Jeremy Whitley

Investec Bank has been appointed to assist with the review, which the board launched on 13 October. The review includes consideration of a potential combination with another investment company, and the board has said it welcomes proposals from investment companies and investment management groups.

The conditional tender offer, which would have let shareholders sell up to 25% of the shares, was triggered, the board confirmed on 2 September. It opted not to implement it after shareholders indicated their voting intentions on the approval needed, and instead announced at the time it would “undertake a formal strategic review of the company’s future options”.

In the year to 31 August 2026, the company’s net asset value (NAV) total return fell 6.5%, compared with returns of 19.8% for the MSCI AC Asia ex Japan Small Cap Index and 40.4% for the MSCI AC Asia ex Japan Index.

The board has proposed a final dividend of 2.9p per share and said it will update shareholders as appropriate as the strategic review develops.

In a statement to shareholders, chairman Jeremy Whitley explained that the company’s NAV total return in sterling, on a cum-income basis, failed to beat the total return of the MSCI AC Asia ex Japan Small Cap Index over the five years from 2021.

He said the company “outperformed its benchmark comfortably during the first three years of the performance period”, with a NAV total return of 17.5% compared with 0.9% for the index.

However, that lead was more than offset by underperformance in the following two years, when the NAV returned 9% against 47.2% for the index. Whitley blamed market gains being concentrated in Taiwan, Korea and technology, where the portfolio was underexposed, while consumer companies and India, where it was heavily exposed, struggled.

As a result, over the performance period, which ended on 31 August 2026, the company’s NAV total return was 28.0%, compared with 48.5% for the index, which triggered the conditional tender offer.

Whitley said the board “continues to believe in the merits of investing in Asian smaller companies. It also remains mindful of shareholders’ expectations for a 25% cash exit opportunity which was to be delivered promptly following the triggering of the conditional tender offer, alongside its objective of providing continuing shareholders with an investment vehicle of greater scale and liquidity.”

He added: “The period since the year end has been one of substantial change for the company. The announcement of the strategic review reflects the board’s determination to evaluate thoroughly the company’s future options and identify the course of action that best serves the long-term interests of shareholders as a whole.”

The company appointed David Benda to its board in April. Whitley said he brings extensive experience of investment companies and capital markets and has already made a valuable contribution to board discussions.

Whitley intends to retire in April 2027 but has agreed to remain chairman beyond that date if necessary to oversee the conclusion of the review. Should the company continue in its current form after the review, Michelle Paisley, who has been appointed chair elect, will succeed him.

He said: “Michelle has served on the board for six years and has developed a deep understanding of the company, its investment approach and its shareholders. The board is confident that Michelle will provide strong leadership and continuity.”