Manchester & London Appointment of AIFM and Depositary

 
TIDMMNL 
 
MANCHESTER AND LONDON INVESTMENT TRUST PLC 
 
                           (the "Company" or "MLIT") 
 
                                17 January 2018 
 
               Appointment of AIFM and Appointment of Depositary 
 
Appointment of an AIFM 
 
The Board of the Company announces the appointment of its investment manager, M 
&L Capital Management Limited ("MLCM" or "Portfolio Manager"), as the 
Alternative Investment Fund Manager ("AIFM") of the Company pursuant to an 
agreement between the Company and MLCM and effective from today (the " 
Management Agreement"). This appointment is due to the requirements of the EU 
Alternative Investment Fund Managers Directive ("AIFMD") as implemented in the 
United Kingdom. 
 
MLCM has been authorised by the Financial Conduct Authority as an AIFM under 
the AIFMD. 
 
Under the Management Agreement MLCM will continue to receive an annual 
management fee equal to 0.5% per annum of the net asset value of the Company in 
relation to its role as Portfolio Manager.  In addition, MLCM will now receive 
an incremental annual fee of GBP59,000 (charged weekly/monthly) to undertake 
additional AIFM duties such as Risk Management & Valuation on behalf of the 
Company. 
 
This transaction with MLCM is deemed to be a smaller related party transaction 
within the definition of Listing Rule 11.1.10R because the percentage ratios 
are less than 5% but exceed the 0.25% threshold as set out in LR 11.1.10R(1). 
 
It is important to note that it has been agreed that of this incremental fee 
for the additional duties as AIFM, MLCM will not receive more than GBP48,484 
before the 6th December 2018. 
 
Link Asset Services (the "Administrator"), the existing administrator, will 
continue to account for and publish the net asset value of the Company and the 
net assets and the net asset value per share of each class of shares, in each 
case in accordance with the valuation policy of the Company. 
 
Appointment of Depository 
 
Pursuant to an agreement between the Company, the AIFM and INDOS Financial 
Limited ("INDOS" or the "Depositary "), effective 17th January 2018, INDOS has 
been appointed to act as depositary to the Company. 
 
INDOS is authorised and regulated by the Financial Conduct Authority. 
 
Pursuant to the Depositary Agreement, the Depositary shall be paid a fee of 
0.03% of the Net Asset Value per annum subject to a minimum fee of GBP2,916.66 
per month.  In addition, the Depositary is entitled to a one off set up fee of 
GBP5,000. 
 
The Depositary does not warrant the contents of this announcement (other than 
information pertaining to it), nor is it involved in the management, 
administration or net asset value calculation of the Company.  The services as 
Depositary may be terminated by the Company or the Depositary at any time, 
subject to 3 months' prior written notice and the appointment of a replacement 
depositary, or on immediate written notice by any such party in the event of 
certain circumstances set out in the Depositary Agreement. 
 
The Company will indemnify and hold harmless the Depositary, its directors, 
officers, and employees from and against any losses, expenses and liabilities 
incurred by such persons in the performance of services under the Depositary 
Agreement.  However, the Depositary, its directors, officers, employees and/or 
agents will not be indemnified by the Company for any such action or inaction 
arising from fraud, wilful default, negligence, or bad faith on the part of the 
Depositary.The Depositary has delegated safekeeping duties to J.P. Morgan 
Securities plc and Morgan Stanley & Co. International plc (the "Sub-Custodians" 
or "Prime Brokers").  It should be noted that there are collateral and asset 
re-use arrangements in place with both Sub-Custodians.  The Depositary has also 
discharged to the Sub Custodians various liabilities in respect of assets held 
at the Sub Custodian.  The Depositary has no investment discretion over the 
assets of the Company. 
 
The Depositary may appoint sub-custodians, agents or delegates to hold the 
assets of the Company, provided that the Depositary shall exercise reasonable 
skill, care and due diligence in the selection of a suitable sub-custodian and 
shall be responsible to the Company for the duration of the relevant 
sub-custody agreement for satisfying itself as the ongoing suitability of the 
sub-custodians to provide custodial services to the Company.  The Depositary 
will also maintain an appropriate level of supervision over the sub-custodians 
and will make appropriate inquiries periodically to confirm that the 
obligations of the sub-custodians continue to be competently discharged. 
 
Other information required to be provided by the Company under the AIFMD 
 
The AIFMD requires the Company to provide certain additional information to 
shareholders. This information can be found at www.mlcapman.com/ 
manchester-london-investment-trust-plc/ 
 
Enquiries: 
 
M&L Capital Management Limited (AIFM):           [phone] 
 
Manchester & London - Company Secretary:       [phone] 
 
INDOS Financial Limited (Depositary):    [phone] 
 
Beaumont Cornish:         [phone] 
 
 
 
END 
 

(END) Dow Jones Newswires

January 17, 2018 07:38 ET (12:38 GMT)