Annual financial statement
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RNS Number : 7141UCity of London Investment Group PLC15 September 2026
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15 September 2026 CITY OF LONDON INVESTMENT GROUP PLC (LSE: CLIG) (“City of London”, “the Group” or “the Company”) FINAL RESULTS FOR THE YEAR TO 30 JUNE 2026 AND DIVIDEND DECLARATION The Company announces that it has today made available on its website, https://www.clig.co.uk/, the following documents: - Annual Report and Financial Statements for the year ended 30 June 2026 (the 2026 Annual Report); and - Notice of 2026 Annual General Meeting (the Notice of AGM). The above documents will be uploaded to the National Storage Mechanism for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism in due course, in accordance with Listing Rule 9.6.1 R. The 2026 Annual Report and the Notice of AGM, which will be held on 26 October 2026, will be posted to shareholders on 22 September 2026. The Appendix to this announcement contains additional information which has been extracted from the 2026 Annual Report for the purposes of compliance with DTR 6.3.5 only and should be read in conjunction with this announcement. together, these constitute the material required by DTR 6.3.5 to be communicated to the media in unedited full text through a Regulatory Information Service. This announcement should be read in conjunction with, and is not a substitute for reading, the full 2026 Annual Report. SUMMARY - Funds under Management (FuM) of $12.3 billion at 30 June 2026. This compares with $10.8 billion at the beginning of this financial year on 1 July 2025, an increase of 13.9% year-on-year - Net fee income was $76.5 million (2025: $69.8 million), an increase of 9.7% year-on-year - Profit before tax was $32.4 million (2025: $26.0 million). Underlying profit before tax† was $36.8 million (2025: $30.8 million), an increase of 19.3% year-on-year - Basic earnings per share were 36.9p (2025: 30.9p). Underlying earnings per share† were 41.9p (2025: 36.7p), an increase of 14.2% year-on-year - Recommended final dividend of 23p per share (2025: 22p) payable on 5 November 2026 to shareholders on the register on 25 September 2026, making a total for the year of 34p (2025: 33p) *This is an Alternative Performance Measure (APM). Please refer to the Financial Review for more details on APMs. For access to the full report, please follow the link below: http://www.rns-pdf.londonstockexchange.com/rns/7141U_1-2026-9-14.pdf Dividend The Board is proposing to recommend a final dividend of 23p per share (2025: 22p), subject to approval by shareholders at the Company’s Annual General Meeting (AGM) to be held on 26 October 2026. This would bring the total dividend payment for the year to 34p (2025: 33p). The Board confirms the final dividend timetable for the year to 30 June 2026: · Ex-dividend date: 24 September 2026 · Dividend record date: 25 September 2026 · DRIP election date: 9 October 2026 · Dividend payment date: 5 November 2026 For further information, please visit www.citlon.co.uk or contact: Cooper Abbott, CEO City of London Investment Group PLC Tel: 001-610-380-2110 Charles Leigh-Pemberton, James Todd, Patrick Weaver Singer Capital Markets Financial Adviser & Broker Tel: +44 (0)20-7496-3000
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CHAIR’S STATEMENT +14.2% Underlying EPS* Underlying earnings per share for CLIG were higher by 14.2% at 41.9p (2025: 36.7p). +13.9% FuM FuM as of 30 June 2026 rose by 13.9% to $12.3 billion (2025: $10.8 billion). 12.6% Total return CLIG’s total return since 2006 is an annualised return of 12.6%. 554.1p† Total dividend Since listing, CLIG has distributed total dividends of 554.1p† per share. 671.6% Outperformance CLIG shares have outperformed the FTSE Small Cap Index by 5.2% per year and by a cumulative 671.6%. * Refer to the financial review for more details.† Includes proposed dividend of 23p. We are a leading investment manager with a nearly four-decade track record of strong investment performance and outstanding client service. Our mission is to provide our investors with access to a high-quality set of investment solutions across attractive and often under-followed asset classes. Your Company’s success derives from CLIG’s team-based and collaborative culture, coupled with our talented and well-resourced investment teams. 2026 was a year when preparation, teamwork and talent paid off. •Our investment teams generated $2.8 billion in investment returns for the year with strong absolute and relative performance for most strategies. •Underlying earnings per share improved by 14.2% for the year. •We accumulated an additional $6.5 million of cash on the balance sheet, taking the total to $42.0 million. •Our underlying overhead to income ratio improved to 36.6% from 40.0% even while augmenting research, data and AI resources for our investment teams. •Total return for CLIG shares since our IPO in 2006 is 998.7% with the shares having compounded at 12.6% per year for twenty years. Your CLIG shares have outperformed the FTSE Small Cap Index by 5.2% per year and by a cumulative 671.6%. Performance The past year was characterised by bouts of extreme volatility as markets absorbed rapid AI adoption and capital requirements, the surprise of the Iran war, rising oil prices and the attendant inflation and pressure on bond markets. The assumption of US exceptionalism, so prevalent in the past few years, retreated and there was a notable broadening of interest in equity markets beyond the US to our areas of core competency: international and emerging markets. It is in times like these that our team’s preparation and long-term experience shine through. I am happy to report that investment performance on behalf of our clients was strong over the past year, with our Emerging Markets and Global Equity strategies leading the field providing returns of 52.7% and 31.5% respectively, both handily outperforming their benchmarks. The Listed Private Equity strategy returned 9% versus its 8% hurdle rate. The International Equity strategy and Opportunistic Value strategy underperformed for the year, but continued to outperform over the three-year period. KIM delivered strong absolute returns, with both fixed income and balanced strategies outperforming their benchmarks. Balanced strategies were particularly strong, with Growth Balanced returning 17.3% versus 15.9% for its blended benchmark and Conservative Balanced returning 12.8% versus 11.6%. Taxable fixed income returned 5.2%, compared with 3.3% for the Bloomberg Government/Credit Index, while tax-sensitive fixed income and short-term fixed income/cash management also generated solid gains ahead of their respective benchmarks. Sustainability and governance Your Board continues to adhere to high standards in environmental, social and governance matters. We continue to be environmentally conscious across our activities and implement a carbon offset programme to address our impact related to travel and core functions. We continually balance the interests of our clients, employees and shareholders and seek to improve and grow the Company for the benefit of all our stakeholders. Mutual respect and inclusion continue to be a key cultural focus, and we actively seek to support and train our diverse and talented staff. All employees attend regular monthly training programmes to prepare and remind them of cybersecurity threats and their role in protecting our technology. Your Company continues to be strongly committed to regular engagement events with staff. These sessions ensure good communication between our employees and the Board and allow Non-Executive Directors (NEDs) to gain an understanding of investments and operations as well as the teams and individuals working to grow and improve the business. Your Board Your Board is operating effectively and remains focused on providing the support, oversight and resources needed to ensure CLIG’s continued success. We are giving our teams greater autonomy to shape workflows and influence decision-making. Greater engagement and responsibility makes for more fulfilment. Being valued and contributing to a winning team fosters a happier and more productive work environment – and engenders a culture of excellence that in turn boosts performance. I began my role as Chairman three years ago in October 2023. Sarah Ing joined us a few months later and became Chair of the Remuneration Committee at the end of 2024. We were pleased to identify Ben Stocks and welcomed him to our Board in April 2025 and as Chair of our Nomination Committee. Peter Roth is now a veteran of the Board, having joined in 2019. He continues to excel as Senior Independent Director as well as Chair of the Audit and Risk Committee. We will begin a search for another NED to add diversity and longevity to the Board. We expect to appoint this new NED during 2027. Having completed one three-year term as Chairman, I have been asked by our Board and our largest shareholders to continue to serve. I am energised to ensure we build upon the strong advancements we have made in the past few years.
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Early in the year, your Board undertook a detailed search to identify and attract an excellent CEO. We were delighted to welcome Cooper Abbott in January 2026 and he has now served nearly eight months in his role. I am happy to report that he has made strong contributions across the firm. Cooper is a team player with a clear focus on maximising client outcomes and has a formidable work ethic. He brings a wealth of experience in defining key objectives and leading from the front to accomplish them. Your Board is fully supportive of his efforts and our teams are embracing the goals that we are setting for the coming years. Dividend The Board has recommended an increase in our final dividend to 23p per share. The dividend will be paid as of 5 November 2026 for shareholders of record on 25 September 2026. Subject to shareholder approval, our annual dividend, including the 11p per share interim dividend paid in April 2026, will therefore total 34p per share (2025: 33p), providing an attractive yield for our shareholders. CLIG went public in 2006 at a price of 184.6p per share and your Company paid its first dividend of 8.6p per share in January 2007. We have raised the dividend nine times to its current 34p per share. Since our listing, we have distributed back to shareholders a total of 554.1p† per share in dividends or three times our original 2006 share price. We are revising our dividend approach from maintaining 1.2x cover over a rolling five-year period to implementing a progressive dividend policy. Our intention is to remain conservative in the management of your Company, while providing some greater flexibility to increase the dividend if and when we judge increases to be sustainable. This provides flexibility to retain capital for thoughtful, profitable growth while preserving the strong dividend track record valued by our shareholders. Please refer to the Financial Review for our dividend history. CLIG remains debt-free and had cash balances of $42.0 million as of 30 June 2026 (2025: $35.5 million) with the final dividend of 23p per share (c.$15 million) to be paid in November 2026. After the dividend is paid, we expect to continue to have over c.$27 million of cash on our balance sheet. Shareholder engagement We continue to enhance our dialogue with shareholders. We were pleased to welcome a large group of investors and prospects to our AGM last year and plan to use a similar format this year, in which our investment teams participate to discuss their outlook and strategy. We plan to continue to explore effective ways to engage with current and prospective shareholders. I am pleased to report that relations with our Controlling Shareholder Group continue to be constructive. We welcome engagement with all our shareholders. CLIG’s total return since listing in April 2006 v/s UK Small Cap indices (annualised) Total return since 2006 CLIG LN 12.6% SMX = FTSE Small Cap Index 7.4% SMXX = FTSE Small Cap ex Inv Trusts 6.1% ASX= FTSE ALL Share Index 6.8% Source: Bloomberg Outlook Interest in markets outside the United States should continue to benefit the Group, particularly given our strong exposure to Emerging Markets and International equities, which together represent over 60% of client assets. This equity exposure is complemented by KIM’s excellent capabilities in balanced portfolios and fixed income, providing the Group with a valuable mix of growth-orientated equity strategies and more diversified, defensive offerings. Annual General Meeting (AGM) Our Annual General Meeting will take place on Monday, 26 October 2026 at 77 Gracechurch Street, London EC3V 0AS. Similar to the previous year, we will have a session preceding the AGM in which our Chief Investment Officers from CLIM and KIM and members of our Investment Team will present their views and outlook. It is sure to be an interesting update and a good opportunity for those who attend to meet members of our investment team. You are warmly invited and we hope to meet you there. Conclusion At CLIG, we are privileged to partner with a diverse and sophisticated client base, including individuals, universities, endowments and foundations, public pension plans, healthcare systems, state pension plans, unions and many other high- calibre institutions. These organisations play vital roles in their communities and have distinct missions, responsibilities, and long-term objectives. Through thousands of client relationships, the capital we manage helps support endeavours that extend far beyond investment portfolios, including retirement security, educational advancement, healthcare delivery, charitable initiatives, and community development around the world, connecting a truly global world. We view our role as more than that of an investment manager. We strive to be a trusted, long-term partner, aligning our expertise, research, and insights with our clients’ evolving needs and priorities. Our goal is to deliver strong risk-adjusted outcomes over time, helping clients preserve and grow assets in support of their missions and future aspirations. When our clients succeed in achieving their objectives, the benefits often reach far beyond a balance sheet, creating a full-circle impact on the individuals, families, students, patients, beneficiaries, and communities they serve. This connection between investment stewardship and real-world outcomes is a powerful motivator for our team. We are honoured by the trust our clients place in us and remain committed to helping them pursue their long-term goals through thoughtful active management, disciplined investment processes, and enduring partnership.
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This is my third Chairman’s Statement. In each I have emphasised your Company’s team-based investment process, our collaborative culture, and conservative financial management – all designed to ensure success for our stable and well- resourced investment teams. Success comes from talented and disciplined execution – and being ready when opportunity presents itself. CLIG performed strongly on behalf of our clients over the past year and we are working actively to continue to excel on their behalf. Onward and upward! Rian Dartnell Chairman of the Board 14 September 2026 CHIEF EXECUTIVE OFFICER’S STATEMENT Dear Fellow Shareholders: As I prepare the first full year results as Chief Executive Officer of our Company against the backdrop of the summer games, I am reminded that humanity is connected by three things: football, geopolitics, and teamwork. In football, it is not just about the final score, but also about how you get there – the opportunities taken, the risks controlled, and the goals you achieve. From City of London Investment Group’s globally orientated, research-focused, highly active investment management perspective, this means delivering returns when the opportunities present themselves, while always being mindful of the risk undertaken and the way our overall portfolios are positioned. Geopolitics unfolded on the pitch as well as in the real world – a reminder that investment management does not take place in a vacuum, that the ‘unexpected’ is again to be anticipated, and that a global perspective can bring real value in identifying opportunities, understanding risks, and delivering resilient results. Football is undeniably a team sport. A collaborative, team-orientated ethos is very much embraced and celebrated within our Group – across investments, operations, compliance, and client services we work together every day to deliver key outcomes our clients expect. A key facet of my leadership approach has always been to encourage a team-based culture and I’m delighted to report that this is strongly evident amongst our colleagues. The summer games also provided a global opportunity for the world to dream – about community, impact, and mission; just the kinds of ‘goals’ that we have been helping our clients achieve for almost forty years. 2025/2026 in review It is a privilege to lead City of London Investment Group as we build on a strong heritage of investment excellence and client solutions. CLIG’s structural approach to markets is unique in its active approach, offering exceptional potential to meet the needs of clients in this market moment. Whilst our clients know and trust us, and notwithstanding our public company status, we remain relatively unknown to broader audiences. This may not come as a complete surprise given the firm’s singular focus on investment excellence, but it has meant that our unique ability to support mission-driven investors has been somewhat constrained. In my opinion, expertise is most valuable when it is delivering real-world solutions - and CLIG’s potential to do so is exceptional. Our track record, along with a strong Board, deep investment capability, and strong financial position create a rare symbiosis - and a distinctive opportunity for self-determination. Since joining, I have experienced first-hand the distinctive attributes that set our firm and our affiliates apart: the quality of our people, the depth of our client relationships, and our commitment to long-term value creation for our investor clients as well as our shareholders. These strengths, together with our unique position among active managers, provide a strong foundation for our respective futures. Investment results The most important part of our business is delivering consistent, high-quality investment returns for our clients. In this regard, the past year built on consecutive strengths and delivered strong risk-adjusted and total returns to help our sophisticated clients meet their financial goals. The Investment and Business Review provides detail on performance by strategy, the market environments in which these were achieved, as well as the disciplines applied to portfolio construction and risk management. Financial results The past year also marked the highest end-of-year FuM for your firm (up by 13.9% to $12.3 billion). This was also one of the strongest earnings results in our history, with underlying EPS up by 14.2% to 41.9p per share, powered by strong investment performance generated by our portfolio teams, supportive markets, and the thoughtful adoption of technology, removal of business frictions, and collaborative approaches to drive sensible efficiencies. Like many asset managers, our net flows were challenging – an area that we will address more consciously in the coming year. Principal outflow drivers include portfolio rebalancing following strong performance, and changes to liability-matching arrangements leading to changing client allocations. While second-half outflows moderated, we do not take the resulting business impact lightly.
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Our response to this dynamic will be disciplined rather than reactive. We will dedicate resources to thoughtful partnership development, use of content-driven outreach, and clear communications of the role and results of our existing strategies, deepening relationships with clients and consultants, and more systematically identifying situations to actively cross-position both our equity and fixed-income capabilities to address genuine portfolio needs. We will not seek to solve a flow challenge at the expense of service to our current clients, or by compromising investment disciplines. We will also seek to selectively broaden our client base where our existing investment capabilities meet clearly identified client portfolio needs and when doing so is consistent with strategy capacity and the service standards expected by existing clients. Your Company continues to maintain a strong balance sheet, a conscious decision that provides stability amid volatility, a measure of self-sufficiency, and optionality for the future. It enables us to invest in our people and capabilities, support our affiliates through varying market environments, progressively sustain the dividend, and evaluate strategic opportunities from a position of strength. Actively active in a passive world The past decade has witnessed a persistent de-industrialisation of the research function in capital markets. What began on the sell side, rapidly expanded to the buy side – increasing pressure on active managers in general, and boutiques in particular. The movement to passive investment, which can play a useful role in portfolios, is estimated by some to represent the majority of investment approaches in certain markets. Globally, passive is estimated to have gathered c.$9 trillion in FuM vs outflows of $600 billion in ‘active’ approaches over the past decade. As we have seen with concentration dynamics and some recent, high-profile index additions, however, passive may not always be so ‘passive’. (Source: Kerzérho, R., “The Passive vs. Active Fund Monitor — Data Update, Year-end 2025," PWL Capital Inc., Spring 2026. Data source: Morningstar Direct.) And the results of your Group’s portfolio teams speak for themselves: Relative Performance by Strategy Strategy 1 Year 3 Year Emerging Markets +15.6% +5.9% International Equity -1.9% +1.6% Global Equity +7.9% +4.6% Opportunistic Value Listed Private Equity -3.9% +1.0% +1.0% +8.3% Growth Balanced +1.5% +1.1% Conservative Balanced +1.2% +1.0% Tax-Sensitive Fixed Income +0.4% +2.8% Taxable Fixed Income +1.8% +3.3% Enhanced Cash Management +1.3% +1.0% And therein lies the generational opportunity for truly active managers: at a moment when research is even more scarce and precious, the opportunities for outperformance may be becoming more compelling. Less analysis and fewer research-based participants can create market inefficiencies and therefore opportunity. Increasing index concentration and passive flows create structural opportunities for differentiated, research-based investment teams to add alpha. This may also be an opportunity for active experts to have a rare advantage. We do not have to be the biggest asset manager – we will be satisfied with being the best. Investment culture, investment results, and a singular passion focused on the unique needs of clients drive our business. Our primary goal remains to provide high-quality solutions for sophisticated investors. We are proud of the long-term partnerships we have developed with so many of our clients and consultants. With research teams in London, West Chester (PA), Pittsford (NY) and Singapore, we combine global reach with a collaborative culture. A defining feature of our firm is our cycle-tested investment process, refined across multiple periods of volatility and regime changes, supporting a disciplined and consistent approach to opportunity identification and risk management. Our business model We aim to be a Partner of Choice for clients and consultants by delivering differentiated investment outcomes, communicating candidly through market cycles and maintaining stable, accountable investment teams. We also aim to be a Partner of Choice for investment professionals by providing the autonomy, resources, operating support, and the supportive culture required to sustain excellent decision-making. Our two affiliates, CLIM and KIM, have long records of helping demanding investors achieve financial outcomes and of putting the needs of clients foremost. This has provided a basis for partnership and long-term relationships that have both compounded over time. Our disciplined, research-driven process combines fundamental security analysis with market structure and behaviour to deliver alpha for sophisticated institutional investors. Our philosophy centres on identifying market inefficiencies and dislocations – where structure, liquidity, and investor behaviour create persistent anomalies. With our expertise in closed-end funds, we capitalise on opportunities from discount volatility, capital flows, governance actions, and active security selection. Our deep investment capabilities offer distinct and successful approaches to active management. These research-based levers include portfolio allocation, security and fund selection, management of discount volatility, security level engagement, and trading – active approaches that have delivered results across a range of market environments and cycles. This important experience in challenging and volatile markets is likely to continue to be well rewarded.
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Within a client’s broader portfolio, our strategies are designed to function as both standalone allocations and complementary exposures, providing diversified positioning alongside differentiated sources of return. By maintaining a strong emphasis on long-term partnership, emphasising transparency and consistency, particularly during more challenging market conditions, we have earned the investment results and trust of our clients. Business growth Our starting point is investment excellence. Corporate growth is desirable when it strengthens our ability to serve clients without compromising investment focus, team stability, strategy capacity or the integrity of our investment processes. We will not pursue assets for their own sake, and commercial objectives will not override investment judgement. For CLIG, growth is also a natural outcome of providing excellent results to clients and increasing our input into their most important portfolio challenges. Thoughtful, sustainable, profitable growth should be the consequence of strong investment results, a bespoke distribution strategy, trusted client and consultant relationships, and relevant solutions to genuine portfolio needs. It should never become a substitute for them. Any expansion by channel or geography will be paced carefully, assessed against strategy capacity and supported by appropriate client-service resources. It will not alter the investment objectives, disciplines or accountability of our portfolio teams. As the Group develops, our portfolio teams will retain independence of thought and clear responsibility for investment decisions. Central operating resources, technology and business development are intended to reduce distractions, strengthen analytical and client support, and allow our investment professionals to devote more attention to research, portfolio construction and risk management. For shareholders, this investment-led approach is the most durable route to value creation. Consistent investment outcomes support client retention and trusted consultant relationships. Those relationships create opportunities for appropriate organic growth, which in turn can support earnings, cash generation, dividend capacity and the long-term resilience of the franchise. We are very positive on thoughtful growth, the opportunities it presents for our investment team, our employees, and for our shareholders – and our focus remains on quality, sustainable, profitable growth with investment results driving us forward. Dividend For the year ended 30 June 2026, the Board has recommended an increase in the final dividend by 1p to 23p (+4.5% vs previous year’s final dividend of 22p, and +3% vs previous year’s total annual dividend of 33p), consistent with the new policy of maintaining and growing the dividend over time, subject to the Board’s assessment of earnings, cash flows, and capital requirements. This would represent the largest ‘non-special’ dividend payment on an annual basis for the firm. Looking forward As with all enduring franchises, CLIG continues to evolve in response to changing client needs, market structures and investment opportunities. That evolution will remain anchored in an unchanged priority: protecting and strengthening the conditions in which our investment teams can deliver for clients. During the year, we continued to invest in our people, research capabilities and analytical tools. This includes the selective use of machine learning to enhance operational functions and data - always with a human in the loop. We actively sought out operational and organisational efficiencies across our affiliates with the goal of providing excellent investment experiences for our portfolio teams and clients. We will continue to strengthen the operating support around our investment teams, reducing administrative burdens, improving the quality and timeliness of investment information, and allowing portfolio managers to devote more of their time and attention to research, portfolio construction and risk management. A firm becomes truly distinctive when its people and purpose are anchored in guiding capital through changing cycles with clarity of mission. CLIG maintains a disciplined framework that allows our affiliates to operate with independence of thought and unity of principle: clients come first, integrity governs decisions, and judgement - not fashion - sets the strategic horizon. For clients and consultants, our commitment is continuity of investment purpose, clarity of communication and independence of judgement. For shareholders, that same commitment provides the foundation for retention, appropriate growth, earnings resilience and long-term value creation. I would like to express my thanks to all colleagues across CLIM and KIM for their hard work, resilience, and dedication this past financial year. I would also, of course, wish to thank and express deep appreciation for the ongoing support of the clients, consultants, and shareholders who make our business possible. I look forward to further teamwork and the securing of greater goals in the new financial year. Cooper Abbott, CFA, CAIA Chief Executive Officer 14 September 2026 INVESTMENT AND BUSINESS REVIEW
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Market overview It was a volatile but ultimately rewarding year for risk assets. In spite of concerns over tariffs, inflation, the ongoing wars in Ukraine and Iran, and a change in leadership at the Federal Reserve, markets proved broadly resilient over the twelve months to 30 June 2026, underpinned by strengthening economic growth and robust corporate earnings. The dominant theme was undoubtedly Artificial Intelligence (AI): equity markets marched to a new all-time high in December, powered by an AI theme that broadened well beyond the largest technology names, as legacy players such as Cisco, Dell and Intel re-rated sharply on being seen as beneficiaries of the AI build-out. That advance was interrupted in late winter when open conflict with Iran triggered an intraday drawdown approaching 10%, before markets staged a powerful recovery as tensions eased. However, AI was not the only story in markets and the oscillation of different narratives driving asset prices is what provides us significant opportunities to add alpha for clients. Geopolitics was a significant contributor to this year’s volatility reflected somewhat in surging commodity prices. Assessing when and where to bear market, sector, size and style risks within equity portfolios and interest rate and credit risk in fixed income accounts, is part of our DNA – we are in the business of actively managing these risks to generate excess returns. Our portfolio teams take advantage of behavioural related factors in markets as well as “structural alpha” – knowing when and where to bear discount risk and take advantage of corporate governance events within our investment universe. It is this “active, active” approach that allows us to add value for clients over the long term. The S&P 500 returned approximately +22.3% and the MSCI ACWI Index 24.2%, with the technology sector within the latter appreciating over 50%; earnings growth and margins (14.5% for the S&P 500) provided genuine support even as valuations stayed historically elevated and market leadership remained narrow. Emerging Markets outperformed, with the MSCI Emerging Markets Index rising 44.2% on strong North Asian returns; South Korea’s SK Hynix and Samsung Electronics – critical AI hardware suppliers – rose almost seven and four times respectively on strong earnings and the speculative frenzy that typically accompanies such parabolic gains. International equities broadly outpaced the US, with the MSCI ACWI ex-US Index returning approximately +27.7%, helped by a weaker dollar for much of the year before it stabilised and firmed modestly as the Fed turned more hawkish into mid-2026. Federal Reserve policy dominated the narrative, though its direction reversed sharply by year-end. The easing cycle that began in September 2024 took short-term rates down to 3.75% before halting decisively: new Fed Chair Kevin Warsh, sworn in on 22 May 2026, presided over a unanimous hold at his first meeting with a tone biased toward rate hikes, and futures markets ended the year pricing in one to two hikes by calendar year-end. Politically, tariffs imposed under the IEEPA were struck down by the US Supreme Court, prompting the administration to turn to Section 301 and Section 122 authority instead; a 43- day federal government shutdown – the longest in US history – passed with limited lasting market impact. Far more consequential was the conflict with Iran, which briefly sent oil above $119 a barrel as the Strait of Hormuz closed, before an interim peace deal and reduced Chinese oil demand saw crude retreat back below $70 by year-end. Fixed income markets were comparatively subdued: the Bloomberg Global Aggregate Index returned just 0.6% for the year, and the 10-Year US Treasury yield fell to multi-month lows in the autumn before climbing back above 4.5% as growth held up and inflation concerns resurfaced; the Bloomberg U.S. Government/Credit Bond Index returned approximately +3.3%, municipal bonds approximately +7.0%, and the Bloomberg High Yield Index 5.9%, though private credit saw some rumblings of discontent after several years of extraordinary growth. Currency markets were broadly range-bound, bar a weaker Japanese Yen and a firmer Chinese Yuan. Gold set fresh all-time highs before succumbing to profit-taking as real rates rose, still posting a healthy 17% return – a signal, alongside silver’s parallel strength, of ongoing inflation-hedging demand. Cryptocurrencies fared far worse: delayed digital- asset legislation weighed on sentiment and Bitcoin’s value fell 45%. While many will stay focused on AI-related themes, we feel it is also vital to keep an open, fact-based perspective on other sources of returns. Our global mindset, focus on structured alpha opportunities, and diversified sources of alpha has proven successful across past cycles – and the potential for dislocations remains real. If you listen to the hype in the market narratives, it would seem that the AI story is a fait accompli – super normal profits are assured. However, part of being an “active” manager is always to challenge the consensus and be thinking about what underlying assumptions could be incorrect and warrant a pivot in exposure. That doesn’t mean always going against the trend – in many scenarios the old adage “the trend is your friend” can be correct. However, no one knows precisely what will happen in the future and the history of markets is moves to excess of both optimism and pessimism. A probabilistic approach where different scenarios are considered, is typically the most appropriate mindset to adopt through market cycles. So, we consider how the prevailing market narrative may be wrong as well as where it may be right. Inflation, interest rates changes, the debasement of fiat currencies, geopolitics and election outcomes all could have significant bearing on the market outcomes in the coming year and we will be alert to the shifting sands in the investment environment. The durability of the interim Iran peace deal, the prospect of further Fed rate hikes, the time-limited nature of the Section 122 tariffs, and the historical tendency for midterm election years to bring added volatility are all likely to shape the year ahead – set against continued corporate earnings momentum and closed-end fund discount levels that in several sectors remain wide of their historical averages. Remaining nimble, alert and active to this changing landscape will continue to be crucial to generating superior returns for clients.
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Investment Management Performance (year ended 30 June 2026) Figure 1: CLIM strategies Performance Benchmark Difference Emerging Markets +52.7% +37.1% +1560bps International Equity +25.8% +27.7% -190bps Global Equity +31.5% +23.6% +790bps Opportunistic Value +7.8% +11.7% -390bps Listed Private Equity +9.0% +8.0% +100bps *The above returns are presented as net of fees performance figures. The CLIM Global Emerging Markets strategy is shown against the S&PEmerging Frontier Super Composite BMI Net TR Index, the CLIM Global Developed CEF International Equity Strategy is shown against theMSCI ACWI ex-US Net TR Index, the CLIM Global Developed CEF Global Equity Strategy is shown against the MSCI ACWI Net TR Index,the CLIM Opportunistic Value Strategy is shown against the Blended 50/50 MSCI ACWI/Bloomberg Global Aggregate Bond Index, and theCLIM Listed Private Equity Strategy is compared to an 8% annual hurdle rate. Data is as of 30 June 2026. Past performance is no guaranteeof future results. Figure 2: KIM strategies Performance Benchmark Difference Growth Balanced +17.3% +15.9% +147bps Conservative Balanced +12.8% +11.6% +116bps Tax-Sensitive Fixed Income +7.5% +7.1% +41bps Taxable Fixed Income +5.2% +3.3% +182bps Enhanced Cash Management +4.2% +3.0% +129bps Equities** +23.4% +24.5% -104bps *The KIM Fixed Income Strategy is shown against the Bloomberg Government/Credit Bond Index, the KIM Tax-Sensitive Fixed IncomeStrategy is shown against the Bloomberg Municipal Bond Index, the KIM Growth Balanced Strategy is shown against the Blended 40%Bloomberg Government/Credit Bond Index/39% Russell 3000 Index/21% MSCI ACWI ex US Net TR Index. The KIM Conservative BalancedStrategy is shown against the Blended 60% Bloomberg Government/Credit Bond Index/26% Russell 3000 Index/14% MSCI ACWI ex US NetTR Index. The KIM Equities Strategy is shown against the Blended 65% Russell 3000 Index/35% MSCI ACWI ex US Net TR Index. The KIMEnhanced Cash Management Strategy is shown against the ICE BofA 1-3 Year US Treasury Index. Figures are net of fees, for the one-yearperiod ended 30 June 2026, per Karpus’s Q2 2026 Portfolio Commentary to the Board of Directors.**Equities row is a derived estimate: Karpus's Q2 2026 Portfolio Commentary reports its US Equity sleeve (vs. Russell 3000: Karpus+22.2%, benchmark +22.8%) and International Equity sleeve (vs. MSCI ACWI xUS: Karpus +25.8%, benchmark +27.6%) separately ratherthan as a single blended composite. The figures above blend those two sleeves 65%/35% to align with the KIM Equities strategy's statedbenchmark weighting. CLIM Leading the way was a stellar performance by our Emerging Markets Equity team which outperformed their benchmark by over 15 percentage points over the twelve months. Clients benefited from some excellent positioning both in terms of country allocation, which was heavily biased towards South Korea in particular and Taiwan while being underweight to the Indian market which underperformed. They also benefited from a skew towards A shares in their Chinese exposure which significantly outpaced the Hong Kong listed H shares. Active security selection also contributed to returns with many of the largest positions experiencing NAV outperformance. While discount volatility also contributed as some narrowing occurred and corporate events such as tender offers and buybacks also aided returns, the key takeaway is the multiple levers that the team has to pull in terms of generating alpha and that while discounts will sometimes lead, allocation and security selection can also take their turn in driving outperformance. CLIM’s Global Equity strategy also performed well and as a result has a competitive track record which will soon reach five years. Security selection was a key driver here as well, as the strategy benefited from their technology related holdings as well as active positioning and trading in energy and materials sectors as each of these had periods of excess performance. Other allocation decisions also aided returns such as an overweight to US small cap securities that outperformed. Discount movements also contributed but was similarly not the overriding driver of excess returns. The International Equity strategy fared less well. While it benefited from being underweight to European markets, overweight to Japan and security selection in Emerging Markets and tech related themes, this was more than counteracted by an overweight allocation to the UK market and UK small and mid-cap securities, in particular, which underperformed in H1 2026. The UK market is undoubtedly cheap, as evidenced by the abundance of foreign mergers and acquisitions of UK companies, the deteriorating economic and political climate deterred risk taking by investors and returns were quite disappointing. Discounts and corporate events provided a bit of a cushion but overall performance was below par on a one- year basis, although longer-term outperformance remains. It was a tale of two halves for the Listed Private Equity strategy as strong momentum in the second half of 2025 gave way to losses in the first half of 2026 as concerns over private credit and the impact of the Iran war on the IPO market and other exit strategies weighed on investor sentiment. Overall the strategy delivered a 100bps excess return over its 8% hurdle. This strategy continues to garner interest – whether it is by clients using it as their private markets exposure, as a portion of their program to manage their overall J-curve exposure, as a liquid piece of their private markets allocation or as a glide path which will gradually be drawn down as they build an overall private equity program with multiple investment periods – the strategy has many use cases in the institutional arena. CLIM’s multi-asset class Opportunistic Value strategy seeks out idiosyncratic opportunities and often this leads allocations towards dislocated securities. In the last twelve months this has meant a higher allocation to alternative assets where wide discounts have often been the catalyst for corporate events. Indeed, the strategy’s discount capture remains impressive but this was dwarfed by inferior NAV and asset class returns from a relative performance perspective over the immediate term. KIM Likewise, KIM’s main strategies performed well over the trailing twelve months, with five of its six strategies ending the year ahead of their benchmarks, as Figure 2 demonstrates. Fixed income strategies were the strongest contributors to KIM’s outperformance over the year. Within Taxable Fixed Income, senior notes and an allocation to Special Purpose Acquisition Companies (SPACs) were particularly effective, while investment-grade closed-end funds and exchange-traded funds also added value.
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Tax-Sensitive Fixed Income benefited from a sharp rally in municipal closed-end funds – up 5.8% in the second quarter alone – as fund-level discounts narrowed and underlying net asset values outperformed. Equity strategies were more mixed: domestic holdings benefited from the accelerating AI investment cycle, with strength concentrated in semiconductors, memory and hardware, even as value-orientated and defensive holdings in financials, utilities, energy and healthcare lagged; international holdings benefited from continued momentum in South Korean and Taiwanese technology and hardware names, offset in part by weakness in commodity- and energy-correlated markets including Australia, Brazil and Canada. SPACs continued to serve as an effective alternative to T-bills and money market funds within the Enhanced Cash Management and Fixed Income strategies, representing a meaningful allocation – roughly 22% of the Taxable Fixed Income sleeve and 28% of Tax-Sensitive Fixed Income in the second quarter. While short-term performance remains important, KIM’s long-term track record is particularly strong, especially in fixed income. Over the past five years, the Taxable Fixed Income and Tax-Sensitive Fixed Income strategies have exceeded their respective benchmarks by +4.1% and +2.2% per annum, respectively FuM and flows Funds under Management (FuM) were $12.3 billion as at 30 June 2026, an increase of 13.9% as compared to $10.8 billion as at 30 June 2025, a strong result that reflects the resilience of our platform and the value of our differentiated investment approaches. Net outflows were weighted more heavily to the first half of the financial year, when macroeconomic deterioration concerned investors - net outflows of $853 million in the first half moderated to $483 million as levels improved in the second half of FY26. Second-half withdrawals were characterised by some profit-taking after very strong performance by our investment teams. This was particularly true in the Emerging Markets and International Equity strategies, which saw full-year net outflows of $872 million and $214 million respectively. The Growth and Conservative Balanced strategies (a combination of equity and fixed income) saw net outflows of $139 million, due primarily to client retirement cash needs. Net investment outflows totalled $1.3 billion across the Group during the financial year. Gross inflows remained healthy across the platform, totalling $342 million within CLIM – led by International Equity – and $224 million within KIM, with notable strength in Growth Balanced and Taxable Fixed Income. Investment outcomes at KIM and CLIM reflect the highly active approach we take to portfolio management, underpinned by deep experience and manager insight. Recent market volatility has created fresh opportunities for our teams to add value, while our robust cash position provides both stability and strategic flexibility for the future. Continued marketing and sales initiatives are reinforcing engagement across our active equity and fixed income strategies, positioning the Group to convert renewed interest into sustainable growth as market conditions stabilise. We look ahead with confidence as we explore new ways to deploy our investment expertise and global perspective in the service of client portfolios. FINANCIAL REVIEW Funds under Management Closing FuM increased to $12.3 billion, compared with $10.8 billion in the prior year. Average FuM for the year increased by 11.7% to $11.5 billion from $10.3 billion in FY2025, supporting growth in revenue and profitability. Refer to page 19 of the full annual report for FuM by line of business. During the year, the Group experienced net outflows of approximately $1.3 billion. These were more than offset by positive market and investment performance of approximately $2.8 billion, resulting in overall growth in FuM of approximately $1.5 billion. Revenue Gross fee income increased to $80.1 million from $73.0 million in the prior year. After custody and administration costs of $3.6 million, net fee income increased to $76.5 million compared with $69.8 million in FY2025. The increase in net fee income principally reflects higher average FuM during the year, offset by some fee erosion due to changes in fee rates, product, and investor mix. The Group's average net fee margin declined slightly to c.66bps in FY2026, from c.68bps in FY2025 on fee mix. Operating costs Total operating costs (administrative expenses) increased to $46.3 million compared with $45.6 million in FY2025, comprising employee costs of $31.1 million (2025: $30.4 million), other administrative expenses of $8.7 million (2025: $8.7 million) and depreciation and amortisation of $6.5 million (2025: $6.5 million). The increase principally reflects higher employee costs, including $1.4 million of severance payments relating to role restructuring during the year, partly offset by lower professional and legal fees following the non-recurrence of one-off advisory costs incurred in FY2025. However, these operating costs would have been lower by c.1% had it not been for the US dollar weakening against sterling by an average of 3.5% as c.29% of the Group’s overheads are incurred in sterling. The average sterling to US dollar exchange rate was 1.3414, compared with 1.2960 in the prior year. Revenue growth more than offset the increase in total operating costs, resulting in a further improvement in operating leverage, with the Group’s operating cost-to-income ratio (total operating costs as a percentage of net fee income) falling to approximately 60.5% from 65.4% in FY2025. The Group remains focused on disciplined cost management whilst continuing to invest appropriately in people, technology, operational resilience and client service capabilities to drive investment excellence.
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Employee costs People remain the Group's most important asset and employee-related expenditure continues to represent the largest component of the cost base. Total employee costs increased to $31.1 million (2025: $30.4 million). Salary, benefits and other related costs reduced by 1.9% over the year to $18.0 million (2025: $18.3 million), which was due to both a reduction and a change in the headcount mix, partly offset by inflationary salary and associated cost increases with effect from 1 July 2025. During the year, the Group restructured certain roles, resulting in $1.4 million of severance payments. Total bonus payment reduced by 4.6% from $10.8 million to $10.3 million, reflecting lower discretionary bonus awards in the year. The average number of employees for the year was 107 compared with 113 for the prior year. The number of employees as at 30 June 2026 was 96 (2025: 110). The Employee Incentive Plan (EIP) remains a key element of the Group's remuneration framework and continues to support alignment between employees and shareholders through equity participation. The EIP charge remained broadly unchanged for the year. FY2026 also includes costs relating to the Group's Long-Term Incentive Plan (LTIP), introduced during the year, following advice from our independent remuneration advisers, to promote long-term alignment between executive remuneration and shareholder value creation through equity-settled awards subject to performance and service conditions. Employee cost analysis 2026 2025 Change $’000 $’000 % Salary, benefits and other related costs 17,976 18,328 -1.9% Severance payments 1,428 - - Bonus 10,312 10,815 -4.6% EIP charge 1,308 1,297 0.8% LTIP charge 92 - - Share option credit (54) (17) 217.6% Total employee costs 31,062 30,423 2.1% Amortisation of intangibles Intangible assets relating to direct customer relationships, distribution channels and KIM’s trade name recognised on the merger with KIM are being amortised over seven to fifteen years and have resulted in an amortisation charge of $5.6 million for the year (2025: $5.6 million). Deferred tax liability on these intangibles as of 30 June 2026 amounted to $5.2 million (2025: $6.5 million) based on the relevant tax rate, which will unwind over the useful economic life of the associated assets. Goodwill amounting to $90.1 million was also initially recognised on the completion of the merger. Refer to note 13 of the financial statements on the full annual report for more details. Net interest income Net interest income is made up of interest earned on bank deposits, short-term investments in money market instruments and cash management products offset by interest paid on lease obligations and others. Net interest income reduced mainly because interest earned on cash and short-term investments fell, driven by lower average benchmark rates during the year. Gain on investments Investment gains of $1.3 million (2025: gain of $0.8 million) relate to the realised and unrealised gains/(losses) on the Group’s seed investments and other investments in Special Purpose Acquisition Companies (SPACs). Profitability and earnings Operating profit increased by 25.2% to $30.2 million from $24.1 million in FY2025, resulting in an operating margin (operating profit as a percentage of net fee income) of 39.5%, compared with 34.6% in FY2025. Profit before tax increased by 24.8% to $32.4 million from $26.0 million in FY2025, while profit attributable to shareholders increased by 23.9% to $24.4 million from $19.7 million in FY2025. Basic EPS increased by 19.4% to 36.9p from 30.9p in FY2025 and underlying EPS increased by 14.2% to 41.9p from 36.7p in FY2025. Taxation As a result of higher profitability, the Group recorded a tax charge of $8.1 million for the year ended 30 June 2026, compared with $6.3 million in FY2025. The effective tax rate increased to approximately 24.9%, compared with 24.3% in FY2025. The effective tax rate continues to be influenced by the geographical mix of earnings, the tax treatment of share-based payment arrangements, investment-related gains and losses and movements in deferred tax balances. The reduction in the net deferred tax liability position principally reflects the ongoing amortisation of acquired intangible assets and normal movements in temporary differences recognised throughout the Group. Alternative Performance Measures The Directors use the following Alternative Performance Measures (APMs) to evaluate the performance of the Group as a whole: Earnings per share in pence – Earnings per share in US dollars as per the income statement is converted to sterling using the average exchange rate for the period. Refer to note 10 in the financial statements of the full annual report for more
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information. Underlying profit before tax – Profit before tax, adjusted for gain on investments and amortisation of intangibles. This provides a measure of the profitability of the Group for management’s decision-making. Underlying earnings per share in pence – CLIG shares are quoted on the London Stock Exchange and the dividend is declared in sterling. Underlying profit before tax, adjusted for tax as per income statement and tax effect of adjustments, are divided by the weighted average number of shares in issue as at the period end. Underlying earnings per share is converted to sterling using the average exchange rate for the period. Refer to note 10 in the financial statements of the full annual report for reconciliation. Cash flow and liquidity The Group generated strong cash flows throughout FY2026. Cash balances increased to $42.0 million compared with $35.5 million at 30 June 2025. Free cash flow increased to $28.4 million from $22.7 million in the prior year. The Group’s asset-light operating model continues to generate strong cash conversion and significant financial flexibility. Balance sheet and capital position The Group’s balance sheet remains strong. Net assets increased to $156.6 million compared with $152.5 million in FY2025. Total assets less current liabilities increased to $166.2 million, while net current assets increased to $41.5 million. The Group has no external borrowings and continues to maintain significant excess liquidity and capital resources. The Group had invested $2.5 million in seeding the Global Equity Fund in December 2021 and $2.5 million in SPACs within our Enhanced Cash Management strategy in March 2022. As at the end of June 2026, these investments were collectively valued at $7.7 million (2025: $6.5 million). Total realised gains recognised on its investments and its SPACs products were $0.3 million (2025: gain of $0.2 million) and unrealised gains of $1.0 million (2025: gain of $0.6 million) were taken to the income statement. The Global Equity Fund is assessed to be under the Group’s control and is thus consolidated using accounts drawn up as of 30 June 2026. There were no third-party investors, collectively known as the non-controlling interest (NCI) in this fund as of 30 June 2026 (2025: nil). The Group’s right-of-use assets (net of depreciation) amounted to $3.9 million as of 30 June 2026 as compared with $4.4 million as of 30 June 2025. The Employee Benefit Trust (EBT) purchased 172,729 shares (2025: 453,500 shares) at a cost of $0.9 million (2025: $2.1 million) in preparation for the annual EIP awards due at the end of October 2026. The EIP has had a consistently high level of participation each year since inception (>60% of Group employees), with the first tranche of awards vesting in October 2018. During the year 43.7% (2025: 36.8%) of the shares vesting were sold to help cover the employees’ resulting tax liabilities, leading to a 56.3% (2025: 63.2%) share retention within the Group. In addition, Directors and employees exercised nil (2025: 59,500) options over shares held by the EBT, raising nil (2025: $0.3 million) which was used to pay down part of the loan to the EBT. Currency exposure While the Group’s revenue and the bulk of its expenses are aligned in US dollars, c.29% of the Group’s overheads are incurred in sterling and to a lesser degree Singapore dollars, that are subject to currency rate fluctuations against US dollars. The Group’s currency exposure also relates to its subsidiaries’ non-US dollar assets and liabilities, which are mostly in sterling. The exchange rate differences arising on their translation into US dollars for reporting purposes each month are recognised in the income statement. Going concern and viability In accordance with the provisions of the UK Corporate Governance Code, the Directors have assessed the viability of the Group over a three-year period, considering the Group’s current position and prospects, Internal Capital Adequacy and Risk Assessment (ICARA) and the potential impact of principal risks and how they are managed as detailed in the risk management report on pages 38 to 40. Period of assessment While the Directors have no reason to believe that the Group will not be viable over a longer period, given the uncertainties associated with the global economic and political factors and their potential impact on financial markets, any longer time horizon assessments are subject to more uncertainty due to external factors. Considering the recommendations of the Financial Reporting Council in their 2021 thematic review publication, the Board has therefore determined that a three-year period to 30 June 2029 constitutes an appropriate and prudent timeframe for its viability assessment. This three-year view is also more aligned to the Group’s detailed stress testing. Assessment of viability As part of its viability statement, the Board has conducted a robust assessment of the principal risks facing the Group, including those that would threaten its business model, future performance, solvency, or liquidity. This assessment includes continuous monitoring of both internal and external environments to identify new and emerging risks, which in turn are analysed to determine how they can best be mitigated and managed. The primary risk is the potential for loss of FuM as a result of poor investment performance, reputational damage, client redemptions, breach of mandate guidelines or market volatility. The Directors review the principal risks regularly and consider
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the options available to the Group to mitigate these risks so as to ensure the ongoing viability of the Group is sustained. The ICARA is reviewed by the Board and incorporates stress testing based on loss of revenue on the Group’s financial position over a three-year period. The Group has performed additional stress tests using several different scenario levels, over a three-year period which are significantly more severe than our acceptable risk appetite, which include: •a significant fall in FuM; •a significant fall in net fee margin; and •combined stress (significant falls both in FuM and net fee margin). Having reviewed the results of the stress tests, the Directors have concluded that the Group would have sufficient resources in the stressed scenarios and that the Group’s ongoing viability would be sustained. The stress scenario assumptions would be reassessed, if necessary, over the longer term. An example of a mitigating action in such scenarios would be a reduction in costs along with a reduction in dividend. Based on the results of this analysis, the Board confirms it has a reasonable expectation that the Company and the Group will be able to continue in operation and meet their liabilities as they fall due over the next three years. On that basis, the Directors also considered it appropriate to prepare the financial statements on the going concern basis as set out on page 79 of the full annual report. Dividends Dividend Policy CLIG’s existing dividend policy which was introduced in 2014 targets a dividend cover of 1.2 times earnings over a rolling five-year period, implying an approximate payout ratio of c.83%. While this policy has served the business well in communicating a strong income commitment to shareholders, it limits the Board’s flexibility to retain capital in pursuit of the Group's growth ambitions. New Dividend Policy The Board is introducing a new dividend policy with effect from 1 July 2026 as follows: CLIG will operate a progressive dividend policy, aiming over time to grow the dividend in line with the sustainable growth in the Group’s underlying earnings, while retaining sufficient capital to fund organic and inorganic growth opportunities and maintain a strong balance sheet. This policy is committed to maintaining and growing the dividend over time, subject to the Board's assessment of earnings, cash flows, and capital requirements. This provides flexibility to retain capital for thoughtful, profitable growth while preserving the strong dividend track record valued by our shareholders. Total dividends paid during the year of 33p per share totalled $21.3 million (2025: $20.9 million), which was composed of the 22p per share final dividend for FY2025 and the 11p per share interim dividend for the current year (2025: 22p per share final for FY2024 and 11p per share interim dividend). The Board increased the proposed final dividend for FY2026 to 23p per share. Our annual dividend, including the 11p per share interim dividend is therefore a total of 34p per share (2025: 33p). At 30 June 2026, the closing share price was 448p and market capitalisation was approximately £227 million. Dividend history Pence per share FY Interim Final Total Special dividend Total (inc. special dividend) 2005-06 8.6 - 8.6 - 8.6 2006-07 3.0 7.0 10.0 - 10.0 2007-08 6.0 13.5 19.5 - 19.5 2008-09 5.0 10.0 15.0 - 15.0 2009-10 7.0 15.0 22.0 - 22.0 2010-11 8.0 16.0 24.0 - 24.0 2011-12 8.0 16.0 24.0 - 24.0 2012-13 8.0 16.0 24.0 - 24.0 2013-14 8.0 16.0 24.0 - 24.0 2014-15 8.0 16.0 24.0 - 24.0 2015-16 8.0 16.0 24.0 - 24.0 2016-17 8.0 17.0 25.0 - 25.0 2017-18 9.0 18.0 27.0 - 27.0 2018-19 9.0 18.0 27.0 13.5 40.5 2019-20 10.0 20.0 30.0 - 30.0 2020-21 11.0 22.0 33.0 - 33.0 2021-22 11.0 22.0 33.0 13.5 46.5 2022-23 11.0 22.0 33.0 - 33.0 2023-24 11.0 22.0 33.0 - 33.0 2024-25 11.0 22.0 33.0 - 33.0 2025-26 11.0 23.0* 34.0 - 34.0
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Total dividend 554.1 * Proposed dividend FINANCIAL STATEMENTS CONSOLIDATED INCOME STATEMENT FOR THE YEAR ENDED 30 JUNE 2026 Note Year to 30 June 2026 $’000 Year to 30 June 2025 $’000 Revenue Gross fee income 2 80,084 73,044 Commissions payable (2,085) (1,978) Custody fees payable (1,467) (1,296) Net fee income 76,532 69,770 Administrative expenses Employee costs 31,062 30,423 Other administrative expenses 8,721 8,659 Depreciation and amortisation 6,539 6,560 (46,322) (45,642) Operating profit 3 30,210 24,128 Finance income 4 1,333 1,490 Finance expense 5 (356) (395) Gain on investments 6 1,260 766 Profit before taxation 32,447 25,989 Income tax expense 7 (8,066) (6,307) Profit for the period 24,381 19,682 Profit attributable to: Equity shareholders of the parent 24,381 19,682 Basic earnings per share (cents) 8 49.5 40.1 Diluted earnings per share (cents) 8 49.0 39.4 CONSOLIDATED AND COMPANY STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2026 Year to 30 June 2026 $’000 Year to 30 June 2025 $’000 Profit for the period 24,381 19,682 Other comprehensive income: Items that may be subsequently reclassified to profit or loss if specific conditions are met Foreign currency translation differences - - Total comprehensive income for the period 24,381 19,682 Attributable to: Equity shareholders of the parent 24,381 19,682 CONSOLIDATED AND COMPANY STATEMENT OF FINANCIAL POSITION 30 JUNE 2026 Group Company 30 June 2026 30 June 2025 30 June 2026 30 June 2025 Note $’000 $’000 $’000 $’000 Non-current assets Property and equipment 818 917 144 157 Right-of-use assets 3,897 4,418 472 699 Intangible assets 9 111,672 117,296 37 62 Other financial assets 7,686 6,506 133,997 134,203 Deferred tax asset 597 1,737 306 287 124,670 130,874 134,956 135,408
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Current assets Trade and other receivables 10,150 8,855 6,589 6,574 Current tax receivable 198 9898 662 3,305 3,360 Cash and cash equivalents 42,003 35,492 18,954 16,550 52,351 45,009 28,848 26,484 Current liabilities Trade and other payables (9,456) (10,308) (2,954) (4,461) Current tax payable (771) - - - Lease liabilities (630) (585) (315) (318) (10,857) (10,893) (3,269) (4,779) Net current assets 41,494 34,116 25,579 21,705 Total assets less current liabilities 166,164 164,990 160,535 157,113 Non-current liabilities Lease liabilities (4,180) (4,705) (381) (725) Deferred tax liability (5,400) (7,821) - (216) Net assets 156,584 152,464 160,154 156,172 Capital and reserves Share capital 10 644 644 644 644 Share premium account 2,866 2,866 2,866 2,866 Merger relief reserve 10 128,984 128,984 128,984 128,984 Investment in own shares (7,488) (8,795) (7,488) (8,795) Share option reserve 74 128 74 128 EIP share reserve 1,352 1,683 1,352 1,683 LTIP share reserve 92 - 92 - Foreign currency translation reserve (1,011) (1,011) 466 466 Capital redemption reserve 33 33 33 33 Retained earnings 31,038 27,932 33,131 30,163 Attributable to: Equity shareholders of the parent 156,584 152,464 160,154 156,172 Total equity 156,584 152,464 160,154 156,172 As permitted by section 408 of the Companies Act 2006, the income statement of the Parent Company is not presented as part of these financial statements. The Parent Company’s profit for the financial period amounted to $24,243k (2025: $21,858k). CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 30 JUNE 2026 Sharecapital$’000 Sharepremiumaccount$’000 Merger reliefreserve$’000 Investmentin ownshares$’000 Shareoptionreserve$’000 EIPSharereserve$’000 LTIPSharereserve$’000 Foreigncurrencytranslationreserve$’000 Capitalredemptionreserve$’000 Retainedearnings$’000 Totalattributableto share-holders$’000 As at 1 July 2024 644 2,866 128,984 (9,227) 187 2,046 – (1,011) 33 29,122 153,644 Profit for the period – – – – – – – – – 19,682 19,682 Other comprehensiveincome – – – – – – – – – – – Total comprehensiveincome – – – – – – – – – 19,682 19,682 Transactions with owners Share option exercise – – – 278 (42) – – – – 42 278 Purchase of own shares – – – (2,110) – – – – – – (2,110) Share-based payment – – – – (17) 888 – – – – 871 EIP vesting/forfeiture – – – 2,264 – (1,251) – – – – 1,013 Deferred tax on shareoptions – – – – – – – – – (4) (4) Current tax on shareoptions – – – – – – – – – 8 8 Dividends paid – – – – – – – – – (20,918) (20,918) Total transactions withowners - – - 432 (59) (363) – – – (20,872) (20,862) As at 30 June 2025 644 2,866 128,984 (8,795) 128 1,683 – (1,011) 33 27,932 152,464
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Profit for the period – – – – – – – – – 24,381 24,381 Other comprehensiveincome – – – – – – – – – – – Total comprehensiveincome – – – – – – – – – 24,381 24,381 Transactions with owners Purchase of own shares – – – (937) – – – – – – (937) Share-based payment – – – – (54) 949 92 – – – 987 EIP vesting/forfeiture – – – 2,244 – (1,280) – – – – 964 Dividends paid – – – – – – – – – (21,275) (21,275) Total transactions withowners – – – 1,307 (54) (331) 92 – – (21,275) (20,261) As at 30 June 2026 644 2,866 128,984 (7,488) 74 1,352 92 (1,011) 33 31,038 156,584 COMPANY STATEMENT OF CHANGES IN EQUITY 30 JUNE 2026 Sharecapital$’000 Sharepremiumaccount$’000 Merger reliefreserve$’000 Investmentin ownshares$’000 Shareoptionreserve$’000 EIPsharereserve$’000 LTIPSharereserve$’000 Foreigncurrencytranslationreserve$’000 Capitalredemptionreserve$’000 Retainedearnings$’000 Totalattributabletoshareholders$’000 As at 1 July 2024 644 2,866 128,984 (9,227) 187 2,046 466 33 29,207 155,206 Profit for the period – – – – – – – – – 21,858 21,858 Other comprehensiveincome – – – – – – – – – – – Total comprehensiveincome – – – – – – – – – 21,858 21,858 Transactions withowners Share option exercise – – – 278 (42) – – – – 16 252 Purchase of own shares – – – (2,110) – – – – – – (2,110) Share-based payment – – – – (17) 888 – – – – 871 EIP vesting/forfeiture – – – 2,264 – (1,251) – – – – 1,013 Dividends paid – – – – – – – – – (20,918) (20,918) Total transactions withowners – – – 432 (59) (363) – – – (20,902) (20,892) As at 30 June 2025 644 2,866 128,984 (8,795) 128 1,683 – 466 33 30,163 156,172 Profit for the period – – – – – – – – – 24,243 24,243 Other comprehensiveincome – – – – – – – – – – – Total comprehensiveincome – – – – – – – – – 24,243 24,243 Transactions withowners Purchase of own shares – – – (937) – – – – – – (937) Share-based payment – – – – (54) 949 92 – – – 987 EIP vesting/forfeiture – – – 2,244 – (1,280) – – – – 964 Dividends paid – – – – – – – – – (21,275) (21,275) Total transactions withowners – – – 1,307 (54) (331) 92 – – (21,275) (20,261) As at 30 June 2026 644 2,866 128,984 (7,488) 74 1,352 92 466 33 33,131 160,154 CONSOLIDATED AND COMPANY CASH FLOW STATEMENT FOR THE YEAR ENDED 30 JUNE 2026 Group Company Note 30 June 2026 $’000 30 June 2025 $’000 30 June 2026 $’000 30 June 2025 $’000 Cash flow from operating activities Profit before taxation 32,447 25,989 1,398 1,405 Adjustments for: Depreciation of property and equipment 255 285 84 89 Depreciation of right-of-use assets 662 658 227 226 Amortisation of intangible assets 5,622 5,617 23 18 Share-based payment charge (54) (17) - (4) EIP-related charge 1,308 1,298 544 432 LTIP-related charge 92 - - Gain on investments 6 (1,260) (766) (22) (12) Interest receivable 4 (1,333) (1,490) (561) (750) Interest payable 5 (10) 8 (10) 8 Interest payable on leased assets 5 366 387 42 50 Translation adjustments 583 73 613 (164) Cash generated from operations before changes
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in working capital 38,678 32,042 2,338 1,298 (Increase)/decrease in trade and other receivables (2,041) (1,010) 88 (779) Increase/(decrease) in trade and other payables 588 807 3,342 910 Cash generated from operations 37,225 31,839 5,768 1,429 Interest received 4 1,333 1,490 561 750 Interest payable 5 10 (8) 10 (8) Interest paid on leased assets 5 (366) (387) (42) (50) Taxation paid (8,158) (7,781) (3,939) (3,555) Net cash generated from/(used in) operating activities 30,044 25,153 2,358 (1,434) Cash flow from investing activities Dividends received from subsidiaries – – 23,000 20,800 Purchase of property and equipment and intangibles (163) (134) (71) (79) Purchase of non-current financial assets (5,065) (2,789) - - Proceeds from sale of current financial assets 5,075 2,791 10 - Net cash generated from/(used in) investing activities (153) (132) 22,939 20,721 Cash flow from financing activities Ordinary dividends paid 11 (21,275) (20,918) (21,275) (20,918) Purchase of own shares by employee share option trust (937) (2,110) (937) (2,110) Proceeds from sale of own shares by employee benefit trust - 295 - 295 Payment of lease liabilities (579) (539) (314) (295) Net cash used in financing activities (22,791) (23,272) (22,526) (23,028) Net increase/(decrease) in cash and cash equivalents 7,100 1,749 2,771 (3,741) Cash and cash equivalents at start of period 35,492 33,738 16,550 20,381 Effect of exchange rate changes (589) 5 (367) (90) Cash and cash equivalents at end of period 42,003 35,492 18,954 16,550 NOTES TO THE FINANCIAL STATEMENTS The contents of this preliminary announcement have been extracted from the Company's Annual Report, which is currently in print and will be distributed within the week. The information shown for the years ended 30 June 2026 and 30 June 2025 do not constitute statutory accounts and has been extracted from the full accounts for the years ended 30 June 2026 and 30 June 2025. The reports of the auditors on those accounts were unqualified and did not contain adverse statements under sections 498(2) or (3) of the Companies Act 2006. The accounts for the year ended 30 June 2025 have been filed with the Registrar of Companies. The accounts for the year ended 30 June 2026 will be delivered to the Registrar of Companies in due course. 1. SIGNIFICANT ACCOUNTING POLICIES City of London Investment Group PLC (the Company) is a public limited company which listed on the London Stock Exchange on 29 October 2010 and is domiciled and incorporated in the United Kingdom under the Companies Act 2006. 1.1 Basis of preparation The financial statements for both the Group and the Company have been prepared in accordance with UK-adopted International Accounting Standards. The Group financial statements have been prepared under the historical cost convention, except for certain financial assets held by the Group that are reported at fair value. The Group and Company financial statements have been prepared on a going concern basis. The principal accounting policies adopted are set out below and have, unless otherwise stated, been applied consistently to all periods presented in these financial statements. 1.2 New or amended accounting standards and interpretations The Group has adopted all the new or amended accounting standards and interpretations issued by the International Accounting Standards Board (IASB) that are mandatory for the current reporting period. Any new or amended accounting standards that are not mandatory have not been early adopted. The IASB issued IFRS 18 Presentation and Disclosure in Financial Statements in 2024. The standard aims to improve how companies communicate their financial performance, particularly in relation to the income statement. IFRS 18 replaces IAS 1 Presentation of Financial Statements. The new IFRS 18 standard is effective for annual reporting periods beginning on or after 1 January 2027 and accordingly will become applicable to the Group and Company for the year ended 30 June 2028. The Group will adopt IFRS 18 in its interim financial statement for the period ending 31 December 2027. 1.3 Accounting estimates and assumptions The preparation of these financial statements in conformity with UK-adopted International Accounting Standards requires management to make estimates and judgements that affect the application of policies and reported amounts of assets and liabilities, income and expenses. Whilst estimates are based on management’s best knowledge and judgement using information and financial data available to them, the actual outcome may differ from those estimates. The most significant areas of the financial statements that are subject to the use of estimates and judgements are noted below: Impairment of Goodwill
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The recognition of goodwill in a business combination and subsequent impairment assessments are based on significant accounting estimates. Note 13 of the full annual report details our estimates and assumptions in relation to the impairment assessment of goodwill. 1.4 Investment in subsidiaries Investments in subsidiaries in the Company only accounts are stated at cost less, where appropriate, provision for impairment. 1.5 Basis of consolidation The consolidated financial statements are based on the financial statements of the Company and all of its subsidiary undertakings. The Group’s subsidiaries are those entities which it directly or indirectly controls. Control over an entity is evidenced by the Group’s ability to exercise its power in order to affect any variable returns that the Group is exposed to through its involvement with the entity. The consolidated financial statements also incorporate the results of the business combination using the acquisition method. The acquiree’s identifiable net assets are initially recognised at their fair values at the acquisition date. The results of the acquired business are included in the consolidated statement of comprehensive income from the date on which control is obtained. When assessing whether to consolidate an entity, the Group evaluates a range of control factors as defined under IFRS 10 Consolidated financial statements, namely: •the purpose and design of the entity; •the relevant activities and how these are determined; •whether the Group’s rights result in the ability to direct the relevant activities; •whether the Group has exposure or rights to variable returns; and •whether the Group has the ability to use its power to affect the amount of its returns. Subsidiaries are consolidated from the date on which control is transferred to the Group and are deconsolidated from the date that control ceases. The Group’s subsidiary undertakings as at 30 June 2026 are detailed below: City of London Investment Group PLC holds a controlling interest in the following: ControllingCountry of Subsidiary undertakings Activity interest incorporation City of London Investment Management Company Limited Management of funds 100% UK City of London US Investments Limited Karpus Management Inc. (aka Karpus Investment Management) Holding company Management of funds 100% 100% UK USA Global Equity CEF Fund Delaware Statutory Trust Fund 100% USA City of London Investment Management Company Limited holds 100% of the ordinary shares in the following: City of London Investment Management (Singapore) PTE Ltd Management of funds Singapore City of London Latin America Limited Dormant company UK City of London US Investments Limited holds 100% of the ordinary shares in the following: City of London US Services Limited Service company UK The registered addresses of the subsidiary companies are as follows: City of London Investment Management Company Limited City of London US Investments Limited City of London US Services Limited City of London Latin America Limited 77 Gracechurch Street, London EC3V 0AS, UK City of London Investment Management (Singapore) PTE Ltd20 Collyer Quay, #10-04, Singapore 049319 Karpus Management Inc. 183 Sully's Trail, Pittsford, New York 14534, USA Global Equity CEF Fund 4005 Kennett Pike, Suite 250, Greenville, DE 19807, USA 1.6 Property and equipment For all property and equipment depreciation is calculated to write off their cost to their estimated residual values by equal annual instalments over the period of their estimated useful lives, which are considered to be: Short leasehold property improvements – over the remaining life of the lease Furniture and equipment – four to ten years Computer and telephone equipment – four to ten years 1.7 Intangible assets Intangible assets acquired separately are initially recognised at cost. Intangible assets acquired through a business combination other than goodwill, are initially measured at fair value at the date of the acquisition. (i) Goodwill
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Goodwill arises through a business combination. Goodwill represents the excess of the purchase consideration paid over the fair value of the identifiable assets, liabilities and contingent liabilities of the business at the date of the acquisition. Goodwill is measured at cost less accumulated impairment losses. Goodwill on acquisition is allocated to a cash generating unit (CGU) that is expected to benefit from the acquisition, for the purpose of impairment testing. The CGU to which goodwill is allocated represents the lowest level at which goodwill is monitored for internal management purposes. A CGU is identified as a group of assets generating cash inflows which are independent from cash inflows from other Group cash generating assets and are not larger than the Group’s operating segments. (ii) Direct customer relationships and distribution channels The fair values of direct customer relationships and distribution channels acquired in the business combination have been measured using a multi-period excess earnings method. These are amortised on a straight-line basis over the period of their expected benefit, being a finite life of ten years for direct customer relationships and a finite life of seven years for distribution channels. (iii) Trade name The fair value of the trade name acquired in the business combination has been measured using a relief from royalty method. This is amortised on a straight-line basis over the period of its expected benefit, being a finite life of fifteen years. (iv) Software licences Software licences are capitalised at cost and amortised on a straight-line basis over the useful life of the asset. Costs are capitalised based on the costs incurred to acquire and bring into use the specific software. Costs also include directly attributable overheads. The estimated useful life over which the software is amortised is between four and ten years. Software integral to a related item of hardware equipment is accounted for as property and equipment. Costs associated with maintaining computer software programmes are expensed to the income statement as incurred. 1.8 Impairment of goodwill and other assets Goodwill arising on acquisition is not subject to annual amortisation and is tested annually for impairment, or more frequently if changes in circumstances indicate a possible impairment. The Group annually reviews the carrying value of its CGU to ensure that those assets have not suffered from any impairment loss. The review compares the recoverable amount of the CGU to which goodwill is allocated against its carrying amount. Where the recoverable amount is higher than the carrying amount, no impairment is required. The recoverable amount is defined as the higher of (a) fair value less costs of disposal or (b) value in use, which is based on the present value of future cash flows expected to derive from the CGU. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Other assets are tested for impairment whenever management identifies any indicators of impairment. Any impairment loss is recognised immediately through the income statement. 1.9 Business combinations The Group accounts for business combinations using the acquisition method. A business combination is determined where in a transaction, the assets acquired and the liabilities assumed constitute a business. The consideration transferred on the date of the transaction is measured at fair value as are the identifiable assets acquired and liabilities assumed. Intangible assets are recognised separately from goodwill at the acquisition date only when they are identifiable. 1.10 Financial instruments Financial instruments are only recognised in the financial statements and measured at fair value when the Group becomes party to the contractual provisions of the instrument. Under IFRS 9 Financial Instruments, financial assets are classified as either: •amortised at cost; •at fair value through the profit or loss; or •at fair value through other comprehensive income. Financial liabilities must be classified at fair value through profit or loss or at amortised cost. The Group’s investments in securities are classified as financial assets or liabilities at fair value through profit or loss. Such investments are initially recognised at fair value, and are subsequently re-measured at fair value, with any movement recognised in the income statement. The fair value of the Group’s investments is determined as follows: • Shares traded in active markets – priced using the quoted closing price • Unlisted seed capital investments in funds – priced using net asset value at the reporting date The consolidated Group assesses and would recognise a loss allowance for expected credit losses on financial assets which are measured at amortised cost. The measurement of the loss allowance depends upon the consolidated entity’s assessment at the end of each reporting period as to whether the financial instrument’s credit risk has increased significantly since initial recognition, based on reasonable and supportable information that is available, without undue cost or effort to obtain. Where there has not been a significant increase in exposure to credit risk since initial recognition, a twelve-month expected credit loss allowance is estimated. This represents a portion of the asset’s lifetime expected credit losses that is attributable to a default event that is possible within the next twelve months. Where a financial asset has become credit impaired or where it is determined that credit risk has increased significantly, the loss allowance is based on the asset’s lifetime expected credit losses. The amount of expected credit loss recognised is measured on the basis of the probability weighted present value of anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate.
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Under the expected credit loss model, impairment losses are recorded if there is an expectation of credit losses, even in the absence of a default event. This model is applicable to assets amortised at cost or at fair value through other comprehensive income. The assets on the Group’s balance sheet to which the expected loss applies to are fees receivable. At the end of each reporting period, the Group assesses whether the credit risk of these trade receivables has increased significantly since initial recognition, based on reasonable and supportable information that is available, without undue cost or effort to obtain. 1.11 Cash and cash equivalents Cash and cash equivalents comprise cash in hand and on-demand deposits with an original maturity of three months or less from inception, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. 1.12 Trade payables Trade payables are measured at initial recognition at fair value and subsequently measured at amortised cost. 1.13 Current and deferred taxation The Group provides for current tax according to the tax regulations in each jurisdiction in which it operates, using tax rates that have been enacted or substantively enacted by the reporting date. Deferred tax is provided using the balance sheet liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for tax purposes. However, deferred tax is not accounted for if it arises from goodwill or the initial recognition (other than in a business combination) of other assets or liabilities in a transaction that affects neither the accounting nor the taxable profit or loss. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset realised. The tax rates used are those that have been enacted, or substantively enacted, by the end of the reporting period. Deferred tax is charged or credited to the income statement, except when it relates to items charged or credited directly as part of other comprehensive income, in which case the deferred tax is also dealt with as part of other comprehensive income. For share-based payments, where the estimated future tax deduction exceeds the amount of the related cumulative remuneration expense, the excess deferred tax is recognised directly in equity. 1.14 Share-based payments (i) Employee Incentive Plan The Company operates an Employee Incentive Plan (EIP) which is open to all employees in the Group except the Executive Director of CLIG. Awards are made to participating employees over shares under the EIP where they have duly waived an element of their annual profit-share before the required waiver date, in general before the start of the relevant financial year. The awards are made up of two elements: Deferred Shares and Bonus Shares. The Deferred Shares represent the waived profit-share and the Bonus Shares represent the additional award made by the Company as a reward for participating in the EIP. Awards will vest (i.e. no longer be forfeitable) over a three-year period with one-third vesting each year for all employees. Should an employee leave within the vesting period, the unvested portion of the waived profit-share element is settled in cash as per the EIP rules. The full cost of the Deferred Shares is recognised in the year to which the profit-share relates. The value of the Bonus Shares is expensed on a straight-line basis over the period from the date the employees elect to participate to the date that the awards vest. This cost is estimated during the financial year and at the point when the actual award is made, the share-based payment charge is re-calculated and any difference is taken to the profit or loss. (ii) Share Option Plan The Company operates an Employee Share Option Plan. The fair value of the employee services received in exchange for share options is recognised as an expense. The fair value has been calculated using the Black-Scholes pricing model, and is being expensed on a straight-line basis over the vesting period, based on the Company’s estimate of the number of shares that will actually vest. At the end of the three-year period when the actual number of shares vesting is known, the share-based payment charge is re-calculated and any difference is taken to the profit or loss. (iii) Long-Term Incentive Plan The Group operates a Long-Term Incentive Plan (LTIP) under which share awards over ordinary shares of the parent company may be granted to the Executive Director of CLIG and other eligible employees. Awards are classified as equity-settled share- based payments and are accounted for in accordance with IFRS 2 Share-based Payment. As all performance conditions attached to the LTIP are non-market conditions (being EPS growth, cumulative net flows, and the achievement of strategic objectives), each award is measured as the closing market price of the parent company’s shares on the last trading day immediately preceding the grant date. The fair value is measured as the closing market price less (i) the present value of dividends foregone during the vesting period, discounted at a cost-of-equity rate, and (ii) a Discount for Lack of Marketability (DLOM) reflecting the post-vesting holding restriction, calculated using the Ghaidarov (2014) forward- starting put closed-form expression. The fair value reflects all terms and conditions of the grant, including post-vesting restrictions on transferability; the DLOM gives effect to this requirement. The grant-date fair value is not subsequently remeasured. The grant-date fair value, multiplied by the number of awards expected to vest, is recognised as an employee benefit and expensed on a straight-line basis over a three-year vesting period, with a corresponding increase in a share-based payment
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reserve within equity. Because all performance conditions are non-market, the cumulative expense recognised at each reporting date reflects the Group’s best estimate of the number of awards that will ultimately vest, having regard to the likelihood of achieving the EPS, cumulative net flows, and strategic objective targets. This estimate is reassessed at each reporting date and at the vesting date. Any revision is recognised in profit or loss during the period in which the revision is made. Where awards lapse because a non-market condition is not satisfied, the cumulative charge previously recognised is reversed through profit or loss. 1.15 Revenue recognition Revenue is recognised within the financial statements based on the services that are provided in accordance with current investment management agreements (IMAs). The fees are charged as a percentage of Funds under Management. The performance obligations encompassed within these agreements are based on daily/monthly asset management of funds. Payment terms are monthly/quarterly in advance or in arrears. The Group has an enforceable right to the payment of these fees for services provided, in accordance with the underlying IMAs. For each contract, the Group: identifies the contract with a customer; identifies the performance obligations in the contract; determines the transaction price which takes into account estimates of variable consideration and the time value of money; allocates the transaction price to the separate performance obligations on the basis of the relative stand-alone selling price of each distinct service to be delivered; and recognises revenue when or as each performance obligation is satisfied in a manner that depicts the transfer to the customer of services promised. 1.16 Commissions payable A portion of the Group’s revenue is subject to commissions payable under third-party marketing agreements. Commissions payable are recognised in the same period as the revenue to which they relate. 1.17 Foreign currency translation The functional and presentational currency of the Company and all its subsidiaries is US dollars. Transactions in currencies other than the relevant Group entity’s functional currency are recorded at the rates of exchange prevailing on the dates of the transactions. At each balance sheet date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the balance sheet date. Gains and losses arising on retranslation are included in the profit or loss for the year. 1.18 Leases The total outstanding lease cost, discounted at the Group’s weighted average incremental borrowing rate to its present value, is shown as a lease liability in the statement of financial position. The payment of the lease charge is allocated between the lease liability and an interest charge in the income statement. On recognition of the lease liability, the associated asset is shown as a right-of-use asset. This is further adjusted for any lease payments made prior to adoption and any future restoration costs as implicit within the lease contract. The resulting total value of the right-of-use asset is depreciated on a straight-line basis over the term of the lease period. The Group re-measures the lease liability whenever: • there is a change in the lease term; • there is a change in the lease payments; or • a lease contract is modified and the lease modification is not accounted for as a separate lease. Where there is a change in the lease term or lease payments, the lease liability is re-measured by discounting the revised lease payments at the current or revised discount rate depending on the nature of the event. Where an event changes the lease commitment itself, a revised discount rate is applied. However, if the event only changes the estimate of payments under the existing lease commitment, the original discount rate remains unchanged. Where the lease liability is re-measured, a corresponding adjustment is made to the right-of-use assets. Where extension/termination options exist within a lease, the Group would assess at the lease commencement date as to whether it is reasonably certain that it will exercise these options. The Group would reassess these options if there was a significant event or significant change in circumstances within its control, which would warrant the Group with reasonable certainty to exercise these options. Payments in relation to short-term leases, those that are less than twelve months in duration continue to be expensed to the income statement on a straight-line basis. At the end of the year, all of the Group’s leases were recognised as right-of-use assets. 1.19 Pensions The Group operates defined contribution pension schemes covering the majority of its employees. The costs of the pension schemes are charged to the income statement as they are incurred. Any amounts unpaid at the end of the period are reflected in other creditors. 2 SEGMENTAL ANALYSIS The Directors consider that the Group has only one reportable segment, namely asset management, and hence only analysis by geographical location is given. USA $’000 Canada $’000 UK $’000 Europe (ex UK) $’000 Other $’000 Total $’000 Year to 30 June 2026 Gross fee income 77,308 1,804 - 972 - 80,084 Non-current assets:
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Property and equipment 673 – 129 – 16 818 Right-of-use assets 3,283 – 472 – 142 3,897 Intangible assets 111,635 – 37 – – 111,672 Year to 30 June 2025 Gross fee income 70,567 1,529 - 818 130 73,044 Non-current assets: Property and equipment 759 – 147 – 11 917 Right-of-use assets 3,656 – 699 – 63 4,418 Intangible assets 117,234 – 62 – – 117,296 The Group has classified its fee income based on the domicile of its clients and non-current assets based on where the assets are held. Included in revenues are fees of $10,516k (2025: $7,558k) which arose from fee income from the Group’s largest client. No other single client contributed 10% or more to the Group’s revenue in either of the reporting periods. 3. OPERATING PROFIT The operating profit is arrived at after charging: Year to 30 June 2026 $’000 Year to 30 June 2025 $’000 Depreciation of property and equipment 255 285 Depreciation of right-of-use assets 662 658 Amortisation of intangible assets 5,622 5,617 Auditor’s remuneration: – Statutory audit of the parent and consolidated financial statements 170 158 – Statutory audit of subsidiaries of the Company 156 147 – Audit related assurance services 56 50 Short-term lease expense (2) 20 Legal and Professional fees 1,262 2,218 Consultancy and software fees 1,099 1,959 Market information services 1,352 1,312 4. FINANCE INCOME Year to 30 June 2026 $’000 Year to 30 June 2025 $’000 Interest on cash and cash equivalents 1,333 1,490 5. FINANCE EXPENSE Year to 30 June 2026 $’000 Year to 30 June 2025 $’000 Interest payable on lease liabilities 366 387 Interest payable other (10) 8 356 395 6. GAIN ON INVESTMENTS Year to 30 June 2026 $’000 Year to 30 June 2025 $’000 Unrealised gain on investments 995 614 Realised gain on investments 265 152 1,260 766 7. TAX CHARGE ON PROFIT ON ORDINARY ACTIVITIES
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(a) Analysis of tax charge on ordinary activities: Year to 30 June 2026 $’000 Year to 30 June 2025 $’000 Current tax: UK corporation tax at 25% (2025: 25%) based on the profit for the period5,221 3,992 Double taxation relief (948) (585) Adjustments in respect of prior years 250 162 UK tax total 4,523 3,569 Foreign tax 4,666 4,145 Adjustments in respect of prior years 160 (207) Foreign tax total 4,826 3,938 Total current tax charge 9,349 7,507 Deferred tax: UK – origination and reversal of temporary differences 32 129 Foreign - origination and reversal of temporary differences (1,315) (1,329) Total deferred tax credit (1,283) (1,200) Total tax charge in income statement 8,066 6,307 (b) Factors affecting tax charge for the current period: The tax charge on profit for the year is different to that resulting from applying the standard rate of corporation tax in the UK – 25% (prior year – 25%). The differences are explained below: Year to 30 June 2026 $’000 Year to 30 June 2025 $’000 Profit on ordinary activities before tax 32,447 25,989 Tax on profit from ordinary activities at the standard rate (8,112) (6,497) Effects of: Unrelieved foreign tax at rates different to those of the UK 133 (20) Income ineligible for tax 153 (62) Capital allowances less than depreciation 118 207 Prior period adjustments (410) 47 Other 52 18 Total tax charge in income statement (8,066) (6,307) 8. EARNINGS PER SHARE The calculation of earnings per share is based on the profit for the period attributable to the equity shareholders of the parent divided by the weighted average number of ordinary shares in issue for the year ended 30 June 2026. As set out in the Directors’ report on page 80 of the full report, the Employee Benefit Trust held 1,438,035 (2025: 1,750,055) ordinary shares in the Company as at 30 June 2026. The Trustees of the Trust have waived all rights to dividends associated with these shares. In accordance with IAS 33 Earnings per share, the ordinary shares held by the Employee Benefit Trust have been excluded from the calculation of the weighted average number of ordinary shares in issue. The calculation of diluted earnings per share is based on the profit for the year attributable to the equity shareholders of the parent divided by the diluted weighted average number of ordinary shares in issue for the period ended 30 June 2026. Reported earnings per share Year to 30 June 2026 $’000 Year to 30 June 2025 $’000 Profit attributable to the equity shareholders of the parent for basic earnings 24,381 19,682 Number of shares Number of shares Issued ordinary shares as at 1st July 50,679,095 50,679,095 Effect of own shares held by EBT (1,465,633) (1,539,816) Weighted average shares in issue 49,213,462 49,139,279 Effect of movements in share options and EIP awards 535,609 759,201 Diluted weighted average shares in issue 49,749,071 49,898,480 Basic earnings per share (cents) 49.5 40.1 Diluted earnings per share (cents) 49.0 39.4 Basic earnings per share (pence) 36.9 30.9
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Diluted earnings per share (pence) 36.5 30.4 Underlying earnings per share* Underlying earnings per share is based on the underlying profit after tax*, where profit after tax is adjusted for gain/loss on investments, amortisation of acquired intangibles and their relating tax impact. Underlying profit for calculating underlying earnings per share Year to 30 June 2026 $’000 Year to 30 June 2025 $’000 Profit before tax 32,447 25,989 Add back/(deduct): - (Gain)/loss on investments (1,260) (766) - Amortisation on acquired intangibles 5,599 5,599 Underlying profit before tax 36,786 30,822 Tax expense as per the consolidated income statement (8,066) (6,307) Tax effect of fair value adjustments 314 190 Unwinding of deferred tax liability (1,344) (1,344) Underlying profit after tax for the calculation of underlying earnings per share 27,690 23,361 Underlying earnings per share (cents) 56.3 47.5 Underlying diluted earnings per share (cents) 55.7 46.8 Underlying earnings per share (pence) 41.9 36.7 Underlying diluted earnings per share (pence) 41.5 36.1 * This is an Alternative Performance Measure (APM). Please refer to the Financial Review for more details on APM 9. INTANGIBLE ASSETS Group Goodwill Directcustomerrelationships Distributionchannels Trade name Long termsoftware Total 30 June2025 $’000 $’000 $’000 $’000 $’000 $’000 $’000 Cost At start of period 90,072 46,052 6,301 1,405 974 144,804 144,744 Additions - - - - - - 60 Disposals - - - - (88) (88) - At close of period 90,072 46,052 6,301 1,405 886 144,716 144,804 Amortisation charge At start of period - 21,875 4,276 445 912 27,508 21,891 Charge for the period - 4,605 900 94 23 5,622 5,617 Disposals - - - - (86) (86) - At close of period - 26,480 5,176 539 849 33,044 27,508 Net book value:At close of period 90,072 19,572 1,125 866 37 111,672 117,296 Company Cost At start of period 172 172 112 Additions - - 60 Disposals (83) (83) At close of period 89 89 172 Amortisation charge At start of period 110 110 92 Charge for the period 23 23 18 Disposals (81) (81) - At close of period 52 52 110 Net book value 37 37 62 Goodwill, direct customer relationships, distribution channels and trade name acquired through business combination relate to the merger with KIM on 1 October 2020. Impairment Goodwill acquired through the business combination is in relation to the merger with KIM and relates to the acquired workforce and future expected growth of the cash generating unit (CGU). The Group has carried out an annual review of the carrying value of the CGU to which the goodwill is allocated to see if it has suffered any impairment. Management also considered whether there were any indicators of impairment of other intangible assets. The services of an independent valuation consultant, Kroll Advisory Limited (Kroll) was retained during the year to perform an assessment of impairment as of 30 April 2026. The Group assessed the recoverable amount of the CGU by its fair value (Fair Value) less cost of disposal (FVLCOD). The Fair Value is based on the Market Comparable Method (or “Comparable Company Analysis”) that indicates the value of KIM by comparing it to publicly traded companies in a similar
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line of business. An analysis of the trading multiples of comparable companies yields insight into investor perceptions and, therefore, the value of the subject company i.e., the value of KIM. FuM and EBITDA multiples were selected and applied to the historical and forecast metrics of KIM. The multiples were evaluated and selected based on the relative growth potential, operating margins and risk profile of KIM vis-a-vis the publicly traded comparable companies and also to reflect the degree of control and lack of marketability of the interest held in KIM. As such, FuM multiple of 3.5% and EBITDA multiples of 10.0x and 9.0x (calendar year 2025 and 2026 respectively) were selected based on the Comparable Company Analysis prior to concluding the Fair Value of KIM on a weighted average basis. This Fair Value is classified within Level 3 of IFRS 13 fair value hierarchy. The Group’s forecasts are based on its most recent and current trading activity and on current financial budgets for twelve months that are approved by the Board. The key assumptions underlying the budgets are based on the most recent trading activity with built in organic growth, revenue and cost margins. The annual growth rate used for extrapolating revenue forecasts was 5.6% and for direct costs was 3.0% based on the Group’s expectation of future growth of the business. The goodwill impairment assessment date of 30 April 2026 was different to the current reporting date. The performance of the CGU is reviewed for the period between the assessment date and the reporting date to determine whether any changes in circumstances or impairment indicators have occurred since the assessment date. Following our review, it was determined that there were no changes in circumstances or impairment indicators that would require the CGU to be impaired at the reporting date. The recoverable amount of the CGU exceeded the carrying amount of the CGU at 30 April 2026 by $27,841k (2025: $24,667k). Sensitivity analysis was applied to the selected multiples to measure the impact on the headroom in existence under the current impairment review. The following table shows the extent to which each of the selected multiples will be required to change in isolation for the recoverable amount of this CGU to be equal to its carrying amount. This highlights that further adverse movements in the selected multiples would be required before an impairment would be recognised. The below sensitivities make no allowance for mitigating actions that management would take if such market conditions persisted. 2026 From To EV / December LTM FuM – (USD Mn) 3.5% 0.7% EV / CY 2026 FuM – (USD Mn) 3.5% 0.8% EV / CY 2025 EBITDA Post Bonus 10.0x 2.0x EV / CY 2026 EBITDA Post Bonus 9.0x 1.7x The Directors and management have considered and assessed possible changes to other key assumptions and have not identified any instances that could cause the carrying amount of the CGU to exceed its recoverable amount. Based on the recoverable amount, using the fair value model, no impairment was required at 30 June 2026. 10. SHARE CAPITAL AND MERGER RELIEF RESERVE Share capitalMerger relief reserve Group and Company $’000 $’000 At start and end of period 50,679,095 ordinary shares of 1p each 644 128,984 11. DIVIDEND 30 June 2026 30 June 2025 $’000 $’000 Dividends paid: Interim dividend of 11p per share (2025: 11p) 7,228 7,052 Final dividend for year ended 30 June 2025 of 22p per share (2024: 22p) 14,047 13,866 21,275 20,918 A final dividend of 23p per share (gross amount payable $15,458k; net amount payable $15,020k*) has been proposed, payable on 5 November 2026, subject to shareholder approval, to shareholders who are on the register of members on 25 September 2026. *Difference between gross and net amounts is due to shares held at EBT that do not receive a dividend. 12. FINANCIAL INSTRUMENTS The Group’s financial assets include cash and cash equivalents, investments and other receivables. Its financial liabilities include accruals, lease liabilities and other payables. The fair value of the Group’s financial assets and liabilities is materially the same as the book value. (i) Financial instruments by category
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The tables below show the Group and Company’s financial assets and liabilities as classified under IFRS 9 Financial Instruments: Group Financial assets Assets at fair value through 30 June 2026 at amortised costprofit or loss Total Assets as per statement of financial position $’000 $’000 $’000 Other non-current financial assets – 7,686 7,686 Trade and other receivables 8,655 - 8,655 Cash and cash equivalents 42,003 _ 42,003 Total 50,658 7,686 58,344 Liabilities at fair value Financial liabilities through at amortised costprofit or loss Total Liabilities as per statement of financial position $’000 $’000 $’000 Trade and other payables 9,254 - 9,254 Current lease liabilities 630 - 630 Non-current lease liabilities 4,180 - 4,180 Total 14,064 - 14,064 Assets at fair 30 June 2025 Financial assets at amortised cost value through profit or loss Total Assets as per statement of financial position $’000 $’000 $’000 Other non-current financial assets – 6,506 6,506 Trade and other receivables 7,139 - 7,139 Cash and cash equivalents 35,492 _ 35,492 Total 42,631 6,506 49,137 Liabilities at fair value Financial liabilities through Liabilities as per statement of financial position at amortised costprofit or loss Total $’000 $’000 $’000 Trade and other payables 10,107 - 10,107 Current lease liabilities 585 - 585 Non-current lease liabilities 4,705 - 4,705 Total 15,397 - 15,397 Company Investment in Financial assets Assets at fair value through 30 June 2026 subsidiariesat amortised costprofit or loss Total Assets as per statement of financial position $’000 $’000 $’000 $’000 Other non-current financial assets 131,424 2,500 73 133,997 Trade and other receivables – 6,178 - 6,178 Cash and cash equivalents – 18,954 – 18,954 Total 131,424 27,632 73 159,129 Liabilities at fair value Financial liabilities through at amortised costprofit or loss Total Liabilities as per statement of financial position $’000 $’000 $’000 Trade and other payables 2,783 - 2,783 Current lease liabilities 315 - 315 Non-current lease liabilities 381 - 381 Total 3,479 - 3,479
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Investment inFinancial assetsAssets at fair value through 30 June 2025 subsidiariesat amortised costprofit or loss Total Assets as per statement of financial position $’000 $’000 $’000 $’000 Other non-current financial assets 131,643 2,500 60 134,203 Trade and other receivables – 6,171 - 6,171 Cash and cash equivalents – 16,550 – 16,550 Total 131,643 25,221 60 156,924 Liabilities at fair value Financial liabilities through at amortised costprofit or loss Total Liabilities as per statement of financial position $’000 $’000 $’000 Trade and other payables 4,281 - 4,281 Current lease liabilities 318 - 318 Non-current lease liabilities 725 - 725 Total 5,324 - 5,324 (ii) Fair value measurements recognised in the statement of financial position The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into levels 1 to 3 based on the degree to which the fair value is observable. • Level 1: fair value derived from quoted prices (unadjusted) in active markets for identical assets and liabilities. • Level 2: fair value derived from inputs other than quoted prices included within level 1 that are observable for the assets or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices). • Level 3: fair value derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data. The fair values of the financial instruments are determined as follows: - Investments for hedging purposes are valued using the quoted bid price and shown under level 1. - Investments in own funds are determined with reference to the net asset value (NAV) of the fund. Where the NAV is a quoted price the fair value is shown under level 1, where the NAV is not a quoted price the fair value is shown under level 2. - Forward currency trades are valued using the forward exchange bid rates and are shown under level 2. - Unlisted equity securities are valued using the net assets of the underlying companies and are shown under level 3. The level within which the financial asset or liability is classified is determined based on the lowest level of significant input to the fair value measurement. Group Level 1 Level 2 Level 3 Total 30 June 2026 $’000 $’000 $’000 $’000 Financial assets at fair value through profit or loss Investment in other non-current financial assets 7,613 73 - 7,686 Total 7,613 73 - 7,686 30 June 2025 Level 1 $’000 Level 2 $’000 Level 3 $’000 Total $’000 Financial assets at fair value through profit or loss Investment in other non-current financial assets 6,318 188 - 6,506 Total 6,318 188 - 6,506 Company 30 June 2026 Level 1 $’000 Level 2 $’000 Level 3 $’000 Total $’000 Investment in other non-current financial assets - 73 – 73 Total - 73 – 73 30 June 2025 Level 1 $’000 Level 2 $’000 Level 3 $’000 Total $’000 Investment in other non-current financial assets - 60 – 60 Total - 60 – 60 There were no financial liabilities at fair value at any of the reported periods.
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Level 3 Level 3 assets as at 30 June 2026 are nil (2025: nil). Where there is an impairment in the investment in own funds, the loss is reported in the income statement. No impairment was recognised during the period or the preceding year. (iii) Foreign currency risk Almost all of the Group’s revenues, and a significant part of its expenses, are denominated in US dollars. However, expenses related to UK and Singapore offices are denominated in currencies other than US dollars. As a result, expenses and balances arise which give rise to currency exposure. As at 30 June 2026, significant net asset balances included within the Group’s net asset balances were £1,370k (2025: net assets of £3,183k) denominated in sterling, C$690k (2025: C$543k) in Canadian dollars and SGD1,435k (2025: SGD1,680k) in Singapore dollars. Had the US dollar strengthened or weakened against these currencies as at 30 June 2026 by 10%, with all other variables held constant, the Group’s net assets and profit before tax would have increased or decreased (respectively) by $351k (2025: $609k). 10% represents management’s assessment of the reasonably possible change in foreign exchange rate. (iv) Market risk Changes in market prices, such as foreign exchange rates and equity prices will affect the Group’s income and the value of its investments. Where the Group holds investments in its own funds categorised as unlisted investments, the market price risk is managed through diversification of the portfolio. A 10% increase or decrease in the price level of the funds’ relevant benchmarks, with all other variables held constant, would result in an increase or decrease of approximately nil (2025: nil) in the value of the investments and profit before tax. The Group’s Global Equity CEF fund has been consolidated as a controlled entity, and therefore the securities held by the fund are reported in the consolidated statement of financial position under investments. At 30 June 2026, all of those securities were listed on a recognised exchange. A 10% increase or decrease in the price level of the securities would result in a gain or loss respectively of approximately $0.4 million (2025: $0.3 million) to the Group. The Group is also exposed to market risk indirectly via its Funds under Management, from which its fee income is derived. To hedge against potential losses in fee income, the Group may look to invest in securities or derivatives that should increase in value in the event of a fall in the markets. The purchase and sale of these securities are subject to limits established by the Board and are monitored on a regular basis. The investment management and settlement functions are totally segregated. The profit from hedging recognised in the Group income statement for the period is nil (2025: $nil). (v) Credit risk The majority of debtors relate to management fees due from funds and segregated account holders. As such, the Group is able to assess the credit risk of these debtors as minimal. For other debtors a credit evaluation is undertaken on a case-by-case basis. The Group has zero experience of bad or overdue debts. The majority of cash and cash equivalents held by the Group are with leading UK and US banks. The credit risk is managed by carrying out regular reviews of each institution’s credit rating and of their published financial position. Given their high credit ratings, management does not expect any counterparty to fail to meet its obligations. The Company’s maximum exposure to credit risk comprises amounts due from subsidiary undertakings and cash balances. Management has assessed the expected credit losses on intercompany receivables, taking into account the financial position and forecast cash flows of the relevant subsidiary undertakings. Based on this assessment, no loss allowance has been recognised, as any expected credit losses are considered to be immaterial. (vi) Liquidity risk The Group’s trade and other payables are immaterial and thus the liquidity risk is minimal. In addition, the Group’s investments in funds that it manages can be liquidated immediately if required. (vii) Interest rate risk The Group has no borrowings, and therefore has no exposure to interest rate risk other than that which attaches to its interest earning cash and cash equivalents balances. The Group’s strategy is to maximise the amount of cash which is maintained in interest bearing accounts and short-term treasury/money market funds, and to ensure that those accounts attract a competitive interest rate. At 30 June 2026, the Group held $42,003k (2025: $35,492k) in cash balances, of which $40,925k (2025: $34,940k) was held in bank accounts, short-term deposits and short-term treasury/money market funds, which attract variable interest rates. The effect of a 100 basis points increase/decrease in interest rates on the Group’s net assets would not be material. (viii) Capital risk management The Group manages its capital to ensure that all entities within the Group are able to operate as going concerns and exceed any minimum externally imposed capital requirements. The capital of the Group and Company consists of equity attributable to the shareholders of the Parent Company, comprising issued share capital, share premium, retained earnings and other reserves as disclosed in the statement of changes in equity.
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The Group’s operating subsidiary company in the UK, City of London Investment Management Company Ltd is subject to the minimum capital requirements of the Financial Conduct Authority (FCA) in the UK. This subsidiary held surplus capital over its requirements throughout the period. The Group is required to undertake an Internal Capital Adequacy and Risk Assessment (ICARA), which is approved by the Board. The objective is to assess the resilience of the Group’s financial position by conducting stress testing over a three-year period. The process includes stress testing the impact of major risks, including a significant market downturn, a substantial reduction in net fee margins, and a combination of these events. Based on the results of this analysis, it was concluded that the Group would retain sufficient resources to withstand these stressed scenarios and maintain its ongoing viability. APPENDIX 1. Principal risks The Board has conducted a robust assessment of the principal risks facing the Group, including those that would threaten its business model, future performance, solvency or liquidity. The existing risk profile remains stable with no significant changes to the existing principal risks. The primary risk is the potential for loss of FuM as a result of poor investment performance, client redemptions, reputational damage, a breach of mandate guidelines or market volatility. The Group seeks to attract and retain clients through consistent outperformance supplemented by first class client servicing. In addition to the above key business risks, the Group has outlined what it considers to be its other principal risks, including the controls in place and any mitigating factors. Emerging risks The Group recognises that risks can arise from changes in economic, regulatory, technological, competitive, and geopolitical environment. Emerging risks are uncertain developments that have the potential to impact the Group’s business model, future performance, solvency, or liquidity. Emerging risks are identified through horizon-scanning activities, management engagement, analysis of industry developments and consideration of changes in the regulatory, economic, technological and geopolitical environment. Identified risks are evaluated according to their potential impact on the Group's strategy and operations and, where appropriate, are incorporated into the principal risk framework and monitored through the Group’s established risk management processes. Given the evolving nature of emerging risks, their potential impact and likelihood can be difficult to assess. The Group therefore monitors external developments and market trends on an ongoing basis and, where appropriate, incorporates emerging risks into its risk management and strategic planning processes. Principal risk Controls / mitigation Key person risk Risk that key employees across the business leave/significant reliance on a small number of key employees. Team approach, internal procedures and knowledge sharing. Remuneration packages reviewed as needed to ensure talent/key employees are retained. In addition, the Nomination Committee regularly reviews talent and succession plans for both Board and key senior management positions. Technology, IT / cybersecurity and business continuity risks Risk that technology systems and support are inadequate or fail to adapt to changing requirements; systems are vulnerable to third party penetration or that the business cannot continue in a disaster. IT monitors and controls risks related to cyber threats, and for the strength and security of the Group's network and infrastructure. The IT department has controls in place to mitigate risk, which include, but are not limited to access management, patch management, application updates, physical environment protection, and data back-up and recovery. The Group has policies in place for Disaster Recovery/ Business Continuity and Incident Response Planning. Material error / mandate breach Risk of a material error or investment mandate breach occurring. Mandate guidelines are coded (where possible) into the order management system by the Investment Management/Compliance teams of each operating subsidiary. Regulatory and legal risk Risk of legal or regulatory action resulting in fines, penalties, censure or legal action arising from failure to identify or meet regulatory and legislative requirements in the Compliance teams of each subsidiary monitor relevant regulatory developments – both new regulations as well as changes to existing regulations that impact their
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jurisdictions in which the Group and its operating subsidiaries operate, including those as a result of being a listed entity on the London Stock Exchange. Risk that new regulation or changes to the interpretation of existing regulation affects the Group’s operations and cost base. respective subsidiary. Implementation is done as practicably as possible taking into account the size and nature of the business. The finance team with the support of CLIG’s Company Secretary keeps abreast of any changes to Listing Rules, accounting and other standards that may have an impact on the Group. Finance and both the compliance teams receive regular updates from a variety of external sources including regulators, law firms, consultancies etc. 2. Related party transactions In the ordinary course of business, the Company and its subsidiary undertakings carry out transactions with related parties as defined under IAS 24 Related Party Disclosures. Material transactions are set out below. (i) Transactions with key management personnel Key management personnel are defined as Directors (both Executive and Non-Executive) of City of London Investment Group PLC. (a) Details of compensation paid to the Directors as well as their shareholdings in the Group are provided in the Remuneration report on pages 65 and 69 and in note 4 of the full report. (ii) Person with significant influence One of the Group’s subsidiaries manages funds for a person with significant influence based on his shareholding in the Group. The amount of fees received by the Group during the period was $97k (2025: $92k). (iii) Summary of transactions and balances During the period, the Company received from its subsidiaries $14,132k (2025: $12,245k) in respect of management service charges and dividends of $23,000k (2025: $20,800k). Amounts outstanding between the Company and its subsidiaries as at 30 June 2026 are given in notes 16 and 18 of the full report. 3. Statement of Directors’ responsibilities The Directors are responsible for preparing the Strategic report, the Directors’ report, the Directors’ remuneration report and the Financial statements in accordance with applicable law and regulations. Company law requires the Directors to prepare Group and Company financial statements for each financial year. The Directors have elected under Company law and are required under the Listing Rules of the Financial Conduct Authority to prepare Group financial statements in accordance with UK- adopted International Accounting Standards. The Directors have elected under Company law to prepare the Company financial statements in accordance with UK-adopted International Accounting Standards. The Group and Company financial statements are required by law and UK-adopted International Accounting Standards to present fairly the financial position of the Group and the Company and the financial performance of the Group; the Companies Act 2006 provides in relation to such financial statements that references in the relevant part of that Act to financial statements giving a true and fair view are references to their achieving a fair presentation. 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 for that period. In preparing each of the Group and Company financial statements, the Directors are required to: •select suitable accounting policies and then apply them consistently; •make judgements and accounting estimates that are reasonable and prudent; •state whether they have been prepared in accordance with UK-adopted International Accounting Standards; and •prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and 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 financial statements and the Directors’ remuneration report comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Group and the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Directors’ statement pursuant to the Disclosure and Transparency Rules Each of the Directors, whose names and functions are listed on page 44 of the full report confirm that, to the best of each person’s knowledge: •the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit of the Company and the undertakings included in the consolidation taken as a whole; and
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•the Strategic Report and Directors’ report contained in the Annual Report includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face. The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the City of London Investment Group’s website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
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