To ensure that the Directors are aware of and understand their duties, they are provided with the relevant information as part of their induction, as well as receiving regular and ongoing updates and training on the relevant matters. They also have continued access to the advice and services of the Company Secretary and, when deemed necessary, the Directors can seek independent professional advice.

The schedule of Matters Reserved for the Board, as well as the Terms of Reference of its committees are reviewed on at least an annual basis and further describe the Directors' responsibilities and obligations, and include any statutory and regulatory duties. The Audit Committee has the responsibility for the ongoing review of the Company's risk management systems and internal controls and, to the extent that they are applicable, risks related to the matters set out in Section 172 are included in the Company's risk register and are subject to periodic and regular reviews and monitoring.

Decision-making

The Board considers the impact that any material decision will have on all relevant stakeholders to ensure that it is making a decision that promotes the long-term success of the Company, whether this be in relation to dividends, new investment opportunities, potential future fundraisings etc.

Stakeholders

The Board seeks to understand the needs and priorities of the Company's stakeholders and these are taken into account during all its discussions and as part of its decision-making. The Board has considered which parties should be deemed to be stakeholders of the Company. As the Company is an externally managed investment company and does not have any employees or customers, its key stakeholders comprise its Shareholders, regulators (including service party regulators) and service providers. The section below discusses why these stakeholders are considered of importance to the Company and the actions taken to ensure that their interests are taken into account.


Importance                                          Board engagement 
 
Shareholders 
 
                                                    The Company has over 150 Shareholders, including institutional and 
                                                    retail investors. The Board is committed to maintaining open 
                                                    channels of communication and to engage with Shareholders in a 
                                                    manner they find most meaningful in order to gain an understanding 
                                                    of their views. These include the channels below. 
 
                                                    AGM: under normal circumstances the Company welcomes and encourages 
                                                    attendance and participation from Shareholders at its AGMs and when 
                                                    possible, Shareholders will have the opportunity to meet the 
                                                    Directors and Investment Manager and to address questions to them 
                                                    directly. The Company values any feedback and questions it may 
                                                    receive from Shareholders ahead of and during the AGM and will take 
                                                    action or make changes, when and as appropriate. 
 
                                                    Publications: the Annual Report and Half Year Report are made 
                                                    available on the Company's website and the Annual Report is 
                                                    circulated to Shareholders. This information is supplemented by the 
Continued Shareholder support and engagement are    monthly calculation and publication of the NAV per share which is 
critical to the continued existence of the Company  announced via the regulatory news service of the London Stock 
and the successful delivery of its long-term        Exchange. In addition, a monthly factsheet and/or a quarterly 
strategy.                                           newsletter is published by the Investment Manager on the Company's 
                                                    website. Feedback and/or questions that the Company receives from 
                                                    Shareholders help the Company evolve its reporting, aiming to 
                                                    render the reports and updates transparent and understandable. 
Before the Company's fifth Annual General Meeting 
in 2024, the Board will formulate and submit to 
Shareholders proposals (which may constitute a 
tender offer or other method of distribution) to    Shareholder meetings: unlike trading companies, one-to-one 
provide Shareholders with an opportunity to realise Shareholder meetings take the form of a meeting with the Investment 
the value of their Ordinary Shares at the then      Manager rather than members of the Board. Feedback from all 
prevailing NAV per Ordinary Share less costs. In    substantive meetings between the Investment Manager and 
all circumstances, the Board will seek to balance   Shareholders is shared with the Board. The Chairman, the Chairman 
the interests of both continuing Shareholders and   of the Audit Committee or other members of the Board are available 
those electing to realise their investment.         to meet with Shareholders to understand their views on governance 
                                                    and the Company's performance where they wish to do so. With 
                                                    assistance from the Investment Manager, the Chairman seeks meetings 
                                                    with Shareholders who might wish to meet with him. During the year 
                                                    there were 16 meetings with shareholders. 
 
                                                    Shareholder concerns: in the event that Shareholders wish to raise 
                                                    issues or concerns with the Board, they are welcome to do so at any 
                                                    time by writing to the Chairman at the registered office. The 
                                                    Senior Independent Director is also available to Shareholders if 
                                                    they have concerns that contact through the normal channel of the 
                                                    Chairman has failed to resolve or for which such contact is 
                                                    inappropriate. 
 
                                                    Investor relations updates: at every Board meeting, the Directors 
                                                    receive updates from the Company's broker on the share trading 
                                                    activity, share price performance and any Shareholders' feedback, 
                                                    as well as an update from the Investment Manager. 
 
Other stakeholders 
 
 
The Investment Manager 
                                                    Maintaining a close and constructive working relationship with the 
                                                    Investment Manager is crucial, as the Board and the Investment 
                                                    Manager both aim to continue to achieve consistent, long-term 
                                                    returns in line with the Company's investment objective. Important 
                                                    components in the collaboration with the Investment Manager, 
                                                    representative of the Company's culture include those listed below. 
 
Holding the Company's shares offers investors a       ? Encouraging open, honest and collaborative discussions at all 
publicly traded investment vehicle through which        levels, allowing time and space for original and innovative 
they can obtain exposure to the Company's               thinking 
diversified portfolio. The Investment Manager's       ? Ensuring that the impact on the Investment Manager is fully 
performance is critical for the Company to              considered and understood before any business decision is made 
successfully deliver its investment strategy and      ? Ensuring that any potential conflicts of interest are avoided 
meet its objective.                                     or managed effectively 
 
                                                    The Board holds detailed and intensive discussions with the 
                                                    Investment Manager on all key strategic and operational topics on 
                                                    an ongoing basis. In addition to a monthly call there have been 
                                                    numerous meetings on a range of topics including the retirement of 
                                                    Jeremy Richards and the appointment of Adam English. Beyond this, 
                                                    there are weekly discussions by email and calls on various 
                                                    operational matters. 
 
The Administrator, the Company Secretary, the 
Registrar, the Depositary, the Custodian and the 
Broker 
 
                                                    The Board maintains regular contact with its key external providers 
                                                    and receives regular reporting from them through the Board and 
                                                    committee meetings, as well as outside of the regular meeting 
                                                    cycle. Their advice, as well as their needs and views are routinely 

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April 28, 2021 02:01 ET (06:01 GMT)