
Principles and Guidelines document, available publicly on the
Baillie Gifford website bailliegifford.com and by scanning the QR
code on page 125 of the Annual Report and Financial
Statements.
The underlying investments do not
take into account the EU criteria for environmentally sustainable
economic activities established under the EU Taxonomy
Regulation.
Taxonomy Regulation
The Taxonomy Regulation establishes
an EU-wide framework of criteria for environmentally sustainable
economic activities in respect of six environmental objectives. It
builds on the disclosure requirements under SFDR by introducing
additional disclosure obligations in respect of alternative
investment funds that invest in an economic activity that
contributes to an environmental objective. The Company does not
commit to make sustainable investments as defined under SFDR. As
such, the underlying investments do not take into account the EU
criteria for environmentally sustainable economic
activities.
Regulated Information Classification: Additional regulated information required to be disclosed
under the applicable laws.
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