Ashmore Annual Report 2018
Ashmore Annual Report 2018
Ashmore Annual Report 2018
A strategy for
US$73.9bn £276.3m
2017: US$58.7bn 2017: £257.6m
2014 75.0 2014 262.9
2015 58.9 2015 283.3
2016 52.6 2016 232.5
2017 58.7 2017 257.6
2018 73.9 2018 276.3
66%
2017: 65%
£191.3m
2017: £206.2m
2014 67 2014 171.6
2015 67 2015 181.3
2016 62 2016 167.5
2017 65 2017 206.2
2018 66 2018 191.3
21.3p
2017: 23.7p
16.65p
2017: 16.65p
2014 18.6 2014 16.45
2015 19.3 2015 16.65
2016 18.1 2016 16.65
2017 23.7 2017 16.65
2018 21.3 2018 16.65
2000
2002
2010
2012
1996
1998
2006
2008
2016
2018
1994
2004
2014
Alternatives 2%
Multi-asset 1%
EMLIP net EMBI GD S&P 500
Overlay/ liquidity 8%
Cumulative monthly returns since October 1992
Source: Ashmore, Bloomberg, JP Morgan
– Deep understanding of the broad range of Emerging Markets
– Emerging Markets account for the majority of the underpins active, value-based investment philosophy
world’s population (87%) and GDP (59%) yet only a small
– Processes add risk when assets are mispriced relative to
proportion (22%) of the world’s debt
fundamentals
– The structural growth opportunity is therefore
– Investment committees mean no single individual
substantial and inefficient asset classes mean specialist,
manages funds and there is not a star culture
active management is key to delivering superior
investment returns – Track record extends more than 25 years
See page 18 for more on Emerging Markets performance See page 22 for a review of Ashmore’s performance
Investment performance
Establish Emerging Ashmore’s active investment processes have been proven
1 Markets asset
classes
through a number of Emerging Markets cycles. The ability to
identify and capitalise on market inefficiencies delivers strong
investment performance for clients.
Diversify investment
2 themes and developed % of AuM outperforming benchmarks (gross)
94
92
91
89
87
86
81
81
73
73
69
Mobilise Emerging
3
63
60
Markets capital
38
23
5 years 5 years
Act ramm
us
pro
foc
ive
g
t
see e
alis
eci
dc
Sp
api
ive
Act nt Adjusted EBITDA Strong conversion of
tal
Stro e
n m
bala g, liquid e
nag styl
e margin adjusted earnings to cash
nce
shee ma
t
66% 114%
Div 2017: 65% 2017: 109%
ng
rati ers
ifie
le ope d
lab clie
n Diluted EPS Dividends per share
Sca form bas t
t
pla e
21.3p 16.65p
op tion
hy
a
cip
Co e
x
ilos
Fle
lin
st
See pages 4 & 12 for Ashmore’s strategy and business model See page 14 for more on Ashmore’s KPIs
Establish
1 Emerging Markets
asset classes
Diversify investment
2 themes and developed
world capital sources
Mobilise
3 Emerging Markets
capital
EMBI GD
index -1.6% 5%
7.5
6.4
5.4
3.8 4.2
3.6
N/A 2.0
2005 2010 2015 2017
Equity Fixed income
Source: Ashmore, annual reports of representative European and US pension funds collectively responsible for more than US$750 billion of assets.
Growth in Emerging Markets Number of countries in external Proportion of bonds issued in Typical Emerging Markets
investment universe in 2017 debt index local currency weight in global indices
%QTRQTCVGUƂPCPEKCNKPUVKVWVKQPU
(WPFUUWDCFXKUGTU
6JKTFRCTV[KPVGTOGFKCTKGU
Foundations/endowments 2%
Intermediary
Diverse and balanced AuM by client location
Americas 24%
Europe ex UK 24%
UK 10%
3
Accessing superior economic and industry growth rates
Emerging economies’ capital markets are Average EM GDP growth EM share of world GDP
2019-2023 (IMF) 2018 (IMF)
growing and becoming more sophisticated over
time. Domestic institutional and retail investors
are shifting from relatively simple deposit +5.0% 59%
products to higher return fixed income and
Average DM GDP growth EM share of world GDP
equity investments, and over time into illiquid 2019-2023 (IMF) 2023 (IMF)
assets. Ashmore has established local onshore
asset management platforms to participate
in these growth trends, and to augment the
+1.7% 63%
growth available in managing global capital for
larger Emerging Markets institutions.
8
+1
6 those in the developed world within the next 25 years. The third
CA
0
2007 2017
High-return,
diversified range of
Emerging Markets Act ramm
us
investment themes
pro
foc
ive
g
t
see
alis
dc
eci
e
api
Sp
tal
ive
Stro
ng, l Act le
bala iquid sty
nce
shee ment
e
t nag
ma
Political, social
and economic
convergence trends Div
ng
perati ers
ifie
leo dclie
lab n
Sca orm bas t
tf e
pla
Co
op tion
st d
a
hy
rem ible
ph uner
isc
ipli
x
ilos
Fle
ne
Investors are
typically underweight
Emerging Markets
Definition The movement between opening and The proportion of relevant Group AuM
closing AuM provides an indication of the that is outperforming benchmarks on a
overall success of the business during gross basis, over one year, three years
the period, in terms of subscriptions, and five years. The gross basis reflects
redemptions and investment performance. the largely institutional nature of the client
base, typically with the ability to agree
The average AuM level during the period,
bespoke fee arrangements. Funds without
along with the average margins achieved,
a performance benchmark are excluded,
determines the level of management
specifically those in the Alternatives and
fee revenues.
Overlay/liquidity themes.
Relevance to strategy The Group’s strategy seeks to capitalise The Group’s success is dependent on
on the growth trends across Emerging delivering investment performance for
Markets. This is ultimately reflected in clients, who typically look at performance
AuM growth over time. over the medium to long term.
US$73.9bn 94%
2017: US$58.7bn 2017: 86%
75.0
73.9
94
92
91
89
87
86
81
81
58.9
58.7
73
73
52.6
69
63
60
38
23
2014 2015 2016 2017 2018 2014 2015 2016 2017 2018
1 year 1 year
AuM increased by US$15.2 billion (+26%)
3 years 3 years
through net inflows of US$16.9 billion
5 years 5 years
partially offset by negative market
performance of US$1.4 billion and
other movements of US$0.3 billion. Ashmore’s investment processes
More information continue to deliver strong performance
Non-GAAP alternative performance measures are Average AuM increased by 26% to
defined on page 27 and a reconciliation to GAAP US$69.2 billion. for clients over one, three and five years.
measures is provided on page 22.
Five-year comparatives for other alternative
performance measures are included in the five-year
summary on page 126.
The adjusted EBITDA margin measures Profit attributable to equity holders of the The Group maintains a strong balance
operating profit excluding depreciation parent divided by the weighted average of sheet through the cycle. This is measured
and amortisation against net revenues. all dilutive potential ordinary shares. by the total value of net capital resources
To provide a meaningful assessment available to the Group, defined as capital
of the Group’s operating performance, and reserves attributable to equity
the measure excludes foreign exchange holders of the parent less goodwill and
translation and seed capital items. intangible assets less material holdings,
and comparing this with the consolidated
regulatory capital requirement (see note
21 to the financial statements), to provide
a solvency ratio.
Delivering a high profit margin The earnings per share reflect the overall A strong balance sheet enables the Group
demonstrates the Group’s scalable financial performance of the Group in the to build a diversified client base, provides
operating platform, enables investment period, and represent an aspect of value opportunities for investment to grow the
in future growth opportunities, supports creation for shareholders. business including the seeding of funds,
cash generation to sustain a strong and supports the Group’s dividend policy.
balance sheet, and provides for attractive
returns to shareholders.
527
425
21.3
67
66
19.3
65
18.6
62
18.1
599
559
506
495
457
119
111
100
94
73
2014 2015 2016 2017 2018 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018
Financial resources (£m) Financial resources (£m)
The margin increased to 66%, reflecting The decline in diluted EPS compared
Capital requirement (£m) Capital requirement (£m)
11% operating revenue growth and to the prior financial year reflects lower
the Group’s disciplined cost control mark-to-market foreign exchange Solvency ratio (%)
that limited adjusted operating cost translation and seed capital gains,
growth to 7%. This delivered cash which offset the strong growth of 15% Ashmore maintains a strong capital
from operations excluding consolidated in adjusted EBITDA. position, with total financial resources
funds of £210.1 million, or 114% of equivalent to approximately four times its
adjusted EBITDA. regulatory capital requirement.
Ashmore’s strategy capitalises The progress made in 2018 is illustrated by Strategic developments
the following developments: Ashmore’s three-phase strategy delivers
on the substantial growth
growth and value for clients and shareholders
opportunities available across – Ashmore’s investment processes actively
through market cycles. In the financial year,
buy risk in periods of market dislocation
Emerging Markets, and its and this consistent approach is delivering
progress was made on a number of important
business model adapts to significant outperformance, with 73% of
strategic initiatives.
market cycles within the AuM outperforming over one year, 94% Phase 1: Establish Emerging Markets
longer-term growth trend. over three years and 89% over five years. asset class
– Record gross and net inflows resulted Investor allocations to Emerging Markets
Ashmore therefore consistently deploys are underweight but increasing steadily.
in AuM growth of 26% as the Group’s
active investment processes, controls its The typical investor has an allocation below
global distribution team capitalised on the
operating costs in response to the revenue 10% compared to a global benchmark
strong performance and investors began
environment, maintains a strong and liquid neutral weight of 15% to 20%.
to address their underweight positions in
balance sheet and invests in future growth
Emerging Markets. This underweight positioning combined
opportunities through the full market cycle.
– A continuous focus on cost control drove with compelling valuations available across
This approach generates value for clients a 4% reduction in adjusted operating Emerging Markets, strong outperformance
through strong investment outperformance, costs excluding variable compensation, across Ashmore’s product range, and
and for shareholders through the delivery and an inherently flexible remuneration the global distribution team’s extensive
of a high adjusted EBITDA margin, policy means operating revenue growth direct client relationships delivered record
consistent conversion of profits to cash, of 11% resulted in adjusted EBITDA net inflows of US$16.9 billion in the year.
and a progressive dividend policy. It growth of 14%. Demand was broad-based across the Group’s
also underpins and sustains Ashmore’s client base and investment themes, with
– Earnings are consistently converted to cash.
culture, with a demonstrable alignment of the most significant flows into blended debt,
In this period, operating cash flows excluding
employees’ interests with those of clients local currency, short duration and specialist
consolidated funds were £210.1 million and
and shareholders. equity products.
represented 114% of adjusted EBITDA.
As Emerging Markets continue to grow, – New seed capital investments of £65 Phase 2: Diversify investment themes and
Ashmore’s strategy and business model will million were made. This takes total developed world capital sources
remain consistent to generate value for the investments over the past nine years to Ashmore is diversifying its revenue mix to
Group’s clients, shareholders and employees. £640 million, of which 71% has been provide greater revenue stability through
Strong operating and fi nancial successfully redeemed and at a profit. the cycle. From a client mix perspective,
performance – The Group successfully managed the the focus on building a larger retail business
Ashmore has delivered a strong operating introduction of the Markets in Financial generated 47% growth in AuM sourced
and financial performance and made further Instruments Directive II (MiFID II) in January through intermediary channels. Retail clients
progress on strategic initiatives in this financial 2018 and has achieved the cost control now represent 14% of Group AuM.
year. Significant investment outperformance described above, notwithstanding the Group Ashmore has also maintained the strength
combined with the Group’s diverse client absorbing payments for broker research. of its institutional client base with a balanced
base and global distribution capabilities have – Ashmore’s balance sheet strength mix of client types and an average tenure of
resulted in record net flows in the period and represents a source of strategic and institutional client relationship of more than
strong growth in AuM. A continued focus on competitive advantage through the cycle. six years.
cost control means adjusted EBITDA grew Total net capital resources of £599.2 million
faster than revenues and the adjusted EBITDA are in excess of the Group’s regulatory Product diversification continues to be
margin increased to 66%. Importantly, the important as Ashmore’s objective is to
capital requirement of £119.5 million.
investments made in local platforms and provide clients with a full range of scalable
intermediary distribution channels are delivering Market performance Emerging Markets investment opportunities.
strong AuM growth, and the Group’s equity As described in the Market review, Emerging During the year, the Group’s global and
investment capabilities were enhanced over Markets delivered strong returns for most of specialist equities capabilities were enhanced
the period. the financial year, reflecting the favourable through the recruitment of a number of senior
economic trends underpinning the vast investment professionals in London. Over the
majority of countries. Global risk aversion medium term, Ashmore’s goal is to increase
increased in the final quarter, leading to a the proportion of AuM managed in equity
decline in Emerging Markets asset prices strategies from 6% today.
and so presenting attractive investment
opportunities for active managers to exploit.
6 September 2018
100
– a value-based investment philosophy
and rigorous company/credit analysis.
1992
2000
2002
2010
2012
1996
1998
2006
2008
2016
2018
1994
2004
2014
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
Strategic report
External debt Corporate debt Equities
The EMBI GD benchmark declined by 1.6% The CEMBI BD benchmark was effectively Equity markets performed well over the
over the year, outperforming its reference unchanged over the year with a -0.1% return. 12-month period, delivering returns of
10-year US Treasury bond that returned The high yield (HY) index returned +0.2% and +8.2%, +5.6% and +1.7% for the MSCI
-2.7%. The index continues to grow with so underperformed the US HY index (+3.0%). EM, MSCI EM Small Cap and MSCI
two more countries added in the period to The favourable economic backdrop and Frontier Markets indices, respectively.
take the total to 67. This provides significant improving business cycle across Emerging This performance was underpinned by
diversification, as illustrated in the wide range Markets means that defaults continue to an ongoing recovery in the profit cycle
of country returns over the year from -39% to trend lower, declining from 2.2% to 1.7% combined with attractive ratings, particularly
+11%, and therefore significant opportunities over the year. Notably this is a lower level relative to developed world equity markets.
for an active manager to generate value. of default than seen in the US high yield
Ashmore has a comprehensive product
market (3.0%).
Ashmore’s relative performance is strong, range, including specialist products such
with its external debt composite delivering Ashmore’s three-year investment as Frontier Markets through to all cap
three-year annualised gross returns of performance is strong, with +6.1% gross strategies and single country funds.
+7.1% compared with +4.6% for the annualised returns by the corporate debt Active management, and a combination of
benchmark index. composite compared with +3.9% for the bottom-up security selection with top-down
CEMBI BD benchmark. macro views, has delivered outperformance
The outlook for the external debt asset class
over three years. For example, the Frontier
is positive. There are attractive spreads Demand for corporate debt is underpinned
Markets composite has three-year annualised
over US Treasuries and the possibility of by its attractive characteristics including
gross performance of +7.3% versus +2.2%
more countries joining the index to increase diversification, with more than 600 issuers
for the MSCI Frontier Markets index.
diversification, raise credit quality and in 52 countries, higher spreads than offered
reduce volatility. by equivalently rated developed world The outlook for equities is supported by an
companies, and leverage tends to be the attractively valued and highly diverse set of
Local currency
result of operating requirements rather than investment opportunities, many of which are
The GBI-EM GD benchmark fell by 2.3% over
LBOs or financial engineering. driven by domestic or structural factors within
the period, with a positive contribution from
Emerging Markets.
rates offset by weaker EM FX against the Blended debt
US dollar. As was the case with external The standard benchmark (50% external debt, Alternatives
debt, the diversity of the 18-member local 25% local currency bonds, 25% EM FX) There are significant thematic growth
currency index delivered a broad range of delivered a return of -1.2% over the year. opportunities associated with real or illiquid
country returns over the year, from -44% assets in Emerging Markets, such as real
Ashmore’s investment process actively
to +10%. estate, infrastructure development and
manages blended debt portfolios by
private healthcare provision. Ashmore’s
Ashmore’s local currency bonds composite determining the relative value between
track record of structuring funds and raising
has outperformed the index with three-year the constituent fixed income themes.
long-term capital positions it well to capture
annualised gross returns of +3.3% compared This approach has delivered significant
these opportunities.
with +2.0% for the index. outperformance for clients with a gross
annualised return of +5.9% over three years Growth in the alternatives theme can be
The recent correction in this asset class
versus the benchmark return of +3.2%. successfully delivered through acquiring and
should be seen against the strong returns
aligning with local businesses that tie into
delivered since early 2016. The index yield Ashmore expects continued demand for
these growth themes.
of 6.8% is the same as it was when the blended debt funds from both institutional
Fed Funds rate was 5.25% prior to the and retail investors, wishing to gain broad Multi-asset
global financial crisis, and also the same access to the wide range of attractive Ashmore’s multi-asset composite has
as immediately after the US election, investment opportunities available in returned +9.2% on a gross annualised basis
following which the asset class rallied 15% in the US$24 trillion Emerging Markets over three years, significantly outperforming
12 months and attracted meaningful investor debt universe, with the benefit of active its benchmark (+5.3%). This demonstrates
flows. Importantly, local currency bonds are management to enhance returns. the benefit of apply ing active management
predominantly investment grade and offer a to the diverse range of equity and fixed
real yield of 3%, comfortably in excess of that income markets.
offered by developed world bonds of similar
quality and duration. These characteristics
underpin Ashmore’s expectation of further
demand for local currency funds from a broad
range of institutional investors.
Strategic report
The AuM by theme as classified by mandate is shown in the table below. Reclassifications typically occur when a fund’s investment objectives,
investment guidelines or performance benchmark change such that its characteristics cause it to be included in a different theme.
AuM Gross Gross Reclassifications / AuM
30 June 2017 Performance subscriptions redemptions Net flows other 30 June 2018
Theme US$bn US$bn US$bn US$bn US$bn US$bn US$bn
External debt 13.3 (0.2) 3.4 (2.0) 1.4 – 14.5
Local currency 13.7 (0.6) 8.4 (2.5) 5.9 (2.0) 17.0
Corporate debt 6.3 – 6.1 (2.6) 3.5 – 9.8
Blended debt 14.6 (0.5) 6.5 (2.9) 3.6 2.0 19.7
Equities 3.4 (0.1) 2.8 (1.9) 0.9 – 4.2
Alternatives 1.5 – 0.1 (0.1) – – 1.5
Multi-asset 1.1 – 0.1 (0.2) (0.1) – 1.0
Overlay/liquidity 4.8 – 2.6 (0.9) 1.7 (0.3) 6.2
Total 58.7 (1.4) 30.0 (13.1) 16.9 (0.3) 73.9
Segregated accounts represent 61% of AuM The Group’s AuM by geography of investment 13% of the Group’s AuM was eligible to earn
(30 June 2017: 67%), the lower proportion is well diversified with 39% in Latin America, performance fees (30 June 2017: 12%) of
resulting from several factors such as 24% in Asia Pacific, 15% in the Middle East which a significant proportion is subject to
increased retail AuM and flows into mutual and Africa, and 22% in Eastern Europe. rebate agreements.
funds from smaller institutional clients.
Financial review Translation of the Group’s non-Sterling
There will continue to be demand for Revenues assets and liabilities at the period end
segregated accounts, for example from larger Net revenue increased by 7% to £276.3 million resulted in a foreign exchange loss of
and more sophisticated institutional clients (FY2016/17: £257.6 million) reflecting strong £2.0 million (FY2016/17: £7.8 million gain),
that are subject to regulatory obligations, growth in net management fee income, and caused principally by a recovery in the value
or that wish to apply specific investment lower performance fee income and foreign of Sterling against the US dollar over the
guidelines. However, subject to product exchange translation revenues than in the prior period. The Group recognised net realised
demand in a particular period, the Group year period. Operating revenues, excluding FX and unrealised hedging gains of £1.8 million
expects growth in segregated accounts to translation, grew by 11% to £278.3 million. (FY2016/17: £2.8 million loss) to give a
be balanced by retail and other institutional total foreign exchange loss in revenues of
Management fee income net of distribution
demand for mutual funds. £0.2 million (FY2016/17: £5.0 million gain).
costs increased by 13% from £221.6 million
Ashmore’s global mutual fund platforms to £250.5 million, with strong AuM growth The growth in other revenue to £4.1 million
continue to grow. The SICAV range of 26 funds partially offset by a lower fee margin of 49bps (FY2016/17: £1.8 million) reflects higher
increased AuM by 52% to US$14.2 billion at (FY2016/17: 52bps) and a 6% headwind from transaction fees.
30 June 2018 (30 June 2017: US$9.3 billion an unfavourable average GBP:USD exchange
in 25 funds), with growth driven by short rate of 1.3464 for the period compared with
duration, local currency bonds, blended debt the prior year (FY2016/17: 1.2766). Year end headcount
and corporate debt funds. The US 40-Act
The movement in the Group’s net
range of eight funds increased AuM by 26%
to US$2.1 billion (30 June 2017: US$1.7 billion
in 10 funds), with growth delivered in particular
management fee margin is largely explained
by growth in large segregated accounts,
253
2017: 252
which attract a lower net management fee
through the blended debt, short duration and
margin due to their size, predominantly
frontier equity funds.
through clients adding to existing funds in
In total, 33% of the Group’s AuM has addition to new client mandates. The growth
239
200
222
197
been sourced from clients domiciled in in higher net margin retail intermediary assets
202
180
180
170
189
175
88
86
83
77
73
presentation to take account of the allocation The Group generated performance fees
64
63
63
52
into the underlying asset classes of the of £21.9 million in the year (FY2016/17:
multi-asset and blended debt themes; and £28.3 million) from a range of segregated 2014 2015 2016 2017 2018
of crossover investment from within certain accounts and mutual funds within the
Global Support
external debt funds. fixed income, equities and multi-asset
Local Investment professionals
investment themes. At 30 June 2018,
AuM classified by mandate 2017 (%) AuM classified by mandate 2018 (%) External debt
Local currency
Corporate debt
8 8 Blended debt
22 21
23 6 20 Equities
6
Alternatives
Multi-asset
25 27
23 23 Overlay/liquidity
11 13
8 9
3 2
7 7
39 38
13 15
30 29
AuM by investor type 2017 (%) AuM by investor type 2018 (%) Central banks
Governments
12 2 2 Pension plans
17 14 15
3 %QTRQTCVGUƂPCPEKCNKPUVKVWVKQPU
4 8
9 Funds/sub-advisers
15
14 Third-party intermediaries
15
13 Foundations/endowments
29 28
AuM by investor geography 2017 (%) AuM by investor geography 2018 (%) Americas
Europe ex UK
UK
21 19
26 24
8 10
Strategic report
The table below summarises net management fee income after distribution costs, performance fee income, and average net management fee
margin by investment theme, determined with reference to weighted average assets under management.
Net management Net management Performance Performance Net management Net management
fees fees fees fees fee margin fee margin
FY2017/18 FY2016/17 FY2017/18 FY2016/17 FY2017/18 FY2016/17
Theme £m £m £m £m bps bps
External debt 50.7 48.9 3.1 9.4 46 50
Local currency 46.6 42.8 12.9 11.9 42 41
Corporate debt 35.8 25.9 0.9 1.8 59 62
Blended debt 68.2 57.8 4.7 2.6 49 53
Equities 23.3 21.5 0.1 0.9 81 90
Alternatives 12.3 12.8 – 1.0 131 124
Multi-asset 6.4 7.4 0.2 0.7 74 80
Overlay/liquidity 7.2 4.5 – – 17 15
Total 250.5 221.6 21.9 28.3 49 52
£100.4m
items, EBITDA increased by 14% from statements provides a full reconciliation of
£161.1 million to £183.6 million. this difference compared to the blended
2017: £100.7m UK corporation tax rate.
The adjusted EBITDA margin increased
from 65% to 66%, demonstrating the Balance sheet
66.1 5.0 29.3
merits of the operating model and strict Ashmore’s policy is to maintain a strong
2014 cost control in a period when operating
67.2 5.3 27.0
balance sheet in order to meet regulatory
revenues increased by 11%. capital requirements, to support the
2015
59.7 5.1 27.5 commercial demands of current and
Finance income
prospective investors, and to fund strategic
2016 Net finance income of £15.2 million
67.8 5.5 27.4 development opportunities across the
includes seed capital-related items totalling
business. These include establishing
2017 £10.6 million. Excluding these items, the
72.8 5.0 22.6 distribution offices and local asset management
Group’s net interest income for the period
ventures, seeding and investing in funds and
2018 was £4.6 million (FY2016/17: £2.6 million),
other assets, and other strategic initiatives.
Personnel costs slightly higher than in the prior year as a result
Depreciation & amortisation
of higher prevailing market interest rates. Consistent with this policy, as at 30 June 2018,
total equity attributable to shareholders of
Other operating costs
the parent was £759.2 million (30 June 2017:
£724.4 million) and there is no debt on the
Group’s balance sheet.
Strategic report
As a UK listed asset management group, principally the result of an increase in the financial performance during the period
Ashmore is subject to regulatory supervision amount of undrawn illiquid seed capital and consequent strong cash generation,
by the Financial Conduct Authority (FCA) investments, for which a 100% deduction is its balance sheet strength, and the Board’s
under the Prudential Sourcebook for Banks, taken, in addition to higher foreign exchange confidence in the Group’s future prospects,
Building Societies and Investment Firms. volatility leading to an increase in the capital the Directors are recommending a final
required for market risk. dividend of 12.10 pence per share for the
At the year end, the Group had two UK- year ending 30 June 2018, which, subject
regulated entities: Ashmore Investment Ashmore currently forecasts that the adoption
to shareholder approval, will be paid on
Management Limited (AIML) and Ashmore of IFRS 16 Leases will have an immaterial
7 December 2018 to shareholders who are
Investment Advisors Limited (AIAL), on behalf effect on its regulatory capital position.
on the register on 2 November 2018.
of which half-yearly capital adequacy returns
The Group has total net capital resources of
are filed. Both AIML and AIAL held excess
£599.2 million, equivalent to 85 pence per
capital resources relative to their requirements
share, giving a solvency ratio of 401% and Tom Shippey
at all times during the period under review.
excess regulatory capital of £479.7 million. Group Finance Director
Since 1 January 2007, Ashmore has been Therefore, the Board is satisfied that the
subject to consolidated regulatory capital Group is adequately capitalised. 6 September 2018
requirements, whereby the Board is required
Dividend
to assess the degree of risk across the
The Board intends to pay a progressive
Group’s business, and the Group is required
ordinary dividend over time, taking into
to hold sufficient capital against these risks.
consideration factors such as prospects
The Board has therefore assessed the for the Group’s earnings, demands on the
amount of Pillar II capital required to be Group’s financial resources, and the markets
£119.5 million (30 June 2017: £111.1 million). in which the Group operates.
More information
Read Ashmore’s governance report on pages
45-47 The Group’s system of internal control is
Risk management and
internal control systems integrated into the Group’s strategy and
In accordance with the principles of the business model and embedded within its
The Board is responsible for risk UK Corporate Governance Code, the Board routine business processes and operations,
management, although it has delegated is ultimately responsible for the Group’s risk and a strong control culture is combined
authority to carry out day-to-day management and internal control systems with clear management responsibility and
functions to Executive Directors and and for reviewing their effectiveness. Such accountability for individual controls. The
specialised committees, such as the systems and their review are designed internal control framework provides an
Group Risk and Compliance Committee to manage rather than eliminate the risk ongoing process for identifying, evaluating
and the Operating Committee. of failure to achieve business objectives, and managing the Group’s principal risks,
and can only provide reasonable and and has been in place for the year under
More information
Read about Ashmore’s principal risks on pages not absolute assurance against material review and up to the date of approval of the
32-33 misstatement or loss. Annual Report and Accounts. The process
is regularly reviewed by the Group’s Audit
Within the Group’s overarching corporate and Risk Committee (ARC) and accords with
governance framework, through which the the guidance in the document ‘Guidance
Board aims to maintain full and effective on Risk Management, Internal Control and
control over appropriate strategic, financial,
Related Financial and Business Reporting’
operational and compliance issues,
(the Guidance) published by the Financial
an internal control framework has been Reporting Council in September 2016.
established, against which the Group is
able to assess the effectiveness of its risk
management and internal control systems.
– detailed investment reports are – semi-annual senior management systems Results of the compliance monitoring
prepared and discussed at each of the and controls meetings chaired by the programme are reported to the RCC in
sub-committee meetings of the Group’s Group Head of Compliance were held support of the overall risk management and
Investment Committees, which take with attendees including the Group Finance internal control framework;
place weekly or monthly depending on Director, the Group Head of Human – a matrix of principal risks identifies key
investment theme, with follow-up actions Resources, the Head of Risk Management strategic and business, client, treasury,
agreed and implemented within a strict and Control, the Group Head of Middle investment and operational risks, and
operational framework; Office and IT, and the Group Head of Legal considers the likelihood of those risks
– supervision by the Group’s Pricing and and Transaction Management and in which crystallising and the resultant impact.
Oversight Committee (POC) of the the Chief Executive Officer participated at The inherent risk within each business
effectiveness of pricing policies for all least annually. These meetings included activity is identified, with the adequacy
investments held in Ashmore-sponsored evaluation of the potential impact and and mitigating effect of existing processes
funds where a reliable pricing source is likelihood of identified risks and possible being assessed to determine a current
available. This includes the responsibility new risk areas. During the period, residual risk level for each such activity.
to ensure that appointed third-party SYSC was merged with the Group’s On the basis that further mitigants and/
pricing agents carry out the agreed pricing RCC and included as a formal agenda or controls may be employed over time,
policy faithfully and manage the pricing item at least twice per year. As a result, a target residual risk for each activity after
sources appropriately; the SYSC Committee was disbanded in one to two years is defined and progress to
February 2018; target is formally tracked as appropriate;
– oversight of the valuation methodologies
used for clients’ fund investments that – the Group’s Compliance function, whose – key risk indicator (KRI) statistics are
cannot be readily externally priced is responsibilities and processes include: reported to and analysed by the RCC.
the responsibility of the Group’s Pricing ensuring that the Group at all times meets The KRIs indicate trends in the Group’s
Methodology and Valuation Committee its regulatory obligations; integrating risk profile, assist in the reduction of
(PMVC), which meets monthly to review regulatory compliance procedures and errors and potential financial losses and
the current valuation methodology for best practices within the Group; ongoing seek to prevent exposure by dealing with
each of these investments and to propose compliance monitoring programme a potential risk situation before an event
an updated valuation methodology covering all the relevant areas of the actually occurs;
where appropriate; Group’s operations; and identifying any
– financial controls are maintained to ensure
breach of compliance with applicable
accurate accounting for transactions,
financial services regulation, which includes
appropriate authorisation limits to contain
real-time investment restrictions and
exposures, and reliability of data processing
monitoring of client mandate requirements.
and integrity of information generated;
In accordance with the provisions of C.2.2 Regular information is reviewed by the the Group’s Audit and Risk Committee
of the UK Corporate Governance Code, Board in respect of the risks, prospects quarterly. The Group’s Risk Appetite
the Directors have assessed the current and financial planning of the Group, which Statement is considered as part of the
position and prospects of the Group over includes a three-year detailed financial ICAAP and the Board receives regular
a three-year period to June 2021, which is forecast alongside scenario-based management reporting against each risk to
consistent with the planning horizon under downside stress-testing, including the allow it to assess the effectiveness of the
the Group’s Internal Capital Adequacy impact of negative investment performance controls in place.
Assessment Process (ICAAP). A robust and a decline in AuM. Consequently, the
The Directors have a reasonable expectation
assessment of the principal risks implicit Board regularly assesses the amount of
that the Group will be able to continue in
in the business model has been made, capital that the Group is required to hold
operation, meet its liabilities as they fall due
alongside the controls and mitigants to cover its principal risks, including the
and maintain sufficient regulatory capital
in operation within the Group, and is amounts required under a range of adverse
over the next three years, as the Group is
presented in more detail on pages 32 to planning scenarios.
currently highly profitable, generates healthy
33. The principal risks the Group faces
The Group’s strategy and prospects are cash flow and the strong and liquid balance
are Strategic, Client, Treasury, Investment
regularly reviewed by the Board and sheet is sufficient to withstand the financial
and Operational in nature.
qualitative and quantitative assessments impact of the range of adverse planning
of the principal risks are presented to scenarios modelled as part of the ICAAP.
Strategic report
responsible for the preparation of the Standards (GIPS) Committee, which acts Through the ARC, the Board has conducted
financial statements and is managed by as the primary decision-making body within an annual review and assessment of the
appropriately qualified accountants. The the Group in relation to any changes to the effectiveness of the risk management and
review of this preparation is undertaken existing set of composites, and approving internal control systems, and has identified no
by numerous parties including Executive the creation of new composites; and significant failings or weaknesses during this
Directors and includes challenge by the – a Research Oversight Committee (ROC) review. In conducting this review, the Board
Board. The Finance function works in to address governance, oversight and and/or ARC has considered the periodic
conjunction with the Group’s auditors ongoing reviews of third-party research reports on compliance and risk matters,
and other external advisers to ensure procured by Ashmore. including reports provided by the internal
compliance with applicable accounting and audit function, and the annual report on risk
reporting standards, prevailing regulations Verification management and internal control processes
and industry best practice; – Internal Audit has ongoing responsibility for from the Group’s RCC. These reports were
reviewing the assurance map and providing received throughout the year up to the latest
– Board members receive monthly
an independent assessment of assurance practicable date prior to the approval of the
management information including
on an annual basis. The assurance map Annual Report and Accounts. The Board is
accounts and other relevant reports,
documents the interaction from a Group satisfied that appropriate planned actions
which highlight actual financial
perspective of the first, second and third continue to be effective in improving
performance against budget/forecast
lines of defence with regard to the controls controls as the Group develops, and its
and the prior year period;
and mitigants of those principal risks overall assessment of the control framework
– there are well-defined procedures and assessed as high risk; continues to be satisfactory.
thresholds governing the appraisal and
– annual control reports are reviewed
approval of corporate investments, Ashmore has interests in certain joint
independently by the Group’s external
including seeding of funds and purchase ventures/associates, which operate risk
auditors pursuant to the International
of own shares, with detailed investment management and internal control systems
Standards on Assurance Engagements
and divestment approval procedures, that are not dealt with as part of the Group for
3402 (ISAE 3402);
incorporating appropriate levels of authority the purposes of this statement.
and regular post-investment reviews; – the external auditors are engaged
to express an opinion on the annual These are:
– oversight and management of the Group’s
financial statements, the condensed set – Taiping Fund Management Company;
foreign currency-denominated cash flows
of financial statements in the half-year
and balance sheet exposures are the – Everbright Ashmore Investment
financial report and also independently
responsibility of the FX Management Management Limited;
and objectively review the approach
Committee, which determines the – VTB-Ashmore Capital Holdings Limited; and
of management to reporting operating
appropriate level of hedging required;
results and financial resources; – AA Development Capital Investment
– the Group has secure information Managers (Mauritius) LLC.
– the Board, through the ARC, also receives
and communication systems capable
half-yearly updates from the Group’s For these entities, the Group has in place
of capturing relevant and up-to-date
external auditors, which include any appropriate oversight including Board
information by relevant personnel,
control matters that have come to their representation.
with oversight and direction provided
attention; and
by the Group’s IT Steering Group, Principal risks and mitigants
which implements the IT strategy, – the Internal Audit function undertakes
Ashmore considers a number of risks and
and establishment and oversight of all a programme of reviews of systems,
has described in the table below those that it
IT projects; processes and procedures as agreed with
has assessed as being most significant in this
the ARC, reporting the results together
– the development of new products, period, together with examples of associated
with its advice and recommendations,
consideration of material changes to controls and mitigants. Reputational and
and assisting in the presentation of its
existing funds, and the restructuring of conduct risks are common to most aspects
findings to the ARC.
funds and products are the responsibility of the strategy and business model.
of the Product Committee and form an
important part of the Group’s business
in responding to clients’ needs, changes
in the financial markets and treating
customers fairly;
Client risks (Responsibility: Product Committee and Group Risk and Compliance Committee)
– Inappropriate marketing strategy and/or ineffective – Frequent and regular Product Committee meetings review product
management of existing and potential fund investors and suitability and appropriateness
distributors, including impact of net outflows and fee – Experienced distribution team with appropriate geographic coverage
margin pressure
– Investor education to ensure understanding of Ashmore investment
– Inadequate client oversight including alignment of interests themes and products
– Monitoring of client-related issues including a formal complaints
handling process
– Compliance and legal oversight to ensure clear and fair terms
of business and disclosures, and appropriate client communications and
financial promotions
– ESG working group
Treasury risks (Responsibility: Chief Executive Officer and Group Finance Director)
– Inaccurate financial projections and hedging of future cash flows – Defined risk appetite, and risk appetite measures updated quarterly
and balance sheet – Group FX hedging policy and FX Management Committee
Financial returns Financial returns Financial returns Financial and Social and Social and
only and negative social and positive social / positive social / environmental and environmental
/ environmental environmental environmental some financial returns only
screens: assessment: returns: returns:
– Weapons, – Waste reduction – Clean energy – Social
Alcohol – Gender equality – Healthcare enterprises
– Pornography – SRI Funds – Microfinance – Trading charities
– Gambling – B-Corps
Strategic report
Ashmore’s themes in publicly For example, sovereign debt data sets include:
traded securities
Ashmore’s approach follows the PRI guidelines Environment: – ND Gain Index by Notre Dame University
on best practice and Ashmore fully supports – CO2 Consumption per capita by The Global Carbon Project
the United Nations Global Compact principles.
Social: – Human Development Index by the UN
For publicly traded securities issued by
– Index of Economic Freedom by Heritage Foundation
companies and sovereigns, portfolio
managers are directly responsible for formal Governance: – Corruption Perception Index by Transparency International
environment, social and governance (ESG) – Democracy Index by the Economist Intelligence Unit
research and integration, in conjunction with – Government Effectiveness Index by World Bank
their traditional equity and credit analysis.
They undertake specific ESG training such as
the Enhanced Financial Analysis course by
PRI and accredited by CFA. For corporate debt and equities, the investment Responsible investing across
teams may also review a variety of other Ashmore’s themes in Alternatives
Ashmore has recently unified its approach external research sources, including Ashmore’s alternatives investment theme
across publicly traded equities and fixed brokerage reports and publications by includes private equity and debt as well as
income, and the latter for both sovereign international bodies. infrastructure, real estate and healthcare.
and corporate issuers, to integrate ESG These activities may involve taking significant
consistently across these asset classes, Portfolio managers use the answers to the
stakes in investee companies. In such
and also for portfolios containing multiple questions to determine an ESG score for
circumstances Ashmore is in a position to
sub-asset classes such as blended debt each security in which Ashmore invests, and
engage positively with the management of
and multi-asset portfolios. This approach is these scores are reviewed against prevailing
these companies. In many cases, Ashmore
based on a unified set of questions that form valuations of securities to determine if an
believes it to be beneficial to its investors
part of the ESG research, and on a unified appropriate risk premium has been built into
to be active in promoting its brand locally by
ESG scoring methodology that is discussed Ashmore’s scenario analyses. In practice
improving the livelihoods of the employees
in weekly Investment Committee and ESG considerations can have a material
in those companies where it has a significant
sub-Investment Committee meetings. impact on investment decision-making,
stake. When undertaking initial due diligence
for instance on portfolio weights of certain
The questions address both the current on any investments within the alternatives
positions, or subscribing, or not, to new
status (including historical events such as theme, Ashmore’s deal memorandum
equity and bond issues.
fraud or environmental issues) and policies checklist takes into account the consideration
and initiatives that may improve ESG Screening of ESG issues within the investment analysis
performance and mitigate risks in future. While Ashmore’s focus is on integrating ESG and decision-making process, and the
The portfolio managers are responsible for considerations to the investment processes, investee company’s own ESG practices.
answering these questions based on external it also believes that certain investments that
do not meet its values should be excluded
Engagement
data sources and proprietary research. To this Engagement is fundamental to Ashmore’s
end, portfolio managers undertake a quarterly from portfolios. For example Ashmore
ESG approach. In the context of developing
review of the relevant data, to provide context screens for, and prohibits, investment in
countries in particular, Ashmore believes that
for the scoring methodology and ensure they companies manufacturing cluster munitions
it is possible to apply engagement within the
take the latest available data into account banned under the Oslo Convention.
ethical investment debate.
when they make their assessments. Portfolio Ashmore seeks to comply at all times with
managers have access to a wide variety of sanctions imposed by applicable government In the equities and corporate debt themes,
relevant external ESG data to assist in their authorities, and also, at a geographical level, Ashmore believes that good corporate
research. While this data can be useful in screens across all investment themes for governance helps to align the interests of
setting an overall framework, it tends to countries which are on the United Nations company management with those of its
be infrequent and backward-looking, and Security Council and EU/UK Sanctions and shareholders and bond holders. Where
therefore Ashmore’s proprietary research the US Office of Foreign Assets and Control possible, Ashmore seeks to maintain
tends to be most important. (OFAC) lists. constructive dialogue with company
management. Ashmore considers whether
Ashmore is able to screen client portfolios
companies have governance frameworks
to meet specific client requirements for
in place, across E, S and G factors that are
geographic, sector and stock specific
in line with applicable country codes and
restrictions, such as alcohol, animal / food
serve all stakeholders’ interests. Ashmore’s
products, armaments manufacturers or
research and engagement focus on
dealers, gambling, pornography, tobacco
improvements in such frameworks and the
and coal.
implementation of relevant policies to achieve
positive outcomes.
In many jurisdictions, and to the extent With regard to Emerging Markets Proxy voting and corporate actions
consistent with Ashmore’s fiduciary duty to performance it is believed that in certain Subject to specific mandate restrictions,
its clients, Ashmore exercises voting rights circumstances it may be more beneficial to Ashmore is generally responsible for voting
as a means to signal views to company keep investment flowing combined with the proxies and taking decisions in connection
management. Ashmore has developed influence which accompanies it, in order to with proxy voting with respect to equities,
detailed guidelines to guide voting decisions, continue being able to help a country’s bonds, loans or other debt instruments held
but will, as appropriate, consider resolutions population. In country specific terms at the by or on behalf of the clients for which it
on a case-by-case basis taking into account all extreme, being cut off from capital may allow serves as investment manager/adviser.
available information. undemocratic rulers to control their people
by attributing blame for economic problems Where Ashmore is given responsibility for
For sovereign debt, Ashmore’s ability to have proxy voting and corporate actions, it will
to foreign actions. While Ashmore complies
an influence is generally limited to a decision take reasonable steps in the circumstances
with all applicable sanctions, there is a view
whether or not to invest. However, at a to ensure that proxies are voted in the
that sanctions may be counter-productive
country level Ashmore believes that it is able best interests of its clients. Protecting the
and may reduce the welfare of the population
to exert an influence through dialogue with financial interests of its clients is the primary
considerably. Conversely, to the extent that
governments and central banks. In order to consideration for Ashmore.
governments pursue policies that are not
assist with the debate on the broader issues
in the best interests of that country then Managing confl icts of interest
affecting Emerging Markets, to enhance
this is likely to become a poor investment Conflicts of interest can arise where: (i) the
the understanding of these markets globally
proposition. Hence, Ashmore takes interests of Ashmore conflict with those
and to address market failures, Ashmore
investment and engagement/disengagement of a client (firm vs. client conflicts) and
engages with numerous international public
decisions on a case-by-case basis relative to (ii) the interests of one client of Ashmore
sector financial institutions with the objective
the specific circumstances and investment conflict with those of another (client vs.
of aiding transparency and best practice.
criteria in the best interests of clients. client conflicts). Ashmore has policies
Engagement with a country, as opposed
Ashmore does not always evaluate and arrangements in place to identify and
to disengagement, is akin to many small
manage conflicts of interest that may arise
pressures every day as opposed to one quantitative variables in its assessment of
‘big stick’. By remaining engaged over an country risk but will also examine qualitative between Ashmore and its clients or between
extended period of time it is often possible factors such as the relationship between Ashmore’s different clients. Ashmore has a
politics and economics and their interaction. policy of independence that requires its staff
to have a positive influence and to add
to disregard any personal interest, relationship
credibility. Ashmore is also mindful of the Ashmore has always sought to develop
potential impact that the abuse of power networks locally in order to adopt a better or arrangement which gives rise to a conflict
and corruption by governments in certain quality of forward looking decision-making in of interest and to ensure that the interests of
countries can have on its reputation and this area and to promote an understanding of clients prevail.
the interests of its clients and continuously local cultures and politics.
monitors and takes into account such factors.
Impact in Colombia
Sustainable
The spectrum of Ashmore’s impact across Ashmore’s investment often involves Ashmore Colombia is able to leverage its
its investment themes and through the taking significant stakes in investee skills and expertise to promote responsibility
Ashmore Foundation is illustrated in companies. In such circumstances, and impact. It supports investee companies´
Ashmore’s operations in Colombia. Ashmore is in a position to engage with management to improve their own practices.
management to improve environmental, The team is able to extend their support
Ashmore Colombia identifies and
social and governance issues that affect the to the social investees and philanthropic
manages environmental and social risks
company and its stakeholders. Ashmore partners of the Ashmore Foundation,
and opportunities associated with the
believes this active approach is ultimately providing support, advice and crucially
companies in which it invests. Its approach
beneficial to its investors and reflects the access to networks and areas in need.
is driven by the leadership team, with the
level of commitment of Ashmore with the
Ashmore Colombia CEO also acting as In 2018, Ashmore Colombia received
community and the environment located in
the Environmental and Social Manager. the Latin American Private Equity and
the areas of influence.
Ashmore Colombia seeks to ensure that Venture Capital Association’s (LAVCA)
its investments in businesses minimise Investments in transportation and Environmental Responsibility in a PE Deal
adverse impacts and enhance positive and education fall within the Sustainable award for its investment in transportation
sustainable effects on the environment, and Themed Verticals of the investment company Transambiental, given its strong
communities and employees. spectrum. While the Ashmore Foundation’s commitment to reduce CO2 emissions
social investments in education, rural and provide a high quality service to the
livelihoods and peace and confliction community.
reconciliation fall within the Impact First
and Philanthropic Investing.
Strategic report
local communities Ashmore’s Board of Directors maintains new employees are required to attend a
Ashmore recognises the positive impact it can a strong corporate culture employing high compliance induction process.
have on the communities where it operates standards of integrity and fair dealing in the
Ashmore actively promotes high ethical
and is committed to creating lasting benefits conduct of the firm’s activities, compliance
standards. To support this objective, Ashmore
in those locations where Ashmore has a with both the letter and the spirit of relevant
has a published Code of Ethics that sets out
presence. Beyond support for the Ashmore laws and regulations and standards of good
the culture, standards and operating principles
Foundation, employees across all offices and market practice in all jurisdictions where the
that guide its actions in the markets in which
subsidiaries are encouraged to engage with Group’s business is carried out. The Board’s
it operates.
and support local community projects. This aim is to ensure that the Group is fit and
commitment is reflected in Ashmore’s policy proper to undertake its business, to safeguard Personal securities trading by employees is
enabling employees to take one day annually the legitimate interests of Ashmore clients subject to compliance approval procedures
to support charitable projects. and protect Ashmore’s reputation. and is monitored to ensure this does not
lead to a conflict of interest. Employees
Ashmore employees drive local volunteering Ashmore’s UK regulated financial services
are not permitted to solicit or accept any
initiatives and take part in a range of activities entities are Ashmore Investment Management
inducements which are likely to conflict with
to support disadvantaged communities Limited (AIML) and Ashmore Investment
their duties to clients.
in their local vicinity. In London, Ashmore Advisors Limited (AIAL) which are authorised
employees continued to cultivate their and regulated by the Financial Conduct Compliance declarations
relationships with local charities and in Authority (FCA). Other investment All employees are required to sign a
May a team of volunteers hosted a group management subsidiaries located overseas declaration that they acknowledge and
of 15 young people from London based are regulated by the appropriate authorities understand the Code of Ethics. Personal
charity Resurgo. Participants learnt about the in their countries of domicile. Compliance securities trading is subject to a separate
business and were provided with CV and is a key element in the overall investment declaration on a regular basis. Employees are
presentation skills coaching. architecture of the organisation. The Compliance also regularly required to acknowledge and
function is fully integrated and co-ordinates sign a declaration relating to the maintenance
Ashmore continues to make an annual
the compliance process across all entities in of their training and competence. Information
donation to homeless charity Crisis, in
the Group. Compliance maintains a detailed on the receipt of declarations is reported to
support of its Christmas card campaign, as
Compliance Manual which all employees the Risk and Compliance Committee.
well as an annual donation of foreign coins
are required to acknowledge that they have
and banknotes to the Alzheimer’s Society. Further details on internal controls and risk
read and understood. Regular compliance
management processes can be found on
pages 28 to 33.
Sustainable Development Goals Financial crime
Ashmore is committed to minimising financial
1. Reducing the proportion of men, women The UN Sustainable Development Goals
crime (including money laundering, bribery
and children of all ages living in poverty in all (SDGs) provide clear framework for
its dimensions according to national definitions. and corruption, fraud and market abuse).
achieving broader societal objectives
Ashmore has adopted risk-based policies
towards sustainable development.
and procedures on financial crime and is
Ashmore fully supports the global agenda
2. Supporting agricultural productivity and committed to ensuring that its customers’
incomes of small-scale food producers for achieving a better future for all and
through knowledge, financial services, identity will be satisfactorily verified before
markets and opportunities for value addition recognises its responsibility as a global
and non-farm employment. a business relationship commences and
actor and a UN PRI signatory in helping
this is ongoing throughout the course of
to achieve the goals.
3. The prevention of substance abuse, the relationship.
including drug abuse and harmful use of
alcohol and provide young people with the As Ashmore continues to develop its
tools they need to make more informed Training is provided to all employees in
decisions about their lives. approach to responsible investing and
relation to anti-money laundering and
applying ESG risk factors into its investment
countering terrorist financing, including
4. Access for all women and men to process it will continue to monitor and
affordable and quality technical, vocational customer due diligence requirements,
education. Youth relevant skills, including review its contribution to achieving the
technical and vocational skills, for employment,
identifying money laundering, suspicious
SDGs. Through its investments, and
decent jobs and entrepreneurship. activity and financial crime.
the social investments of the Ashmore
5. End all forms of discrimination against all Foundation, Ashmore seeks to address Ashmore has procedures in place to afford
women and girls, and ensure women’s full and
effective participation and equal opportunities the SDG listed. staff a means of airing concerns regarding
for leadership at all levels of decision-making behaviours or decisions that are perceived
in political, economic and public life. Over the coming years Ashmore will continue
to be unethical on a confidential basis
to develop its approach to supporting the
8. Productive employment and decent work (’whistleblowing procedures’).
for all women and men. Protect labour rights Sustainable Development Goals and
and promote safe working environments for understanding with greater clarity how its
all workers, including migrant workers, in
particular women’s rights. investments contribute to the global agenda.
Strategic report
Ashmore’s remuneration structure aligns the consideration to applications from disabled Hampton Alexander review and this
interests of employees with shareholders. persons, having regard to their particular information can be found in Ashmore’s
It is believed that by making sure employees aptitudes and abilities. For the purposes of CR report.
are truly stakeholders in the business, their training, career development and progression
Health and safety
actions and decisions will be consistently (including those who become disabled during
The health and welfare of its employees is of
for the benefit of clients, shareholders and the course of their employment) all are
primary importance to the Group.
the Company. treated on equal terms with other employees.
Ashmore promotes high standards of health
Ashmore recognises that individuals have Ashmore operates a zero tolerance policy
and safety at work and has a comprehensive
different personal requirements dependent towards harassment and bullying and
health and safety policy which highlights
on where they are in both their life and has a formal policy that documents the
the Group’s commitment to ensuring
career. In response to this, Ashmore provides organisation’s commitment to ensuring
employees are provided with a safe and
employees with a range of benefits – both employees are treated with respect and
healthy working environment. In London
non-financial and financial – in addition to their dignity whilst at work.
Ashmore carries out regular risk assessments
basic salaries.
of premises and provides staff with safety
– The annual discretionary compensation training including the provision of training to
scheme is structured to be compliant Gender diversity fire wardens and first aid representatives.
with the relevant regulatory guidelines. (Number of employees) Ashmore also engages external consultants
This scheme involves both an annual cash to carry out regular health and safety and fire
bonus as well as an equity award. Ashmore assessments in its London premises.
encourages employees to take a long-
There have been no reportable accidents in
term view of both their and Ashmore’s
the UK or overseas premises.
performance and the decisions they make, 2
and has structured the equity scheme Information security
such that this proportion of the employees’ Board Information security (including cyber security)
remuneration is deferred for five years. is identified as a key principal risk to the
– Ashmore recognises the importance of business which is subject to Ashmore’s
5
ensuring that the work/life balance of governance, policies and procedures and risk
employees is appropriate. Employees assessment. Ashmore assesses, monitors
are therefore given generous annual and controls data security risk, and ensures
leave entitlements in addition to all that there is adequate communication
public holidays. between the key stakeholders, which
include senior management and IT, human
– Ashmore’s employees’ health and 1
resources, risk management and control,
wellbeing is vital to their sustained
legal and compliance departments.
performance at work and therefore facilities Operating
are provided for employees to cycle to Committee Ashmore has a layered security model, within
work or take part in other sporting activities (Senior which multiple complementary technologies
from work. Managers) and processes are employed. Ashmore staff
– In the UK, Ashmore operates an integrated undertake mandatory training in matters
10 of Information Security (including cyber
healthcare approach whereby its private
medical health provider and occupational security). Ashmore routinely deploys security
health clinics work hand in hand to promote updates to its systems and undertakes
wellness amongst employees. Similar regular vulnerability testing of its networks
healthcare arrangements are also offered in and systems using a specialist service
many of Ashmore’s international offices. provider. Ashmore provides an annual report
to the Ashmore Audit and Risk Committee on
83
Diversity its cyber security arrangements, and adopts
The gender balance is currently 67% (170 All employees a culture of continuous improvement which
people) male and 33% (83 people) female.. means that improvements can and do occur
Ashmore is committed to providing equal 170
throughout the year.
opportunities and seeks to ensure that its
workforce reflects, as far as is practicable, the Ashmore also affirms and/or attests with
diversity of the many communities in which it key partners on an annual basis that they
operates. Ashmore employs over 38 different have not been susceptible to cyber security
nationalities throughout the organisation. Male Female attacks and vendors have taken all reasonable
steps to continuously monitor and protect
themselves on cyber security weaknesses.
Taxation Recycling
As a large, multi-national organisation with a Environment Ashmore has in place recycling programmes
diverse geographic footprint, Ashmore seeks for waste paper, photocopier toners and
As a company whose business is based
to create value for its shareholders and clients other disposable materials. Ashmore seeks
fundamentally on intellectual capital and
by managing its business in a commercial, to minimise the use of paper as part of its
which does not own its business premises,
tax efficient and transparent manner, within clear desk policy and electronic scanning is
Ashmore has a limited direct impact on the
the remit of applicable tax rules and bearing actively encouraged. All printing is two-sided
environment and there are few environmental
in mind the potential impact of its actions on by default.
risks associated with the Group’s activities.
its brand and reputation. Ashmore aims to
Nevertheless Ashmore recognises that it has Ashmore is conscious of minimising its
comply with all relevant tax laws and fiscal
a responsibility to manage this as effectively impact on the environment. For this reason,
obligations, including accurate calculation
as possible. The Group continues to promote wherever possible Ashmore chooses paper
and punctual settlement of tax liabilities and
energy efficiency and the avoidance of waste stocks that have been sustainably sourced
correct and timely lodging of relevant tax
throughout its operations and a number of and which are Forest Stewardship Council©
returns and other required documentation
initiatives, such as the recycling of paper, (FSC) accredited (or equivalent) for its
with relevant tax authorities.
glass and other waste and the use of ‘green’ marketing materials and business stationery.
In the spirit of tax transparency, Ashmore energy, are encouraged.
Energy Savings Opportunity
complies with relevant global initiatives
Property Scheme (ESOS)
including the US Foreign Account Tax
Ashmore does not own any of the Ashmore has confirmed its compliance with
Compliance Act (FATCA) and the OECD
buildings where it occupies floor space the ESOS obligations to the Environment
Common Reporting Standard. Ashmore
and invariably buildings in which it does Agency in respect to the reporting period
closely monitors developments arising from
have a lease are multi-tenanted and costs ending on 5 December 2015.
the OECD Base Erosion and Profit Shifting
are apportioned to each tenant pro-rated
(BEPS) initiative and believes that the Group’s
according to occupancy.
Ashmore provides obsolescent
transfer pricing policy complies with relevant computers to Computer Aid
international tax changes introduced by BEPS. Ashmore’s largest property occupancy International
is at its headquarters at 61 Aldwych, Computer Aid is a UK registered charity that
Human rights and modern slavery London where it has a single floor of aims to reduce poverty through practical
Ashmore supports the United Nations
approximately 19,000 square feet in a nine ICT solutions. Computer Aid sends these PCs
Universal Declaration of Human Rights.
storey multi-tenanted building. Electricity to various projects across Africa and South
Ashmore has developed a Supplier Code usage in London is separately monitored by America and furnishes Ashmore with details
of Conduct that applies to all suppliers that floor. Energy efficient lighting is installed in of where they are used. Any units that are not
provide goods or services to Ashmore, the building with sensors which turn lights usable are disposed of in an environmentally
and outlines the basic ethical requirements off when no movement is detected. friendly fashion.
that suppliers must meet in order to
Mandatory greenhouse gas Further information available on the
do business with the Group, including
emissions reporting Group’s website
affording employees the freedom to
Information on greenhouse gas emissions The following documents are available on the
choose employment and not using any
(GHGs) can be found in the Directors’ report. Group’s website www.ashmoregroup.com
form of forced, bonded or involuntary
labour (including child labour). Travel – CR report
Although Ashmore endeavours to make – UK Stewardship Code statement
maximum use of available technology,
– Conflicts of interest policy
such as video conferencing, its business
model as an investor in Emerging Markets – UK Tax Strategy statement
inevitably requires that investment – Supplier code of conduct
professionals and other members of staff – Slavery and human trafficking statement
travel frequently to these countries to
investigate and monitor opportunities.
Governance
responsible for the UK government’s financial company PCHB Limited (part of the Cundill of CYBG plc, Chairman of various Together
services investments), Evolution Group plc, group of companies) and as Trustee and Chair group companies, and a Non-executive
Impax Asset Management Group plc, Friends of the Peter Cundill Foundation. Director of PayPal (Europe) SARL et Cie,
Life Group Limited and Intermediate Capital S.C.A. He has also served as a Non-executive
Dame Anne Pringle DCMG
Group plc. He is currently a Non-executive Director of easyJet plc between 2005 and
Non-executive Director (Age 63)
Director of Aspect Capital Ltd and Chair of 2014. David holds an MA in Economics from
Anne Pringle joined the Board in February
Trustees for Bank of America Merrill Lynch Cambridge University.
2013. She was a diplomat with the Foreign
UK Pension Plan Trustees Ltd and the Visa
and Commonwealth Office for over 30 years, Committee membership: A, N, R
Europe Pension Plan.
focusing in particular on the EU, Russia and
Clive Adamson
Committee membership: N, R Eastern Europe. Between 2001 and 2004,
Non-executive Director (Age 62)
Anne was the British Ambassador to the
Mark Coombs Clive Adamson was appointed to the Board in
Czech Republic and from 2004 to 2007,
Chief Executive Officer (Age 58) October 2015. He was Head of Supervision
Director of Strategy and Information at the
Mark Coombs was appointed a Director and an Executive Director of the Board of
FCO and a member of the FCO Board. From
on the incorporation of the Company in the Financial Conduct Authority until January
2008 to 2011, she served as Ambassador to
December 1998, and has served as its 2015, and prior to that he held a number
the Russian Federation. Anne is the Senior
Chief Executive Officer since then. He of senior roles within its predecessor, the
Governor on the Board of St Andrew’s
held a number of positions at Australia and Financial Services Authority. Between 1998
University and a trustee on the Board of
New Zealand Banking Group (ANZ) and led and 2000 he was a Senior Advisor in Banking
Shakespeare’s Globe Theatre.
Ashmore’s buyout from ANZ in early 1999. Supervision at the Bank of England. Clive
He is Co-Chair of EMTA, the trade association Committee membership: A, N, R is currently the Non-executive Chairman
for Emerging Markets, having been on the of JP Morgan International Bank Limited,
Board since 1993. Mark has an MA in Law Non-executive Director and Chairman of
from Cambridge University. the Board Risk & Capital Committee of The
Prudential Assurance Company Limited and
Tom Shippey
Non-Executive Director and Chair of the Board
Group Finance Director (Age 44)
Risk Committee of CYBG plc. Clive is a Senior
Tom Shippey was appointed to the Board
Advisor to McKinsey & Co. He holds an MA in
as Group Finance Director in November
Economics from Cambridge University.
2013. Prior to joining Ashmore in 2007, he
worked for UBS Investment Bank, including Committee membership: A, N, R
advising on the Ashmore IPO in 2006. Tom
qualified as a Chartered Accountant with
PricewaterhouseCoopers in 1999 and is Key to membership
a Fellow of the ICAEW. He has a BSc in of committees
International Business and German from
Aston University. A- Audit and Risk
N- Nominations
R- Remuneration
(A bold letter denotes the Chair).
The Group has been in compliance with – Approval of press releases concerning the procurement obligation included in that
the UK Corporate Governance Code and matters decided by the Board agreement pursuant to UK Listing Rule
its predecessor versions since Admission – Approval of D&O insurance limits 9.2.2BR(2)(a), in each case during the financial
to listing on the London Stock Exchange reporting period ending on 30 June 2018.
– the interim dividend and recommendation
on 17 October 2006, except where the
of final dividend; The views expressed by shareholders have
Directors consider that, in particular limited
– annual budgets and forecast updates; been reported back to the Board and its
circumstances, departure may be justified
committees. During the year under review the
and explained. No departures from the Code – Internal Capital Adequacy Assessment
Chairman and the Chair of the Remuneration
occurred during the year under review. Process;
Committee met with shareholders as part of
References herein to ‘the Code’ are to the – significant capital expenditure; and shareholder engagement with reference to the
April 2016 version of the UK Corporate
– the effectiveness of risk management and Remuneration Policy as submitted to the 2017
Governance Code. This report describes the
internal control systems. AGM. The major shareholders are invited to
Group’s corporate governance arrangements,
Governance
request meetings with the Senior Independent
explaining how it has applied the principles The roles of the Chairman and Chief Executive
Director as required.
of the Code. A revised version of the UK Officer are separate, clearly defined and have
Corporate Governance Code has been issued been approved by the Board. The Chairman During the year, meetings took place
by the Financial Reporting Council and this is responsible for the effective conduct of the between the Senior Independent Directors
will be effective for accounting periods Board, while the Chief Executive Officer is and the Non-executive Directors without
commencing on or after 1 January 2019 responsible for execution of strategy and for the executives present and between the
(the 2018 Code). The Company will in the day-to-day management of the Group. Chairman and the Senior Independent
due course be undertaking a full review Director. The appraisal of individual
In considering Non-executive Director
of its governance arrangements to ensure Non-executive Director’s performance and
independence, the Board has taken into
compliance with the 2018 Code. As it relates the Chairman’s performance was addressed
consideration the guidance provided by
to remuneration the Company believes that this year as part of the independently
the Code. The Board considers Peter Gibbs,
its present arrangements are already aligned facilitated Board evaluation. The Senior
Clive Adamson, David Bennett, Jennifer
to its purpose and values and clearly linked Independent Director then led a discussion of
Bingham and Dame Anne Pringle to be
to the successful delivery of its long-term the Chairman’s performance with the other
independent. David Bennett is the Senior
strategy. Further details are provided on Non-executive Directors excluding the
Independent Director.
pages 53 to 69. Chairman. No performance issues arose
During the year under review, the Group in respect of any of the Directors or the
Directors
complied with the Code requirement that at Chairman. The Board evaluation also
The Board of Directors comprises two
least half of the Board consist of independent confirmed that the Directors felt they had
Executive Directors and five independent
Directors (excluding the Chairman). As received sufficient training and the Chairman
Non-executive Directors. The two Executive
previously announced, a number of changes was alert to their training needs.
Directors are Mark Coombs, the Chief
to the composition and structure of the
Executive Officer, and Tom Shippey, the The Board meets a minimum of six times
Board and its committees will take effect
Group Finance Director. The Independent during the year to review financial performance
immediately following the Annual General
Non-executive Directors are Peter Gibbs, and strategy and to follow the formal
Meeting of the Company to be held on
Chairman; David Bennett, Senior independent schedule of matters reserved for its
19 October 2018. At that time Peter Gibbs
Director; Jennifer Bingham, Dame Anne Pringle decision. Comprehensive Board papers,
will retire as Chairman and as a Director.
and Clive Adamson. Simon Fraser retired from comprising an agenda and formal reports
He will be succeeded as Chairman by
the Board on 31 December 2017 and Jennifer and briefing papers, are sent to Directors in
David Bennett who will be independent
Bingham was appointed on 29 June 2018. advance of each meeting. Throughout their
on appointment and whose existing
All other Directors served throughout the year. period in office, Directors are continually
commitments had already been disclosed to
updated by means of written and verbal
The Board has a schedule of matters the Board. At the same time Clive Adamson
reports from senior executives and external
specifically reserved to it for decision and will assume the role of Senior Independent
advisers on the Group’s business, and the
approval, which include, but are not limited to: Director and Dame Anne Pringle will become
competitive and regulatory environments
Chair of the Remuneration Committee.
– the Group’s long-term commercial in which it operates, as well as on legal,
objectives and strategy; The Board confirms that the Company and compliance, corporate governance, corporate
– major acquisitions, disposals and Mark Coombs entered into a relationship responsibility and other relevant matters.
investments; agreement on 1 July 2014 as required
In addition to its formal business, the
under UK Listing Rule 9.2.2AR(2)(a); and
– Changes relating to the Company’s capital Board received a number of briefings and
that: (i) the Company has complied with
or its status as a plc presentations from members of executive
the independence provisions included in
– the Group’s annual and interim reports and management during the year covering a
that agreement; (ii) so far as the Company
financial statements; wide range of topics across the range of the
is aware, Mark Coombs has complied with
Group’s business. All Directors have access to
– Approval of quarterly AUM releases the independence provisions included in that
independent professional advice, if required,
– Approval of all company circulars and agreement; and (iii) so far as the Company
at the Company’s expense, as well as to the
listing particulars is aware, Mark Coombs has complied with
advice and services of the Company Secretary.
New Directors appointed to the Board will the performance of the Company Secretary
receive advice as to the legal and other duties in terms of how he had fulfilled his secretarial
The Board evaluation cycle
and obligations arising from the role of a duties and any comments were passed to the
director of a UK listed company within a full, Chairman. The appointment and removal of Year 1
formal and tailored induction. An induction the Company Secretary is a matter reserved Externally facilitated
programme has been arranged for Jennifer for the Board. Board evaluation
Bingham who recently joined the Board.
Powers of the Directors Year 2
The Company Secretary, under the direction Subject to the Company’s Articles, the One to one interviews with Chairman
of the Chairman, is responsible for maintaining Companies Act 2006 and any directions focusing on issues raised in year 1
an adequate continuing education programme, given by the Company by special resolution, and any other issues
reminding the Directors of their duties and the business of the Company is managed
Year 3
obligations on a regular basis, ensuring good by the Board, which may exercise all
One to one interviews with Chairman
information flows between the Board, its powers of the Company, whether relating
focusing on progress
committees and management and assisting to the management of the business of the
with Directors’ continuing professional Company or not.
development needs. The Company’s
Biographical details of the Directors are given to this the Board has decided to set specific
Nominations Committee considers the
on page 43. objectives over five years and to review these
appointment and replacement of Directors
annually. Another recommendation was to
subject to the rules set out in the Articles, a Annual performance evaluation
have greater understanding and assurance
summary of which is set out below. The Code recommends that the Board should
regarding the investment process in local
undertake a formal annual evaluation of its
Under the Articles, the minimum number offices and in response it was agreed that
own performance and that of its committees
of Directors shall be two and the maximum when local investment teams present to
and individual Directors and that an externally
shall be nine. Directors may be appointed the Board (they presently attend Board
facilitated evaluation should be undertaken
by the Company by ordinary resolution or by meetings periodically on a rotational basis)
at least once every three years. During the
the Board. A Director appointed by the Board they will be specifically required to articulate
year, an independent externally facilitated
must offer himself/herself for election at the their investment processes. At the time of
evaluation was undertaken by The Effective
next Annual General Meeting of the Company the evaluation none of the Non-executive
Board LLP (which has no connection with the
following their appointment but he or she Directors had served on the Board for six years.
Company). The evaluation involved interviews
is not taken into account in determining the However, on attaining six years’ service a
with each of the members of the Board and
Directors or the number of Directors who are Non-executive Director would be subject to a
also included individual director appraisals.
to retire by rotation at that meeting. particularly rigorous review.
The results of those appraisals have been fed
The Directors to retire by rotation must be back independently to the Chairman except Board committees
those who held office at the time of the for any comments on the Chairman which The Board has appointed Audit and Risk,
two preceding Annual General Meetings were provided to the Senior Independent Remuneration and Nominations Committees
and did not retire at either of them or those Director in order to facilitate his performance to assist in the execution of its duties.
who have held office with the Company for appraisal. The Board believes that, following
All of these committees operate within
a continuous period of nine years or more the completion of the performance evaluation,
written terms of reference, which are
at the date of the Annual General Meeting. the performance of the Chairman and the
reviewed annually consistent with changes
The office of Director shall be vacated in Directors continues to be effective and that
in legislation and best practice.
other circumstances, including where (i) that they continue to demonstrate commitment
Director resigns or is asked to resign; (ii) they to their roles. The performance of each of The chair of each committee reports regularly
are or have been suffering from mental ill- the Board’s committees was also subject to to the Board.
health; (iii) they are absent without permission review and reports were provided to each of
Each of the committees is authorised, at
of the Board from meetings of the Board for the respective Chairs. The Effective Board
the Company’s expense, to obtain external
six consecutive months; (iv) they become LLP commented that not only is the Board
legal or other professional advice to assist
bankrupt or compound with their creditors effective absolutely but it compares relatively
in carrying out its duties. Only the members
generally; or (v) they are prohibited by law highly to other listed company boards. No
of each committee are entitled to attend
from being a Director. issues were raised about the provision of
its meetings but others, such as senior
information to the Board with the consensus
Notwithstanding these provisions, the Board management and external advisers, may
being that information was delivered in a timely
has adopted provision B.7.1 of the Code and be invited to attend as appropriate.
and comprehensive manner. The evaluation
all Directors will retire and seek re-election
addressed the composition of the Board and Current membership of the committees
at each Annual General Meeting. The Listing
how it works together as a unit, including how is shown in the relevant sections below.
Rules require that the election/re-election
Jennifer Bingham’s addition to the Board would A number of changes to the leadership
of independent directors be by a majority
add to both the skillset and the level of gender and composition of the committees have
of votes cast by independent shareholders
diversity. A number of recommendations been announced and details are set out
as well as by a majority of votes cast by all
were made. The first of these was to agree a in the Nominations Committee report at
shareholders. The Board evaluation addressed
long-term definition of success and in response page 51.
Governance
Dame Anne Pringle 100% 100% 100% 100%
David Bennett 100% 100% 100% 100%
Clive Adamson 100% 100% 100% 100%
Jennifer Bingham 100% – – –
– Systems and Controls Committee Independent assurance via audit of Group financial
Review Committee – Pricing Oversight statements and audit of internal control procedures
– Pricing Methodology and Committee under ISAE 3402
Valuation Committee – Foreign Exchange
– Product Committee Management Committee
– Global Investment – IT Steering Group Internal:
Performance Standards – Best Execution Committee Independent assurance via audit directed at
Committee – Awards Committee specific departmental control procedures
– Operating Committee – Disclosure Committee
Senior Management
Responsible for day-to-day management
Governance
place on the day prior to a Board meeting to considers these in its review of the financial Committee discusses and agrees the scope of
maximise the efficiency of interaction with statements and receives a report from the audit plan for the full year and the review
the Board. The Chairman of the Audit and the external auditor on the quantification plan for the interim statement with the auditor.
Risk Committee reports to the Board, as part and accounting treatment related to such
of a separate agenda item, on the activities of The external auditor provides reports at each
payments, which are explained in note 10
the Committee. All Non-executive Directors committee meeting on topics such as the
to the financial statements.
are invited to attend meetings of the Audit control environment, key accounting matters
and Risk Committee.
Classification of seed capital investments and mandatory communications.
The accounting treatment for seed capital
The Chairman of the Audit and Risk External auditor independence
investments is addressed more fully in note
Committee also held meetings during the The Audit and Risk Committee has agreed
20 to the financial statements and in the
the types of permitted and non-permitted
course of the year, outside the scheduled accounting policies at page 92.
non-audit services and those which
Committee meetings, with the Group Head
of Internal Audit, the Group Head of Risk Management fee rebates require explicit prior approval. All contracts
Management and Control, the Group Head of A report from the external auditor for non-audit services in excess of £25,000
Compliance, the Group Finance Director and regarding the processing of fee rebates must be notified to the Chairman of the Audit
and its treatment on revenue recognition and Risk Committee and approved by him.
the external auditors.
was received and reviewed. The method
Financial statements During the year the value of non-audit
of accounting for revenue recognition is
In March 2018 the Company received a letter services provided by KPMG LLP amounted
described more fully on page 95. The Audit
to £0.1 million (FY2016/ 17: £0.2 million).
from the Financial Reporting Council (FRC), and Risk Committee is satisfied that controls
containing comments on the Annual Report Non-audit services as a proportion of total fees
are in place to ensure that revenue rebates
and Accounts for the year ended 31 June paid to the auditor have fallen to approximately
are recorded accurately and completely.
2017. This followed a review carried out by 20% (FY2016/ 17: 33%). The overall quantum
the FRC’s Conduct Committee. Whilst there
Future IFRS and UK GAAP developments of non-audit services is not considered to be
The Audit and Risk Committee has received significant given that Ashmore operates within
were no questions that the FRC wished to
discuss with the Company or that required a report from management and the external a highly regulated market and that a significant
a direct response, a number of comments auditor and discussed future accounting proportion of the non-audit services provided
developments likely to affect the presentation relate to the following matters:
were provided in the spirit of promoting
of the Group’s financial statements.
continuous improvement in the quality of – reporting on the half-year financial
corporate reporting and the Company has Other accounting matters statements;
taken account of these in preparing its 2018 During the year, the Audit and Risk Committee – providing regular mandatory assurance
Annual Report and Accounts. The FRC’s received communications from management reports to the FCA (as the regulator of
role is to consider compliance with reporting and from the external auditor on other Ashmore Investment Management Limited
requirements and not to verify the information accounting matters. The Committee has also and Ashmore Investment Advisors Limited);
provided. Their review provides no assurance reviewed the adoption of the going concern
that the 2017 Annual Report and Accounts – reporting on the internal control systems
basis in preparing the interim and year end
were correct in all material respects. applicable to Ashmore’s offices in London,
consolidated accounts and considered the
New York and Singapore as required under
The Audit and Risk Committee reviewed the longer-term viability statement for the Group,
the international standard ISAE 3402,
2018 Annual Report, the interim results and which is described in more detail on page 30.
pursuant to investment management
reports from the external auditor, KPMG LLP, UK Corporate Governance Code industry standards; and
on the outcome of its reviews and audits A separate Corporate Governance Statement – auditing the controls and procedures
in 2018. is included on pages 45 to 47 which explains employed by the Company relating to the
how the Group has complied with the 2016 production of investment performance
UK Corporate Governance Code. figures over one, three and five-year
periods to conform to the investment
management industry’s Global Investment
Performance Standards.
The assurance provided by the Group’s At the end of each Audit and Risk Committee A detailed description of the risk management
external auditor on the items listed above is meeting, the Non-executive Directors meet framework and the manner in which risks
considered by the Audit and Risk Committee with the external and internal auditors without are identified and managed is set out on
to be strictly necessary in the interests of the the Executive Directors being present so as pages 28 to 33.
business and, by their nature, these services to provide a forum to raise any matters of
Internal audit
could not easily be provided by a separate concern in confidence.
The Head of Internal Audit has regular
professional auditing firm.
In order to assess the effectiveness of meetings with the Chairman of the Audit and
The provision of tax advisory services, due the external audit process, the Audit and Risk Committee and attends all meetings
diligence/transaction services and litigation Risk Committee asked detailed questions of the Committee to present reports on the
services may be permitted with the Audit and of key members of management as well internal audit findings and on the proposed
Risk Committee’s prior approval. The provision as considering the firm-wide audit quality programme of reviews. The Audit and Risk
of internal audit services, valuation work and inspection report issued by the FRC in Committee continues to monitor the internal
any other activity that may give rise to any June 2018 and KPMG’s response to the audit plan on an ongoing basis to ensure
possibility of self-review are not permitted findings inspection. Based on this review the that it remains relevant to the needs of
under any circumstance. During the year there Committee concurred with management’s the business and to ensure that it can be
were no circumstances where KPMG LLP view that there had been appropriate focus adapted or changed if a particular focus area
was engaged to provide services which might and challenge of the primary areas of audit necessitates this.
have led to a conflict of interests. risk and assessed the quality of the audit to
During the year, the Audit and Risk Committee
be satisfactory. Accordingly, the Audit and
The Committee is mindful of the various received presentations from Internal Audit
Risk Committee continues to be satisfied with
legal and regulatory requirements for on a number of topics including the Internal
the work of KPMG LLP and that it continues
rotation and tendering of the external audit Audit plan for the year and the outcomes
to remain objective and independent. The
including the EU Audit Regulation 537/ 14, of any internal audits conducted during the
Committee has therefore recommended to the
now implemented in the UK through the period under review. The Committee also
Board that a resolution be put to shareholders
Statutory Auditors and Third Country Auditors received presentations from Internal Audit
for the reappointment of the auditor, and its
regulations 2016 (SI 2016/649), (UK audit on the implementation of the assurance
remuneration and terms of engagement, at the
legislation) the Competition and Markets framework in the year and the results of the
Annual General Meeting of the Company.
Authority Order and the 2016 UK Corporate assurance review over the effectiveness of
Governance Code. Mandatory audit firm Internal controls and risk the controls and mitigants in place for the
rotation is required after 20 years and a management systems principal risks. Based on the work described,
re-tender must be conducted at least every The Group Head of Risk Management and and in accordance with the requirements of
10 years. The Code requires disclosure of Control attends each meeting of the Audit the Chartered Institute of Internal Auditors’
the length of tenure of the current audit firm and Risk Committee and provides reports to revised Financial Services Code guidance,
and when a tender was last conducted, as each. These reports have addressed a number Internal Audit has provided the Audit and Risk
well as advance notice of any retendering of risk-related topics and have demonstrated Committee with its assessment of the overall
plans. KPMG LLP (and its prior entity KPMG how the output of the different Investment, effectiveness of Ashmore’s governance and
Audit plc) have acted as the auditor to the Risk and Compliance and Pricing and Valuation risk and control framework and its conclusions
Company since the IPO in October 2006 and Methodology Committees’ discussions with regard to Ashmore’s adherence to its risk
the lead audit partner rotates every five years throughout the period have been effective appetite framework.
to assure independence. The Committee in highlighting, tracking and contributing
Internal Audit provides annual confirmations
undertook a comprehensive tender process towards managing key market, liquidity,
to the Audit and Risk Committee on four
in March 2016 for the audit in relation to the credit, counterparty and operational risks. In
areas: internal independence, internal
year ending 30 June 2017 and has no plans to particular, in relation to operational risk, the
audit‘s ongoing conformance with relevant
re-tender the audit at the present time. Audit and Risk Committee has also reviewed
professional standards, any potential conflicts
and discussed the Group’s Principal Risk Matrix
In addition to rotation and tendering of of interest and the ongoing suitability of
which continues to serve as an effective tool
the external audit, the UK audit legislation the internal audit terms of reference. In
to highlight and monitor the principal risks
restricts the non-audit services which can addition, the revised Financial Services Code
facing the Group and its continued evolution,
be provided by the auditor. In compliance recommends that Audit and Risk Committees
and reflects changes in the business profile of
with this requirement, Deloitte provide should obtain an independent and objective
the Group and the corresponding impact on
independent tax advice services to the Group. external assessment of the internal audit
internal controls and related processes.
function at least every five years, and that this
The UK audit legislation also imposes a
The Audit and Risk Committee also received assessment should explicitly include whether
fee cap of 70% of the average statutory
an annual report on, and conducted a review Internal Audit conforms with the Financial
audit fees paid in the last three consecutive
and evaluation of, the system of internal Services Code guidance. Accordingly, the
years. This cap will not restrict KPMG
controls and risk management operated Audit and Risk Committee approved Deloitte
from continuing to undertake assurance,
within the Company pursuant to the Financial LLP to conduct this independent review
verification and reporting work in other
Reporting Council guidance, ‘Guidance on and they presented their findings to the
required areas described above such as to
Risk Management, Internal Control and Audit and Risk Committee during the year.
the FCA, Global Investment Performance
Related Financial and Business Reporting’,
Standards and ISAE 3402.
prior to final review by the Board.
Governance
After due consideration, and in accordance Guernsey public funds on the conduct of
plan and review the Group’s procedures for
with the Financial Services Code guidance, those audits and outcomes from them.
ensuring compliance with regulatory reporting
the Audit and Risk Committee is satisfied that
the quality, experience and expertise of the
requirements. Audit and Risk Committee
internal audit function are appropriate for the effectiveness
Information security
business and that it has adequate resources An externally facilitated evaluation of the
Information security (including cyber security)
to fulfil its remit. effectiveness of the Board, its committees
is identified as a key principal risk to the
and the Directors was conducted during the
business which is subject to Ashmore’s
year. Following the review the Board has
governance, policies and procedures and risk
concluded that the Audit and Risk Committee
assessment. The Audit and Risk Committee
is working effectively.
receives annual updates from the Ashmore
IT Department on potential cyber security
threats and how Ashmore would respond to
David Bennett
a significant event.
Chairman of the Audit and Risk Committee
6 September 2018
During the year the Committee considered Early in her career, Mrs Bingham trained as As referred to in the Corporate Governance
the nomination of a prospective new an accountant, obtained a Post Graduate Statement on page 45, a revised Corporate
Chairman to succeed me when I retire Diploma in Management Studies and then Governance Code (the 2018 Code) will take
from the Board at the conclusion of the served as a senior executive of Brunswick effect for accounting periods beginning on or
forthcoming Annual General Meeting. Capital Management Limited, an investment after 1 January 2019. It was noted that the
The Committee considered whether the manager specialising in the Russian equity appointment of Dame Anne Pringle as Chair
present Senior Independent Director market. The Committee considered of the Remuneration Committee would be
(SID), David Bennett, might be a suitable whether there might be other candidates in compliance with the 2018 Code as she
candidate. Neither myself nor David Bennett who would be well qualified for the role, has already served on the Remuneration
were present for these discussions. The and concluded that, given her background, Committee for more than 12 months.
Committee concluded that David Bennett Mrs Bingham would add to the balance of
The Committee has not set any measurable
was well qualified for the role, owing to his skills and experience on the Board and as
objectives for diversity (including gender
extensive experience in financial services and there was only one female Director at the
diversity) in making Board appointments,
his previous experience in other companies time, her appointment would add significantly
but once the changes described above are
in the role of Chairman and Deputy Chairman. to the gender diversity. It was noted that
implemented the Board will meet the target
Given the availability of a candidate who Mrs Bingham was ready and willing to accept
set by the Davies report of 33% female
is an existing member of the Board it was the role and given her availability, it would not
representation. Ashmore’s policy on diversity
not considered necessary to draw up a be in the Company’s interests to undertake
is described in the Directors’ report on
job specification. It was noted that the a search process or advertise for other
page 41.
Chairman should, on appointment, meet the candidates, in view of the costs involved.
independence criteria set out in B.1.1 of the The members of the Nominations
The Committee also considered Mrs Bingham’s
Code and the Committee concluded that Committee have the appropriate balance
independence and noted that between 2011
David Bennett would meet those criteria and of skills, experience, independence and
and 2014 her company, Valley Management
accordingly it was agreed to nominate him as knowledge of the Company to enable them
(UK) Limited, had provided administrative
my successor. It was also noted that David to discharge their respective duties and
and consulting services to a company owned
Bennett currently holds the position of SID responsibilities effectively.
by Mark Coombs. The Committee noted
and would need to relinquish that role upon
that the services had been provided at The number of Nominations Committee
taking up his appointment as Chairman. The
arm’s length, the aggregate fees paid were meetings and their attendance by the
Committee duly nominated Clive Adamson,
not significant (£42k excluding VAT) and all Directors are set out in the table on page 47.
who has served as a Non-executive Director
remunerated services ceased in June 2014
since 2015, to succeed David Bennett as An externally facilitated evaluation of
(albeit Mrs Bingham continued to serve as
Senior Independent Director. the Board, its committees and the
an unpaid non-executive director of four
Directors was conducted during the
The Committee considers the appointment companies controlled by Mark Coombs,
year. Following the review the Board has
and replacement of Directors subject to the resigning from the last of these on
concluded that the Nominations Committee
rules set out in the Articles of Association. 22 August 2016). The Committee
is working effectively.
The Committee may engage an independent therefore concluded that Mrs Bingham is
search consultant with no connection to the independent in accordance with the UK
Ashmore Group to find appropriate candidates Corporate Governance Code and has no
for the Board with the requisite skills, and conflicts of interest that could affect her
in doing so will take account of relevant role as an independent Non-executive
guidelines and legislation relating to the Director of Ashmore.
appointment of individuals to boards (including
In the light of the changes referred to above
but not limited to the Equality Act 2010,
the leadership and composition of the Board
relevant European Union law, guidance from
committees was reviewed and it was agreed
the Equality and Human Rights Commission
to recommend the following structure which
and the UK Corporate Governance Code).
has since been approved by the Board and
The Committee may also consider candidates
will apply from the conclusion of the 2018
introduced to the Company from other
Annual General Meeting:
sources. Jennifer Bingham who was
appointed as an additional Non-Executive Audit and Risk: Clive Adamson (Chair),
Director on 29 June 2018 is seeking election Anne Pringle and Jennifer Bingham.
at the AGM. In considering her appointment,
Remuneration: Anne Pringle (Chair),
the Committee reviewed whether the
Clive Adamson, David Bennett, Anne Pringle
Board had the appropriate balance of skills,
and Jennifer Bingham.
independence, experience and knowledge
of the Company to enable them to discharge Nominations: David Bennett (Chair),
their duties and responsibilities effectively. Clive Adamson, Anne Pringle and
Jennifer Bingham
Remuneration Committee
I was pleased to take on the role of Remuneration Committee In determining the awards made to the CEO and GFD this year,
Chairman from Simon Fraser, and would like to thank him for his the Remuneration Committee has considered both operational
stewardship in this important area of the business. performance and the statutory results, to reflect the experience
of shareholders.
I would also like to thank our shareholders for approving the
Ashmore Group plc’s Directors’ remuneration policy (the The CEO and GFD’s performance during the period, relative to
Remuneration Policy, the Policy), which was approved by over their operational annual performance measures and to the
85% of shareholders at the October 2017 AGM and will remain in Company’s key performance indicators has been positive. AUM
place for the years ending 30 June 2018, 2019 and 2020. has increased by 26%, 94% of AUM is outperforming over three
years and the high adjusted EBITDA margin has been maintained.
Remuneration Policy structure
If looked at in isolation this performance would justify higher
Governance
The Remuneration Policy has served clients, employees
awards than have been made.
and shareholders extremely well and is deliberately simple.
The principles supporting it are applied across all of the Group’s However, statutory profit before tax and diluted EPS are both
employees in order to instil a common equity ownership culture lower than in the prior period. The Committee has therefore
based on pay for performance. The key principles are: exercised its discretion and determined that this year lower awards
are appropriate for the Executive Directors.
– A consistent remuneration structure for all employees,
not just Executive Directors. This year’s report is split into three sections:
– A low cap on fixed salaries, currently £120,000, with both – an ‘at a glance’ summary, which includes details of this year’s
Executive Directors currently paid £100,000, and variable awards remuneration outcomes for the CEO and GFD;
that genuinely reflect performance.
– the Directors’ remuneration policy which was approved at the
– Simplicity, with a single profit-derived bonus pool for all October 2017 AGM, for reference; and finally
employees and no separate LTIP for Executive Directors.
– the Annual Report on Remuneration, which explains how the
– A cap on the aggregate variable compensation pool for all Policy has been applied during the year and which will be subject
employees, including executives, currently at 25% of earnings to an advisory vote at the Annual General Meeting.
before variable compensation, interest and tax (EBVCIT).
The Remuneration Committee would welcome your support for
– Long-term deferral (with a five-year cliff vest) of a substantial the 2018 Directors’ Remuneration report.
proportion of variable awards.
Clive Adamson
– Additional performance conditions for Executive Directors that
Remuneration Committee Chairman
put a significant proportion of their total pay at risk.
– Strong alignment of interests with shareholders and clients Activities
through significant employee equity ownership. The members of the Remuneration Committee have the
appropriate balance of skills, experience, independence and
Reflecting performance in remuneration knowledge of the Company to enable them to discharge their
Key to the success of the policy is that the remuneration structure respective duties and responsibilities effectively, and met six times
is designed to support and fit with the long-term strategy of the during the year.
business. The Group operates in a growth sector which
experiences market cycles and the remuneration policy plays a key During the year under review, the Remuneration Committee
role in minimising fixed costs, providing flexibility in variable costs, comprised the following Non-executive Directors and was fully
enabling key staff retention, and thereby aligning the interests compliant with the Code:
of clients, shareholders and employees through market cycles. – Clive Adamson (current Chairman)
– Simon Fraser (previous Chairman)
– David Bennett
– Peter Gibbs
– Dame Anne Pringle
Simon Fraser stepped down from the Board effective
31 December 2017.
The Chief Executive’s total annual bonus comprising cash and share
awards at grant value, prior to any waivers or voluntary elections he
may choose to make, decreased from £4,000,000 (FY2016/17) to
£2,000,000. Should the Chief Executive voluntarily elect to commute
the maximum 50% of his cash bonus, and as a result receive a Details of any elections made to commute cash bonus and related
matching share award, his maximum annual bonus will be £2,600,000 awards of matching shares will be provided in the Remuneration
as shown in the below chart. The total sum ultimately to be received report for the year in which the awards are made, as will the vesting
by the Chief Executive will be dependent on achievement relative to outcome of the awards made in 2013 due to vest on 18 September
the performance conditions, which means that up to £700,000 of this 2018. As has been the case in previous years, base salaries for
sum may not be paid out when the share awards vest in 2023. Executive Directors have remained unchanged at £100,000, a level
Restricted and restricted matching shares awarded to the Chief significantly below fixed pay levels for equivalent positions at peer
Executive in 2012, vesting in 2017 with a grant value of £2,100,000, organisations, consistent with the Company’s management of its
lapsed in full as a result of the application of the stretching fixed cost base and strong belief in pay for performance.
performance conditions.
Regulatory considerations for the year ending
30 June 2018
Annual cash bonus (4%) For remuneration relating to the year ending 30 June 2018, the
Annual bonus deferred Remuneration Committee has again ensured that pay will be delivered
into equity (44%)
to Executive Directors and other employees categorised by the FCA
Annual bonus deferred into as Identified Staff, consistent with the requirements of the Alternative
equity, with additional
performance conditions (23%)
Investment Fund Managers Directive. This has meant that Executive
Directors and other relevant employees will receive a proportion of
Annual bonus waived to
charity or for the general their upfront or cash bonus delivered as a further award of restricted
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shares which are retained and restricted from sale for a six-month
period, rather than as cash. Further details of this can be found in
the Annual Report on Remuneration.
Governance
vest can vary significantly from the original award amount.1
£m
12 100%
90%
10 80%
70%
8
60%
6 50%
40%
4 30%
20%
2
10%
0 0%
2012
2013
2014
2015
2016
2017
2018
2009
2010
2011
2012
2013
2014
2015
2016
2017
Bonus awarded Bonus accepted Bonus received Retained earnings Dividends Taxation
Bonus awarded – includes cash paid in the year and restricted, bonus and matching Bonus (pre tax) Salary (pre tax)
shares at grant value
Bonus received – includes cash paid in the year and the vesting value of any shares
5 years later
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VQEJCTKV[QTHQTVJGIGPGTCNDGPGƂVQHUVCHH
1. This chart includes data on shares awarded in 2010 which vested in 2015, shares awarded in 2011 which vested in 2016 and shares awarded in 2012 which vested in 2017.
The chart will be updated in future years to show the vesting outcomes for shares awarded in 2013 onwards.
2. Dividends includes the estimated cost of the proposed final dividend for FY2017/18.
Terms of reference
The terms of reference for the Remuneration – making recommendations to the Board – ensuring that contractual terms on
Committee include: as to the Company’s framework or policy termination, and any payments made,
for the remuneration of the Chairman, the are fair to the individual and the Company,
– reviewing the ongoing appropriateness and
Executive Directors and the Company that failure is not rewarded and that the
relevance of the Remuneration Policy;
Secretary and to determine their total duty to mitigate loss is fully recognised.
– reviewing the design of all share individual remuneration packages including
incentive plans for approval by the The number of Remuneration Committee
bonuses, incentive payments and share
Board and shareholders; meetings and their attendance by the
options or other share awards;
– ensuring that members of the Directors are set out in the table on page 47.
– ensuring that a significant proportion
executive management of the Company of Executive Directors’ remuneration
are provided with appropriate incentives is structured so as to link rewards to
to encourage enhanced performance corporate and individual performance and
and that remuneration incentives are that performance conditions are stretching
compatible with the Company’s risk and designed to promote the long-term
policies and systems; success of the Company; and
This section of the Remuneration report How the views of shareholders The Company does not operate formal
has been prepared in accordance with Part 4 are taken into account employee consultation on remuneration.
of The Large and Medium-sized Companies The Remuneration Committee regularly However, employees are able to provide
and Groups (Accounts and Reports) compares the Company’s Remuneration direct feedback on the Company’s
(Amendment) Regulations 2013. It sets out Policy with shareholder guidelines, and takes Remuneration Policy to their line managers
the Remuneration Policy for the Company. account of the results of shareholder votes or the Human Resources department.
The Policy has been developed taking into on remuneration.
The Remuneration Committee monitors
account the principles of the UK Corporate
If material changes to the Remuneration the effectiveness of the Company’s
Governance Code 2016 and shareholders’
Policy are contemplated, the Remuneration Remuneration Policy in recruiting, retaining,
executive remuneration guidelines. The
Committee Chairman consults with major engaging and motivating employees, and
current Policy was approved by a binding
shareholders about these in advance. receives reports from the Chief Executive
shareholder vote in October 2017, and is set
Officer on how the Company’s remuneration
out on pages 57 to 60. Details of votes cast to approve the Directors’
policies are viewed by employees and
Remuneration Policy and last year’s Annual
Policy overview whether they are meeting business needs.
Report on Remuneration are provided in the
The Remuneration Committee determines,
Annual Report on Remuneration section of The Remuneration Committee does not
and recommends to the Board, the
this report. seek to apply fixed ratios between the total
Company’s policy on the remuneration of the
remuneration levels of different roles in
Board Chairman, Executive Directors and Consistent Company-wide the Company, as this would prevent it from
other members of executive management approach recruiting and retaining the necessary talent
including employees designated as
The Company applies a consistent in a highly competitive employment market.
Code or Identified Staff under the FCA’s
remuneration philosophy for employees However, the base salary multiple between
Remuneration Codes. The Remuneration
at all levels. the highest and lowest paid UK-based
Committee’s terms of reference are
employees in the Company is less than 4.5x.
available on the Company’s website. The cap on base salary means that
Executive Directors’ base salaries are set at
In determining the Remuneration Policy, the
a similar level to other senior investment and
Remuneration Committee takes into account
professional employees in the Company, and
the following:
the base salary range from lowest to highest
– the need to encourage and promote the in the Company is considerably narrower than
long-term success of the Company; the market norm. All employees are eligible
– the need to attract, retain and motivate for a performance-related annual bonus, and
talented Executive Directors and the principle of bonus deferral into Company
senior management; shares or equivalent applies to annual
bonuses for all employees who have at least
– consistency with the remuneration
one full year’s service. Employees other than
principles applied to Ashmore employees
Executive Directors may elect to receive
as a whole;
up to the first £50,000 (or local currency
– external comparisons to examine current equivalent) of their annual bonus delivered
market trends and practices and equivalent as 90% cash and 10% as restricted shares,
roles in similar companies taking into rather than in the Company’s usual
account their size, business complexity, proportions of 60% cash and 40% restricted
international scope and relative shares. Rates of pension contribution and
performance; and fringe benefit provisions are consistent
– the requirements of the Remuneration between executives and other employees
Codes of the UK financial services within each country where the
regulator. Company operates.
Figure 1
Remuneration Policy (the Policy) for Executive Directors
BASE SALARY (FIXED PAY)
PURPOSE AND LINK TO SHORT AND LONG-TERM OPERATION, PERFORMANCE MEASURES AND
STRATEGY PERIODS, DEFERRAL AND CLAWBACK
Provides a level of fixed remuneration sufficient to permit a zero Base salaries are capped.
bonus payment, should that be appropriate. The cap on base salary
MAXIMUM OPPORTUNITY
Governance
helps to contain fixed costs.
The current cap is £120,000.
The cap is reviewed periodically; the Policy permits the cap to be
changed if this is deemed necessary to meet business, legislative
or regulatory requirements.
PURPOSE AND LINK TO SHORT AND LONG-TERM OPERATION, PERFORMANCE MEASURES AND
STRATEGY PERIODS, DEFERRAL AND CLAWBACK
Provide cost-effective benefits, to support the wellbeing The Company currently provides benefits such as medical insurance
of employees. and life insurance. In the event of relocation of an executive, the
Company could consider appropriate relocation assistance. Specific
benefits provision may be subject to minor change from time to
time, within the Policy.
MAXIMUM OPPORTUNITY
Fringe benefits are not subject to a specific cap, but represent only
a small percentage of total remuneration.
PURPOSE AND LINK TO SHORT AND LONG-TERM OPERATION, PERFORMANCE MEASURES AND
STRATEGY PERIODS, DEFERRAL AND CLAWBACK
Provides a basic level of Company contribution, which employees Company contributions are made, normally on a defined
can supplement with their contributions. contribution basis, either to a pension plan or in the form of an
equivalent cash allowance.
MAXIMUM OPPORTUNITY
The current level of Company contribution is 9% of base salary,
with a further matching contribution of up to 1% of base salary,
should the Executive Director make a personal contribution of an
equivalent amount. The contribution level is reviewed periodically;
the Policy permits the contribution rate to be amended if
necessary to reflect trends in market practice and changes
to pensions legislation.
PURPOSE AND LINK TO SHORT AND equivalents on deferred restricted bonus share (or phantom
LONG-TERM STRATEGY equivalent) awards and on the portion of restricted share and
Rewards performance and ensures interests of executives are restricted matching share awards that are not subject to a
closely aligned with other shareholders. performance condition vesting after five years will be paid out in
line with the Company’s dividend payment schedule. Dividends or
OPERATION, PERFORMANCE MEASURES dividend equivalents on the portion of restricted and restricted
AND PERIODS, DEFERRAL AND CLAWBACK matching share (or phantom equivalent) awards which are subject
to a performance condition will be accrued and paid out at the time
Executive Directors are considered each year for a discretionary
the award vests and to the extent of vesting. For any awards made
variable pay award depending on personal and Company
to a Director prior to his or her appointment as a Director, the
performance, by applying a range of performance indicators such
dividend or dividend equivalent payments are made on share
as growth in AuM, investment performance, profits, and strategic
awards in full, under previous commitments made to participants.
and operational achievements. The variable pay award comprises
a cash bonus (part of which may be voluntarily deferred into The Remuneration Policy permits the award of deferred
restricted shares) and a long-term incentive in the form of both a remuneration in alternative forms such as share options, although
restricted share award and a restricted matching share award on none have been granted in recent years, and to vary the
any voluntarily deferred cash bonus. split of award between cash and share awards to meet business,
1. Cash bonus (60% of total award) legislative or regulatory requirements.
The executive may voluntarily commute up to half of the cash bonus MAXIMUM OPPORTUNITY
in return for the same value in a restricted bonus share award (or The aggregate variable compensation pool for all employees,
phantom equivalent) deferred for five years. The deferred shares are including executives, is capped, currently at 25% of earnings before
eligible for restricted matching shares (or phantom equivalent) vesting variable compensation, interest and tax (EBVCIT). The Policy
after five years subject to conditions (see 3 below). permits the Remuneration Committee to vary this cap if necessary
to meet business needs.
Long-term incentives under the Company Executive
Omnibus Incentive Plan (Omnibus Plan) The policy is to cap the aggregate sum available for variable
2. Restricted shares award (40% of total award) compensation rather than to cap individual variable
There is no separate long-term incentive plan, rather 40% of the compensation awards.
executive’s annual bonus is compulsorily deferred into Company The high proportion of variable compensation deferral, with
shares (or phantom equivalent) for a period of five years and does vesting after five years and subject in part to ongoing performance
not qualify for matching. Half of this deferred portion is subject to conditions, encourages a prudent approach to risk management,
additional performance conditions on vesting. The Policy permits in support of the Company’s risk and compliance controls. Most
the Committee to set suitable performance conditions each year importantly, though, the remuneration structure is designed to
for each award type. The performance condition for the most support and fit with the long-term strategy of the business. The
recent awards was a combination of: Group operates in a growth sector which experiences market
– 25% relative total shareholder return (TSR) cycles and this aspect of the Remuneration Policy plays a key role
in providing flexibility in variable costs, enabling key staff retention,
– Measured against an asset management peer group
and thereby aligning the interests of clients, shareholders and
over five years.
employees including Directors through such cycles.
– 25% investment outperformance
– Relative to the relevant benchmarks over three and five years. MALUS AND CLAWBACK
– 25% growth in AuM In addition to the performance condition described above, malus
and clawback can be applied to all elements of variable
– A compound increase in AuM over the five-year
remuneration at the discretion of the Remuneration Committee,
performance period.
including to unvested share awards made in prior periods.
– 25% profitability Circumstances that may trigger the application of the Committee’s
– Ashmore’s diluted earnings per share (EPS) performance discretion include a material misstatement of the Company’s
relative to a comparator index over the five-year results, a material failure in risk management, serious reputational
performance period. damage, or the executive’s misconduct.
3. Restricted matching shares awarded on the voluntarily
PERSONAL SHAREHOLDING
commuted cash bonus (from 1 above)
Existing Executive Directors are required to build up a shareholding
Matching is provided on the voluntarily commuted cash bonus,
equivalent to 200% of salary over the three-year period from
subject to the same performance conditions on half of the matching
October 2017, and from the first five-year vesting date for newly
award as that described in 2 above. The maximum match used to
appointed Executive Directors.
date on any award made under the current policy was one-for-one;
the Policy permits the matching level to be changed for future
awards but not to exceed three-for-one. Dividends or dividend
Governance
applies, share awards are not subject related awards outside the variable pay pool
to additional performance conditions. cap. For an internal appointment, any variable Any outstanding share-based entitlements
Employees other than Executive Directors pay element awarded in respect of the prior granted to an Executive Director under the
may elect to receive up to the first £50,000 role may be allowed to be paid out according Company’s share plans will be determined
(or local currency equivalent) of their annual to its terms, adjusted if necessary, to take based on the relevant plan rules.
bonus delivered as 90% cash and 10% as into account the appointment. An Executive Director’s service contract may
restricted shares, rather than in the For external and internal appointments, be terminated without notice and without any
Company’s usual proportions of 60% the Company may meet certain relocation further payment or compensation, except for
cash and 40% restricted shares. expenses as appropriate including but not sums accrued up to the date of termination,
limited to assistance with housing, on the occurrence of certain events such as
External Non-executive gross misconduct.
immigration, taxes and travel.
Director positions
Executive Directors are permitted to The Committee may enter into settlement
Service contracts and loss of
serve as Non-executive Directors of other agreements with departing Directors, should
office payment policy
companies where there is no competition the circumstances warrant it, and limited legal
Service contracts normally continue until the
with the Company’s business activities and fees, outplacement fees and retirement gifts
Executive Director’s agreed retirement date
where these duties do not interfere with the may be provided.
or such other date as the parties agree.
individual’s ability to perform his or her duties
The service contracts contain provisions Incentive plan discretions
for the Company. Tom Shippey holds one
for early termination. The Remuneration Committee will operate
unpaid external appointment with a charitable
the current share plans in accordance with
organisation unconnected to the asset Notice periods are limited to 12 months by their respective rules and the policy set out
management industry. Other than as noted either party. Service agreements contain no above, and in accordance with the Listing
above, Executive Directors do not presently contractual entitlement to receive variable Rules and relevant legislation or regulation.
hold any external appointments with any pay; participation in these arrangements is As is consistent with market practice, the
non-Ashmore-related companies. at the Remuneration Committee’s discretion. Remuneration Committee retains discretion
The Executive Directors’ service contracts over a number of areas relating to operating
Where an outside appointment is are available for inspection at the Company’s and administrating these plans. These include
accepted in furtherance of the registered office during normal (but are not limited to) the following:
Company’s business, any fees received business hours.
are remitted to the Company. – Who participates in the plans;
If the employment of an Executive Director is
If the appointment is not connected – The timing of the grant of an award
terminated without giving the period of notice
to the Company’s business, the and/or payment;
required under the contract, the Executive
Executive Director is entitled to retain Director would be entitled to claim – The size of an award and/or a payment within
any fees received. recompense for up to one year’s the plan limits approved by shareholders;
remuneration subject to consideration of – The choice of (and adjustment of)
the obligation to mitigate the loss. Such performance measures and targets in
Approach to remuneration for new
recompense is expected to be limited to base accordance with the policy set out above
Executive Director appointments
salary due for any unexpired notice period, and the rules of each plan (including the
The remuneration package for an externally treatment of delisted companies for the
and any amount assessed by the
recruited new Executive Director would be purpose of the TSR comparator group);
Remuneration Committee as representing
set in accordance with the terms and
the value of other contractual benefits and – Discretion relating to the measurement
maximum levels of the Company’s approved
pension which would have been received of performance in the event of a change
Remuneration Policy in force at the time
during the period. In the event of a change of control or reconstruction;
of appointment.
of control of the Company, there is no – Determination of a good leaver (in addition
enhancement to these terms. to any specified categories) for incentive
plan purposes, based on the rules of each
plan and the appropriate treatment under
the plan rules;
– Adjustments required in order to comply with Reward scenarios Non-executive Directors are engaged
any new regulatory requirements which the The Company’s Policy results in the under letters of appointment and do not have
Company is compelled to adhere to; and majority of the remuneration received by contracts of service. They are appointed for
– Adjustments required in certain circumstances the Executive Directors being dependent an initial three-year period, subject to annual
(e.g. rights issues, corporate restructuring, on performance, and being deferred for shareholder re-election. Their continued
special dividends and on a change of control). five years into restricted shares. engagement is subject to the requirements
of the Company’s Articles relating to the
Any use of the above discretions would, As noted earlier, the policy is not to cap retirement of Directors by rotation. The
where relevant, be explained in the Annual individual awards, but rather the aggregate letters of appointment are available for
Report on Remuneration. As appropriate, it pool. As such, it is not possible to inspection at the Company’s registered
might also be the subject of consultation with demonstrate maximum remuneration office during normal business hours.
the Company’s major shareholders. levels. In lieu of this, the minimum (fixed)
remuneration is illustrated in Figure 2, which Compliance with the
Legacy arrangements provides an indication of the potential range Remuneration Code
For the avoidance of doubt, this Policy of total remuneration using the highest and The Remuneration Committee regularly
includes authority for the Company to honour lowest variable pay awards in a rolling five- reviews its Remuneration Policy’s
any commitments entered into with current year period and assuming full vesting, five compliance with the principles of the
or former Directors that have been disclosed years later at the grant price, of the long-term Remuneration Code of the UK financial
to shareholders in previous Remuneration incentive components based on upper services regulator, as applicable to Ashmore.
reports. Details of any payments to former quartile TSR or equivalent achievement
Directors will be set out in the Annual Report relative to other performance conditions. The Remuneration Policy is designed to be
on Remuneration as they arise. consistent with the prudent management
of risk, and the sustained, long-term
performance of the Company.
Figure 2
Executive Director total remuneration at different levels of performance (£’000)
CEO
Fixed/Minimum
CFO
Fixed/Minimum
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Figure 3
Fees policy for the Board Chairman and other Non-executive Directors
Element Purpose and link to strategy Operation Maximum
Board Chairman To pay an all-inclusive The Board Chairman is paid a single fee for all his The overall fees payable to Non-executive
fee basic fee that takes responsibilities. The level of the fee is reviewed Directors will remain within the limit stated
account of the role and periodically by the Committee, with reference to in the Articles of Association, currently
responsibilities market levels in comparably sized FTSE companies, £750,000
and a recommendation is then made to the Board The current level of fees is disclosed in the
(without the Chairman being present) Annual Report on Remuneration
Non-executive To pay an all-inclusive The Non-executive Directors are paid a single The overall fees payable to Non-executive
Director fees basic fee that takes inclusive basic fee. There are no supplements Directors will remain within the limit stated in
account of the role and for Committee Chairmanships or memberships; the Articles of Association, currently £750,000
responsibilities the fee levels are reviewed periodically by the The current level of fees is disclosed in
Chairman and Executive Directors the Annual Report on Remuneration
Figure 4
Remuneration for the year ending 30 June 2018 – audited information
The table below sets out the remuneration received by the Directors in the year ending 30 June 2018.
Executive Directors Non-executive Directors
Tom Dame Anne
Mark Coombs Shippey Clive David Jennifer Simon Peter Pringle
1, 4, 5, 7, 8, 9, 12 1, 5, 7, 11
Adamson Bennett2 Bingham10 Fraser11 Gibbs DCMG
2018 100,000 100,000 67,500 79,998 231 42,498 150,000 60,000
Salary and fees
Governance
2017 100,000 100,000 60,000 75,000 – 85,000 150,000 60,000
2018 8,293 2,491 – 1,295 – – – –
Taxable benefits
2017 8,404 2,307 – 887 – – – –
2018 9,000 10,000 – – – – – –
Pensions
2017 9,000 10,000 – – – – – –
2018 642,077 504,000 – – – – – –
Cash bonus
2017 781,748 272,175 – – – – – –
Voluntarily deferred 2018 – – – – – – – –
share bonus 2017 1,090,800 285,000 – – – – – –
Mandatorily deferred 2018 374,400 196,000 – – – – – –
share bonus6 2017 1,199,200 345,325 – – – – – –
2018 1,016,477 700,000 – – – – – –
Total bonus
2017 3,071,748 902,500 – – – – – –
Long-term incentives 2018 – – – – – – – –
vesting3 2017 95,574 – – – – – – –
Total for year ending
2018 1,133,770 812,491 67,500 81,293 231 42,498 150,000 60,000
30 June 2018
Total for year ending
2017 3,284,726 1,014,807 60,000 75,877 – 85,000 150,000 60,000
30 June 2017
1. Benefits for both Executive Directors include membership of the Company medical scheme, and for Mark Coombs includes the Company’s contribution towards
transportation costs in relation to his role.
2. Benefits for David Bennett relate to transportation costs and the associated income tax and national insurance costs in relation to his role.
3. Long-term incentives vesting relates to awards with performance conditions where the performance period has ended in the relevant financial year and payments
of dividends or dividend equivalents on such awards prior to their vesting date.
4. In respect of the year ending 30 June 2018, Mark Coombs waived any eligibility for, and any right or expectation to receive, a cash bonus of up to £443,915 (2017:
£283,391), to be used by the Company for the general benefit of employees. In addition to this, in both the years ending 30 June 2017 and 30 June 2018 Mark
Coombs chose to waive 10% of any element of his potential non-AIF related variable remuneration award in return for the Remuneration Committee considering and
approving a contribution to charity or charities nominated by himself; the numbers in the table above exclude any waived variable remuneration. Had he not waived
these amounts, Mark Coombs’ total bonus in respect of the year ending 30 June 2018 would have been £1,600,000 (2017: £3,200,000).
5. Mark Coombs and Tom Shippey may commute up to 50% of their cash bonus in favour of an equivalent amount of bonus share or phantom bonus share awards and
an equivalent value in matching share or phantom matching share awards. All share or phantom share awards will be reported in the Directors’ share and phantom
share award tables in the year of grant. Mark Coombs and Tom Shippey both chose to commute 50% of their cash bonuses pre-waiver in 2017 for an equivalent
amount of bonus share awards.
6. From the year ending 30 June 2015 onward, additional performance conditions are applied to 50% of any restricted or matching share award. The amounts shown in
the column labelled mandatorily deferred share bonus represent the 50% of restricted and matching share awards that do not have additional performance conditions
attached. These amounts represent the cash value of shares awarded at grant, which will vest after five years subject to continued employment.
7. In order to comply with the Alternative Investment Fund Managers Directive both Mark Coombs and Tom Shippey received a proportion of their bonus which would
have otherwise been delivered in cash, as an additional award of restricted shares which will vest after a retention period. In 2018, prior to any elections made to
commute cash bonus for bonus shares and an equivalent value in matching shares, the value of this award for Mark Coombs was £48,000 (2017: £108,000) and for
Tom Shippey was £21,000 (2017: £25,650).
8. In respect of prior year deferred share awards which have been waived to charity, any dividend equivalents associated with the amounts waived are paid directly
to the nominated charities. The figures shown exclude the amounts waived.
9. Dividends or dividend equivalents were paid relating to voluntarily and mandatorily deferred share or phantom share awards in the period.
10. Jennifer Bingham joined the Board on 29 June 2018.
11. Simon Fraser stepped down from the Board on 31 December 2017.
12. Mark Coombs receives cash in lieu of a pension contribution. Tom Shippey’s pension contribution includes an employee contribution via salary sacrifice; in 2018 this
was £500 (2017: £500).
13. Total short term benefits for key management personnel, including salary and fees, taxable benefits and cash bonuses, as reported in note 29 of the financial
statements is £1,758,383 in 2018
Figure 5
CEO and GFD performance measures
Executive
Director KPI Areas considered within KPI Weighting Committee assessment
CEO Business financial To achieve higher than budgeted EBIT, 75% – AuM development was strong, increasing by 26% to
performance to achieve higher than budgeted growth US$73.9 billion, including record net flows
in AuM and to effectively manage – Investment performance has been consistent through the period
investment performance to deliver with 73%, 94% and 89% of AuM outperforming over one, three
consistent growth relative to each and five years respectively
unblended investment theme – Operating costs have remained tightly controlled and under budget
– EBIT increased by 7% relative to the prior period
CEO Non-financial Strategy development and 25% – Group strategy continues to develop as planned
management implementation, recruitment, staff – Personnel matters have been effectively managed, with strong,
performance turnover and succession planning and stable investment and management teams in place
regulatory and compliance adherence – Strong risk management, governance and compliance culture
embedded and maintained in all aspects of the business
– Ashmore’s distinctive culture continues to support the business
through market cycles, demonstrated by strong staff retention
GFD Management Department performance assessed for 35% – Operational improvements in financial management delivered
of departments Finance, Corporate Development, recurring savings
Investor Relations, Company Secretarial – Systems enhancements delivered improved reporting capabilities
and Facilities – Active cost control delivered savings in the year
– Recruitment and succession planning managed effectively
GFD Management of Local asset management business 30% – Local asset management businesses developing as planned, with
subsidiary business growth and development of strong AuM growth and improving profitability as the businesses
activities outside profitability and scale, integration continue to mature
the UK, including of offices and effectiveness of – Appropriate risk management, governance and compliance culture
joint ventures joint venture relationships embedded and actively managed across the local office network
– Strong, stable investment and management teams in place
GFD Corporate Contribution to the development and 30% – Ongoing management of operating costs
development and implementation of strategic goals and – Continued support to development of business strategy,
contribution to increasing value for shareholders with specific focus on subsidiary business management and
business strategy development
GFD Investor relations Broadening the shareholder base 5% – Internal and external relationships and communication remain
and communication and communicating effectively with effectively managed
external parties, the Board and all
other relevant stakeholders
The Remuneration Committee takes the results of this detailed individual appraisal process and uses its discretion to determine a final bonus
award. Alongside the results of the individual appraisal the Committee takes into consideration affordability, given that the bonus pool is capped
at the Group level.
Figure 7
Long-term incentive awards made during the year ended 30 June 2018 – audited information
Share price on
No. of Date date of award3 Face value Face value Performance period
Governance
Name Type of award shares of award (£) (£) (% of salary) end date
Mark Coombs1, 2 Restricted shares 449,542 14 September 2017 £3.2353 £1,454,403 1,454% 13 September 2022
Mark Coombs1, 2 Matching shares 337,156 14 September 2017 £3.2353 £1,090,801 1,091% 13 September 2022
2
Tom Shippey Restricted shares 117,455 14 September 2017 £3.2353 £380,002 380% 13 September 2022
Tom Shippey2 Matching shares 88,091 14 September 2017 £3.2353 £285,001 285% 13 September 2022
1. In respect of the year ended 30 June 2017, Mark Coombs chose to waive 10% of any element of his potential non AIF related variable remuneration award in return for the
Remuneration Committee considering and approving a contribution to charity or charities nominated by himself; the numbers in the table above exclude any waived variable
remuneration.
2. In addition, executives voluntarily defer their bonus into shares in order to receive an equivalent level of matching shares and are also required under the AIFMD rules to
defer a portion of their cash bonus for six months. These awards are not subject to any performance conditions and full details can be found in Figure 10.
3. Based on the 5 day average share price prior to the grant date. The fair value of the awards is calculated by applying the estimated adjustment factor calculated by Aon to the
share price to reflect the performance conditions attached to half of the restricted and half of the matching shares.
Long-term incentive awards made during the year ended 30 June 2018 – performance conditions
Figure 7 provides details of the long-term incentive awards that were made during the year. These represent the restricted and matching share
awards, 50% of which are subject to additional performance conditions, and will vest on the fifth anniversary of the award date, to the extent
that the performance conditions are met. The remaining 50% are subject to continued employment.
The performance conditions for the most recent awards were a combination of:
– 25% relative total shareholder return (TSR), measured against an asset management peer group over five years.
– 25% investment outperformance, relative to the relevant benchmarks over three and five years.
– 25% growth in assets under management, demonstrated through a compound increase in AuM over the five-year performance period.
– 25% profitability, demonstrated through Ashmore’s diluted earnings per share (EPS) performance relative to a comparator index over the
five-year performance period.
The performance conditions vesting scale and TSR peer group are shown in Figures 8 and 9 respectively.
Performance and vesting outcome for the Chief Executive’s 2012 long-term incentive awards which vested
during the year ended 30 June 2018
During the period, shares awarded to Mark Coombs in 2012 reached their vesting date. On the vesting date, all bonus shares vested, and the
TSR performance condition was applied to the vesting of restricted and matching shares, based on calculations and advice provided by Aon.
The Company’s TSR was 35.2%, which ranked Ashmore at 12.66 relative to the TSR peer group of 15 companies; the median rank which
would have resulted in 25% vesting was 8 or a TSR of 77.3%. Therefore no restricted or matching share awards vested.
Performance and vesting outcome for the Group Financial Director’s 2012 long-term incentive awards which
vested during the year ended 30 June 2018
During the period, shares awarded to Tom Shippey in 2012 reached their vesting date. On the vesting date all bonus, restricted and matching
shares vested. These awards were not subject to the TSR performance condition as they were awarded prior to his appointment as an
Executive Director.
Figure 8
Performance conditions vesting scale
Performance condition Performance % of award vesting
Figure 9
TSR peer group
Company Country of listing Company Country of listing
TSR is a well-established and recognised performance measure, which aligns the interests of the Executive Directors with those of
shareholders. A comparator group of 16 companies has been selected from the global investment management sector. The Committee
reviews the peer group periodically to take account of de-listings, new listings or other sector changes that are relevant.
Figure 10
Outstanding share awards – audited information
Market Number of Number of
Type of price on shares at Granted Vested Lapsed shares at
Omnibus date of 30 June during during during 30 June Performance
Executive award Date of award award 2017 year year year 2018 period Vesting/release date
Mark
Coombs RS 18 September 2012 £3.2926 328,009 – – 328,009 – 5 years 17 September 2017
RBS1 18 September 2012 £3.2926 246,007 – 246,007 – – 5 years 17 September 2017
RMS1 18 September 2012
Governance
£3.2926 246,007 – – 246,007 – 5 years 17 September 2017
1
RS 17 September 2013 £3.8340 422,536 – – – 422,536 5 years 16 September 2018
RBS1 17 September 2013 £3.8340 316,902 – – – 316,902 5 years 16 September 2018
RMS1 17 September 2013 £3.8340 316,902 – – – 316,902 5 years 16 September 2018
RS 22 September 2015 £2.4278 494,271 – – – 494,271 5 years 21 September 2020
RBS 22 September 2015 £2.4278 370,703 – – – 370,703 5 years 21 September 2020
RMS 22 September 2015 £2.4278 370,703 – – – 370,703 5 years 21 September 2020
RS2 16 September 2016 £3.3955 – – – – – 6 months 15 March 2017
RS1 16 September 2016 £3.3955 161,330 – – – 161,330 5 years 15 September 2021
RBS1 16 September 2016 £3.3955 120,999 – – – 120,999 5 years 15 September 2021
RMS1 16 September 2016 £3.3955 120,999 – – – 120,999 5 years 15 September 2021
RS2 14 September 2017 £3.2353 – 16,691 16,691 – – 6 months 13 March 2018
RS 14 September 2017 £3.2353 – 49,542 – – 449,542 5 years 13 September 2022
BS 14 September 2017 £3.2353 – 337,156 – – 337,156 5 years 13 September 2022
MS 14 September 2017 £3.2353 – 337,156 – – 337,156 5 years 13 September 2022
Total 3,515,368 1,140,545 262,698 574,016 3,819,199
1. In respect of the years ending 30 June 2012 and 30 June 2013 Mark Coombs chose to waive 10% of any element of his potential variable remuneration award, and in the
years ending 30 June 2016 and 30 June 2017 Mark Coombs chose to waive 10% of his potential non-AIF related variable remuneration award in return for the Remuneration
Committee considering and approving a contribution to a charity or charities nominated by himself. The ‘Number of shares at 30 June 2017’, ‘Granted during year’ and
‘Number of shares at 30 June 2018’ figures are shown excluding the amounts waived. On the vesting/release date, any shares waived to charity will vest to them to the
extent that any relevant performance conditions have been satisfied.
2. In order to comply with the Alternative Investment Fund Managers Directive remuneration principles in regard to the delivery of remuneration in retained instruments, a
proportion of Mark Coombs’ and Tom Shippey’s cash bonuses relating to the year ending 30 June 2017 were delivered in the form of restricted shares, subject to a six-
month retention period, rather than being delivered in cash. These shares vested in full on the date shown and were not subject to any additional performance conditions.
KEY
RS – Restricted shares RBS – Restricted bonus shares RMS – Restricted matching shares
Figure 10 continued
Outstanding share awards – audited information continued
Market Number of Number of
Type of price on shares at Granted Vested Lapsed shares at
Omnibus date of 30 June during during during 30 June Performance
Executive award Date of award award 2017 year year year 2018 period Vesting/release date
Tom
Shippey NDRS 18 September 2012 £3.2926 78,965 – 78,965 – – 5 years 17 September 2017
NDBS 18 September 2012 £3.2926 59,224 – 59,224 – – 5 years 17 September 2017
NDMS 18 September 2012 £3.2926 59,224 – 59,224 – – 5 years 17 September 2017
NDRS 17 September 2013 £3.8340 70,423 – – – 70,423 5 years 16 September 2018
NDBS 17 September 2013 £3.8340 52,817 – – – 52,817 5 years 16 September 2018
NDMS 17 September 2013 £3.8340 52,817 – – – 52,817 5 years 16 September 2018
RS 30 September 2014 £3.0900 58,253 – – – 58,253 5 years 29 September 2019
BS 30 September 2014 £3.0900 43,690 – – – 43,690 5 years 29 September 2019
MS 30 September 2014 £3.0900 43,690 – – – 43,690 5 years 29 September 2019
RS 22 September 2015 £2.4278 164,757 – – – 164,757 5 years 21 September 2020
BS 22 September 2015 £2.4278 123,568 – – – 123,568 5 years 21 September 2020
MS 22 September 2015 £2.4278 123,568 – – – 123,568 5 years 21 September 2020
RS3 16 September 2016 £3.3955 – – – – – 6 months 15 March 2017
RS 16 September 2016 £3.3955 88,353 – – – 88,353 5 years 15 September 2021
BS 16 September 2016 £3.3955 66,265 – – – 66,265 5 years 15 September 2021
MS 16 September 2016 £3.3955 66,265 – – – 66,265 5 years 15 September 2021
3
RS 14 September 2017 £3.2353 – 3,965 3,965 – – 6 months 13 March 2018
RS 14 September 2017 £3.2353 – 117,455 – – 117,455 5 years 13 September 2022
BS 14 September 2017 £3.2353 – 88,091 – – 88,091 5 years 13 September 2022
MS 14 September 2017 £3.2353 – 88,091 – – 88,091 5 years 13 September 2022
Total 1,151,879 297,602 201,378 – 1,248,103
3. In order to comply with the Alternative Investment Fund Managers Directive remuneration principles in regard to the delivery of remuneration in retained instruments, a
proportion of Mark Coombs’ and Tom Shippey’s cash bonuses relating to the year ending 30 June 2017 were delivered in the form of restricted shares, subject to a six-
month retention period, rather than being delivered in cash. These shares vested in full on the date shown and were not subject to any additional performance conditions.
KEY
RS – Restricted shares MS – Matching shares NDBS – Bonus shares awarded while not a Director
BS – Bonus shares NDRS – Restricted shares awarded while NDMS – Matching shares awarded while not a Director
not a Director
The Company’s obligations under its employee share plans can be met by newly issued shares in the Company, or shares purchased in
the market by the trustees of the Employee Benefit Trust (EBT). As detailed in the Business review, the EBT continues to make market
purchases of shares to satisfy awards.
The overall limits on new issuance operated under the existing share plans were established on the listing of the Company in 2006. Under these
agreed limits, the number of shares which may be issued in aggregate under employee share plans of the Company over any ten-year period
following the date of the Company’s Admission in 2006 is limited to 15% of the Company’s issued share capital. As at 30 June 2018, the
Company had 5.8% of the Company’s issued share capital outstanding under employee share plans to its staff. All of the awards made to date
will be satisfied by the acquisition of shares in the market, thus none of the Company’s obligations under its employee share plans have been
met by newly issued shares.
Figure 11
Share interests of Directors and connected persons at 30 June 2018 – audited information
Outstanding voluntarily
Outstanding restricted and deferred bonus
Beneficially owned matching share awards1 share awards Total interest in shares3
Executive Directors
Mark Coombs 271,391,614 2,673,439 1,145,760 275,210,813
Governance
Tom Shippey2 0 873,672 374,431 1,248,103
Non-executive Directors
Clive Adamson 934 – – 934
David Bennett 11,619 – – 11,619
Jennifer Bingham 0 – – 0
Peter Gibbs 50,000 – – 50,000
Dame Anne Pringle DCMG 3,963 – – 3,963
1. Outstanding restricted shares and matching shares awarded in 2013 and 2014 are subject to performance conditions. Half of the restricted shares and matching shares
awarded in 2015 and 2016 are subject to performance conditions.
2. Restricted and matching share awards made to Tom Shippey prior to his appointment as a Director are not subject to performance conditions.
3. Save as described above, there have been no changes in the shareholdings of the Directors between 30 June and 6 September 2018. The Directors are permitted to hold
their shares as collateral for loans with the express permission of the Board.
Figure 12 compares the percentage change from 2017 to 2018 in remuneration elements for the Chief Executive with the average
year-on-year change across relevant comparator employees as a whole. Relevant employees are full-time employees of Ashmore Group
who have been employed throughout the full performance year. Figures do not include amounts of cash waived to charity or for the general
benefit of employees.
Performance chart
Figure 13 shows the Company’s TSR performance (with dividends reinvested) against the performance of the relevant indices for the last eight
years. Each point at a financial year end is calculated using an average total shareholder return value over the month of June (i.e. 1 June to
30 June inclusive). As the chart indicates, £100 invested in Ashmore on 30 June 2009 was worth £284 nine years later, compared with £245 for
the same investment in the FTSE 100 index, and £357 for the same investment in the FTSE 250 index.
300 £284
Value (£) (rebased)
250 £245
200
150
100
50
0
30 June 09 30 June 10 30 June 11 30 June 12 30 June 13 30 June 14 30 June 15 30 June 16 30 June 17 30 June 18
Source: FactSet
Figure 14 shows the total remuneration figure for the Chief Executive Officer during each of the financial years shown in the TSR chart.
The total remuneration figure includes the annual bonus and LTI awards, which vested based on performance in those years. As there is
no cap on the maximum individual bonus award, a percentage of maximum annual bonus is not shown.
Figure 14
Chief Executive – audited information
Performance-related Percentage of restricted
Annual restricted and matching and matching phantom
Year ended 30 June Salary Benefits Pension bonus phantom shares vested1 shares vested Total
Figure 15 shows the relative movement in profits, total staff costs and dividends to shareholders, year-on-year.
Figure 15
Relative importance of spend on pay
2017 to 2018
Metric 2018 2017 % change
Remuneration paid to or receivable by all employees of the Group (i.e. accounting cost) 70.3 65.9 5%
Average headcount 257 256 0%
Distributions to shareholders (dividends and/or share buybacks) 117.4 116.1 1%
Statement on implementation of the Remuneration Policy in the year commencing 1 July 2018
The Directors’ Remuneration Policy was approved by binding shareholder vote at the 20 October 2017 AGM. The Policy applies to the
performance years ending 30 June 2018, 2019 and 2020.
The Committee intends to continue to apply broadly the same metrics and weightings to annual variable remuneration in the year ending
30 June 2019 as have been applied in the current period.
Governance
The members of the Remuneration Committee are listed in the table below. All of these are independent Non-executive Directors, as defined
under the Corporate Governance Code, with the exception of the Company Chairman who was independent on his appointment.
The Company’s CEO attends the meeting by invitation and assists the Remuneration Committee in its decision-making, except when his
personal remuneration is discussed. No Directors are involved in deciding their own remuneration. The Company Secretary acts as Secretary to
the Remuneration Committee. Other executives may be invited to attend as the Remuneration Committee requests.
External advisers
The Remuneration Committee received independent advice from Aon throughout the period from 1 July 2017 to 30 June 2018, who have no
other connection to the Company. Aon abides by the Remuneration Consultants’ Code of Conduct, which requires it to provide objective and
impartial advice. Aon’s fees for the year ending 30 June 2018 were £20,000. The Company participates in the McLagan Partners compensation
survey from which relevant data is provided to the Remuneration Committee. Neither of the above provides other services to the Company.
Figure 16
Shareholder voting
2017 AGM resolution to approve the 2017 AGM resolution to approve the
Remuneration Policy for the years % of Directors’ Remuneration report for % of
Remuneration Policy ending 30 June 2018, 2019 and 2020 votes cast Remuneration Report the year ended 30 June 2017 votes cast
Votes cast in favour 515,865,054 85.05% Votes cast in favour 518,697,947 85.72%
Votes cast against 90,707,202 14.95% Votes cast against 86,426,020 14.28%
Total votes cast 606,572,256 100.00% Total votes cast 605,123,967 100.00%
Abstentions 1,151,359 N/A Abstentions 2,509,648 N/A
Approval
This Directors’ Remuneration report including both the Directors’ Remuneration Policy and the Annual Report on Remuneration has been
approved by the Board of Directors.
Signed on behalf of the Board of Directors.
Clive Adamson
Remuneration Committee Chairman
6 September 2018
The Directors are responsible for preparing The Directors are responsible for keeping Responsibility statement
the Annual Report and the Group and parent adequate accounting records that are of the Directors in respect
company financial statements in accordance sufficient to show and explain the parent of the annual financial report
with applicable law and regulations. company’s transactions and disclose with We confirm that to the best of
reasonable accuracy at any time the financial our knowledge:
Company law requires the Directors to
position of the parent company and enable
prepare Group and parent company financial – the financial statements, prepared in
them to ensure that its financial statements
statements for each financial year. Under accordance with the applicable set of
comply with the Companies Act 2006. They
that law they are required to prepare the accounting standards, give a true and
are responsible for such internal control as
Group financial statements in accordance fair view of the assets, liabilities, financial
they determine is necessary to enable the
with International Financial Reporting position and profit or loss of the Company
preparation of financial statements that are
Standards (IFRSs) as adopted by the and the undertakings included in the
free from material misstatement, whether
European Union (EU) and applicable law and consolidation taken as a whole; and
due to fraud or error, and have general
have elected to prepare the parent company – the Strategic report includes a fair review
responsibility for taking such steps as are
financial statements on the same basis. of the development and performance
reasonably open to them to safeguard the
Under company law the Directors must assets of the Group and to prevent and of the business and the position of the
not approve the financial statements unless detect fraud and other irregularities. issuer and the undertakings included in the
they are satisfied that they give a true and consolidation taken as a whole, together
Under applicable law and regulations, with a description of the principal risks and
fair view of the state of affairs of the Group
the Directors are also responsible for uncertainties that they face.
and parent company and of their profit and
preparing a Strategic report, Directors’
loss for that period. In preparing each of We consider the Annual Report and
report, Directors’ remuneration report
the Group and parent company financial Accounts, taken as a whole, is fair, balanced
and corporate governance statement that
statements, the Directors are required to: and understandable and provides the
comply with that law and those regulations.
– select suitable accounting policies information necessary for shareholders to
The Directors are responsible for the assess the Group’s position and performance,
and then apply them consistently;
maintenance and integrity of the corporate business model and strategy.
– make judgements and estimates that and financial information included on the
are reasonable, relevant and reliable; Company’s website. Legislation in the UK
– state whether they have been prepared governing the preparation and dissemination
Peter Gibbs
in accordance with IFRSs as adopted of financial statements may differ from
Chairman
by the EU; legislation in other jurisdictions.
– assess the Group and parent Company’s 6 September 2018
ability to continue as a going concern,
disclosing, as applicable, matters related to
going concern; and
– use the going concern basis of accounting
unless they either intend to liquidate the
Group or the parent company or to cease
operations, or have no realistic alternative
but to do so.
The Directors present their Annual Report statements. This is a non-adjusting post The gender balance was 67% (170 people)
and financial statements for the year ended balance sheet event. There were no male and 33% (88 people) female. It is
30 June 2018. other post balance sheet events requiring the Group’s policy to give appropriate
adjustment or disclosure herein. consideration to applications from disabled
The financial statements have been
persons, having regard to their particular
prepared in accordance with International Directors
aptitudes and abilities. For the purposes of
Financial Reporting Standards (IFRS) as The members of the Board together with
training, career development and progression
adopted by the EU. their biographical details are shown on page
(including those who become disabled during
43. With the exception of Jennifer Bingham
Principal activity the course of their employment) all are
who was appointed as an additional Director
and business review treated on equal terms with other employees.
on 29 June 2018, all members of the Board
The principal activity of the Group is the
served as Directors throughout the year. Insurance and
provision of investment management
indemnification of Directors
services. The Company is required to set out Details of the service contracts of the current
Governance
Directors’ and officers’ liability insurance is
in this report a fair review of the business of Directors are described in the Directors’
maintained by the Company for all Directors.
the Group during the financial year ended remuneration policy on page 59.
To the extent permissible by law, the Articles
30 June 2018 and of the position of the
Details of the constitution and powers of the of Association also permit the Company to
Group at the end of that financial year and
Board and its committees are set out in the indemnify Directors and former Directors
a description of the principal risks and
Corporate governance report on pages 45 against any liability incurred whilst serving in
uncertainties facing the Group (referred to
to 47. The Corporate governance report also such capacity.
as the Business review). The information
summarises the Company’s rules concerning
that fulfils the requirements of the Business Directors’ conflicts of interests
appointment and replacement of Directors.
review can be found in the financial highlights The Companies Act 2006 imposes upon
on the inside front cover, the Chief Executive Board diversity Directors a statutory duty to avoid unauthorised
Officer’s review on pages 16 to 17, the The Nominations Committee and the Board conflicts of interest with the Company. The
Business review on pages 22 to 27 and recognise the importance of diversity and Company’s Articles of Association enable
the Corporate governance report on believe that this is a wider issue than solely Directors to approve conflicts of interest and
pages 45 to 47. gender. There are presently no plans to add also include other conflict of interest provisions.
further Non-executive Directors to the Board, The Company has implemented processes to
The principal risks facing the business and
however, the Nominations Committee, in identify potential and actual conflicts of interest.
risk management policy are detailed on pages
assessing the suitability of a prospective Such conflicts are then considered for approval
32 to 33.
appointee considers a number of diverse by the Board, subject, where necessary, to
Results and dividends factors including the balance of skills, appropriate conditions.
The results of the Group for the year are experience, gender and nationality. The
Save as disclosed on page 59, Executive
set out in the consolidated statement of Board currently consists of two Executive
Directors do not presently hold any
comprehensive income on page 82. and five Non-executive Directors of whom
external appointments with any
two are female. As previously announced,
The Directors recommend a final dividend non-Ashmore-related companies.
Peter Gibbs does not intend to seek re-
of 12.10 pence per share (FY2016/17:
election at the Company’s 2018 AGM. Directors’ share interests
12.10 pence) which, together with the interim
Subject to the remaining Directors being The interests of Directors in the Company’s
dividend of 4.55 pence per share (FY2016/17:
elected or re-elected at the AGM this will shares are shown on page 67 within the
4.55 pence) already declared, makes a
leave a Board comprising six Directors of Annual report on remuneration.
total for the year ended 30 June 2018 of
which two will be female. The Nominations
16.65 pence per share (2017: 16.65 pence). Significant agreements
Committee from time to time engages the
Details of the interim dividend payment are with provisions applicable to a
services of an external search consultant
set out in note 14 to the financial statements. change in control of the Company
for the purpose of seeking new candidates
Save as described, there are no agreements
Subject to approval at the Annual General for Board membership, conditional upon
in place applicable to a change in control of
Meeting, the final dividend will be paid on such consultant having no connection
the Company.
7 December 2018 to shareholders on the to the Company.
register on 2 November 2018 (the ex-dividend Resolution 17 in the Notice of Annual General
It is Ashmore’s policy to attract and retain
date being 1 November 2018). Meeting will seek approval from shareholders
a diverse workforce. Whilst there are no
to a waiver of the provisions of Rule 9 of the
Related party transactions quotas set in respect of gender, age or
Takeover Code in respect of the obligation
Details of related party transactions are set educational or professional background
that could arise for Mark Coombs to make a
out in note 29 to the financial statements. Ashmore is committed to providing equal
mandatory offer for the Company in the event
opportunities and seeks to ensure that its
Post-balance sheet events workforce reflects, as far as is practicable,
that the Company exercises the authority to
On 18 July 2018 the Group acquired a 56% make market purchases of its own shares.
the diversity of the many communities
controlling interest in Ashmore Avenida Further details will be contained in the
in which it operates. As at 30 June 2018
Investments (Real Estate) LLP and further separate Notice of AGM.
Ashmore employed 38 different
details are set out in note 31 to the financial
nationalities throughout the organisation.
Substantial shareholdings
The Company has been notified of the following significant interests in accordance with the Financial Conduct Authority’s (FCA) Disclosure
and Transparency Rules (other than those of the Directors which are disclosed separately on page 67) in the Company’s ordinary shares of
0.01 pence each as set out in the table below.
Substantial shareholdings1 (as disclosed to the Company in accordance with DTR 5)
Number of voting Number of voting
rights disclosed as at Percentage rights disclosed as at Percentage
30 June 2018 interests3 6 September 2018 interests3
Standard Life Aberdeen plc – – 46,924,720 6.63
Overseas Pensions and Benefits Limited (formerly Carey Pensions and
Benefits Limited) as Trustees of the Ashmore 2004 Employee Benefit Trust2 35,824,935 5.06 35,824,935 5.06
Schroders plc 34,589,104 4.89 34,589,104 4.89
Allianz Global Investors GmbH 32,695,220 4.62 32,695,220 4.62
UBS Group AG 27,343,929 3.87 27,343,929 3.87
1. The shareholding of Mark Coombs, a Director and substantial shareholder, is disclosed separately on page 67.
2. In addition to the interests in the Company’s ordinary shares referred to above, each Executive Director and employee of the Group has an interest in the Company’s
ordinary shares held by Overseas Pensions and Benefits Limited (formerly Carey Pensions and Benefits Limited) under the terms of the Ashmore 2004 Employee Benefit
Trust (EBT). The voting rights disclosed for the EBT in this table reflect the last notification made to the Company in accordance with DTR5. The actual number of shares
held by the EBT as at 30 June 2018 is disclosed in note 23 to the financial statements.
3. Percentage interests are based upon 707,372,473 shares in issue (which excludes 5,368,331 shares held in Treasury) (2017: 707,372,473 shares in issue which excluded
5,368,331 in Treasury).
Relations with shareholders The Senior Independent Director is available Restrictions on voting rights
The Company places great importance on to shareholders if they have concerns which A member shall not be entitled to vote at
communication with its investors and aims contact through the normal channels of any general meeting or class meeting in
to keep shareholders informed by means Chairman, Chief Executive Officer or Group respect of any share held by him if any call
of regular communication with institutional Finance Director has failed to resolve or or other sum then payable by him in respect
shareholders, analysts and the financial press for which such contact is inappropriate. of that share remains unpaid or if a member
throughout the year. The Company continues to offer major has been served with a restriction notice
shareholders the opportunity to meet any (as defined in the Articles of Association)
Annual and interim reports and quarterly or all of the Chairman, the Senior Independent after failure to provide the Company with
assets under management updates are Director and any new Directors. information concerning interests in those
widely distributed to other parties who
shares required to be provided under the
may have an interest in the Group’s The Group will announce via a regulatory
Companies Acts. Votes may be exercised
performance. These documents are also information service the number of
in person or by proxy. The Articles of
made available on the Company’s website proxy votes cast on resolutions at the
Association currently provide a deadline for
where formal regulatory information service Annual General Meeting and any other
submission of proxy forms of 48 hours before
announcements are posted. The Chief general meetings.
the meeting.
Executive Officer and Group Finance Director
Share capital
report to the Board on investor relations
The Company has a single class of share
Purchase of own shares
and on specific discussions with major In the year under review, the Company
capital which is divided into ordinary shares
shareholders and the Board receives copies did not purchase any of its own shares for
of 0.01 pence, each of which rank pari passu
of research published on the Company. Treasury. The Company is, until the date of
in respect of participation and voting rights.
Additionally, the Chairman and the Chair the next Annual General Meeting, generally
The shares are in registered form. The issued
of the Remuneration Committee met and unconditionally authorised to buy back
share capital of the Company at 30 June
with shareholders as part of shareholder up to 35,368,623 of its own issued shares.
2018 is 712,740,804 shares in issue (of which
engagement with reference to the The Company retains a total of 5,368,331
5,368,331 shares are held in Treasury).
Remuneration Policy submitted to the 2017 ordinary shares of 0.01 pence each in
AGM. The 2018 Annual General Meeting will Details of the structure of and changes in Treasury, which were acquired at an average
be attended by all Directors, and the Chairs share capital are set out in note 22 to the price of 129 pence per share. The shares in
of the Audit and Risk, Nominations and financial statements. Treasury represent 0.75% of the Company’s
Remuneration Committees will be available issued share capital. The Company is seeking
to answer questions. Private investors a renewal of the share buyback authority at
are encouraged to attend the Annual the 2018 Annual General Meeting.
General Meeting.
Governance
be reported. Revisions to the GHG Protocol,
allotted under these authorities, nor is there
and compliance with the provisions of to which this reporting exercise adheres,
any current intention to do so, other than
the Code is set out on pages 45 to 47. require organisations to calculate their Scope
to satisfy outstanding obligations under the
The Company complied throughout the 2 emissions both in terms of ‘market-based’
employee share schemes where necessary.
accounting period under review with all the emissions and ‘location-based’ emissions.
These authorities are valid until the relevant provisions set out in the Code. This information is set out below.
date of the next Annual General Meeting.
Mandatory greenhouse gas It is not obligatory to report Scope 3 (indirect
A resolution for the renewal of such
emissions reporting emissions from the inputs and outputs to
authorities will be proposed at the 2018
As a company listed on the main market the main business activity – i.e. supply chain
Annual General Meeting.
of the London Stock Exchange Ashmore and consumer/end-user related emissions).
Employees Group plc is required to report its However, for completeness, Ashmore Group
Details of the Company’s employment greenhouse gas emissions (GHG emissions). will continue to report on some Scope 3
practices (including the employment emission categories in order to offer a wider
Operational control methodology
of disabled persons) can be found in picture to stakeholders and investors.
Ashmore Group has adopted the operational
the Corporate responsibility section on
control method of reporting. The emissions Exclusions and estimation
pages 34 to 42.
reported below are for nine global offices Whilst every effort has been made to collect
Overseas Pensions and Benefits Limited around the world where Ashmore Group full and consistent data from all international
(formerly Carey Pensions and Benefits exercised direct operational control in offices, in some cases information was not
Limited) as trustee of the Ashmore 2004 the 2017/18 financial year. These office available. The following approaches were
Employee Benefit Trust has discretion as emissions, as well as emissions originating therefore taken to account for this:
to the exercise of voting rights over shares from their operations, are those which are
– In those instances where a full 12 months’
which it holds in respect of unallocated considered material to Ashmore Group.
data was not available, estimation
shares, namely those shares in which no
techniques have been applied to estimate
employee beneficial interests exist.
missing consumption periods. Where no
country data was available for the current
reporting year, previous years have been
used to estimate 2017/18 consumption
based on headcount numbers.
– A number of offices were only able to
provide data for the whole building in which
they reside. No sub-metered data was
available for each tenant in these cases.
In these instances, the share of the total
floor area occupied by Ashmore Group was
used to apportion the total consumption.
– Missing, or anomalous, water data was
estimated using an average consumption
figure of 15m3 per full-time employee, as
sourced from a UK-based water company.
This figure is broadly consistent with the
average ‘per employee’ consumption
of those offices which were able to
provide data.
– For those offices where the landlord Ashmore Group’s emissions 2017/18 Ashmore Group’s
utilities charge was the only possible The overall GHG emissions decreased by
emissions by source5
source of data, energy and water 28.5% compared to the last year. This is
consumption have been estimated using primarily due to portfolio changes during
2017/18 Absolute emissions (tonnes CO2e)
the average governmental utility prices for 2017/18 financial year including consolidation
the respective countries. of offices, and changes in emission factors.
– Where offices were not able to provide any Analysis of the energy efficiency of the
waste data for their buildings it was not new offices demonstrates that more
deemed appropriate to estimate this, due energy efficient buildings are joining the
to the uncertainties surrounding the varying portfolio, which also contributes to lower
nature of building sizes, modes of working GHG emissions and energy intensity.
and cities’ waste disposal infrastructure, Air travel emissions decreased by 30%
amongst other factors. It has also not been due to exclusion of flights recharged to
possible to make use of data supplied partner companies. However, this category
in litres, as the density of the waste is still remains the largest contributor to
unknown. Ashmore Group’s emissions breakdown
with 623 tCO2e (67%). The second largest
Methodology contributor to the GHG footprint, purchased Air travel 622.60 (67%)
All data has been collected and analysed electricity, has decreased significantly Electricity 268.02 (29%)
in line with the GHG Protocol Corporate this year, due to exclusion of two large Natural gas 34.96 (4%)
Accounting and Reporting Standard1. UK offices from the Ashmore Group portfolio, Waste 2.05 (<1%)
Government 2018 emission factors2 have and now accounts for 268 tCO2e or 29%.
been applied for all calculations, except the Waste, water and refrigerants (based on the
Water 2.56 (<1%)
international offices’ electricity consumption, available data) account for the lowest levels Refrigerants 0.35 (<1%)
for which the International Energy Agency’s of emissions.
2017 emissions factors3 have been used.
Ashmore Group has used a customised tool, Emissions have also been calculated using
developed by Ricardo Energy & Environment, an ‘intensity metric’, which enables Ashmore
to undertake the emissions calculations. Group to monitor how well it is controlling
emissions on an annual basis, independent
The data inputs and outputs have been of fluctuations in the levels of its activity.
reviewed by Ricardo Energy & Environment As Ashmore Group is a “people” business,
on behalf of Ashmore Group. the most suitable metric is ‘emissions
per full-time equivalent (FTE) employee’.
Ashmore Group’s emissions per FTE are
shown in the table below. Due to the
overall increase in emissions, tonnes of
CO2e emitted per FTE has also risen since
last year4.
Emissions per full-time employee
Tonnes CO2e Tonnes CO2e
Scope 2017/18 2016/17
Scope 1 0.1 0.1
Scope 25 1.4 1.1
Scope 3 3.5 2.7
Total 5.0 3.9
1. http://www.ghgprotocol.org/
2. All UK related emissions factors have been selected from the emissions conversion factors published
annually by UK Government: https://www.gov.uk/government/collections/government-conversion-factors-for-
company-reporting#conversion-factors-2018
3. All international electricity emissions factors were taken from the International Energy Agency’s statistics report
“CO2 Emissions from Fuel Combustion” (2017 Edition). Purchased under license.
4. FTE 2016/17 = 258 employees; FTE 2017/18 = 236.5 employees.
5. Using market based emissions.
Governance
1. This figure is based on a combination of market based and location based emission factors. Market based emission factors were provided for one Ashmore office: Japan.
This figure uses the market based emission factor for this office. All other offices’ Scope 2 emissions are calculated using the location based factor. This figure is hereafter
referred to as ‘market-based emissions’.
Charitable and political Resolutions will be proposed at the Annual Companies Act 2006
contributions General Meeting to reappoint KPMG LLP as This Directors’ report on pages 71 to 75
During the year, the Group made charitable auditor and to authorise the Audit and Risk inclusive has been drawn up and presented
donations of £0.1 million (FY2016/2017: Committee to agree their remuneration. in accordance with and in reliance on English
£0.1 million). The work of the Ashmore Note 11 to the financial statements sets out company law and the liabilities of the
Foundation is described in the Corporate details of the auditor’s remuneration. Directors in connection with that report shall
responsibility section of this report on pages be subject to the limitations and restrictions
2018 Annual General Meeting
37 to 38. It is the Group’s policy not to make provided by such law.
Details of the Annual General Meeting
contributions for political purposes.
will be given in the separate circular and References in this Directors’ report to the
Creditor payment policy Notice of Meeting. financial highlights, the Business review,
The Group’s policy and practice in the UK the Corporate governance report and the
Going concern
is to follow its suppliers’ terms of payment Remuneration report are deemed to be
The Company and Group have considerable
and to make payment in accordance with included by reference in this Directors’ report.
financial resources and the Directors
those terms subject to receipt of satisfactory
believe that both are well placed to manage Approved by the Board and signed on its
invoicing. Unless otherwise agreed,
their business risks successfully. Further behalf by:
payments to creditors are made within
information regarding the Group’s business
30 days of receipt of an invoice. At 30 June
activities, together with the factors likely to
2018, the amount owed to the Group’s trade
affect its future development, performance John Taylor
creditors in the UK represented approximately
and position, is set out on pages 16 to 33. Company Secretary
15 days’ average purchases from suppliers
(FY2016/17: 15 days). After making enquiries, the Directors are
6 September 2018
satisfied that the Company and the Group
Auditors and the disclosure of have adequate resources to continue to
information to auditors operate for the next 12 months from the
The Directors who held office at the date
date of this report and confirm that the
of approval of this Directors’ report confirm
Company and the Group are going concerns.
that, so far as they are each aware, there
For this reason they continue to adopt the
is no relevant audit information of which
going concern basis in preparing these
the Company’s auditors are unaware, and
financial statements.
each Director has taken all the steps that
they ought to have taken as Directors
to make himself or herself aware of any
relevant audit information and to establish
that the Company’s auditors are aware of
that information.
– the financial statements have been prepared in accordance with Materiality: Group £9.67m (2017: £10.07m)
the requirements of the Companies Act 2006 and, as regards the financial statements 5% (2017: 5%) of Group profit
Group financial statements, Article 4 of the IAS Regulation. as a whole before tax
Coverage 98% (2017: 97%) of Group profit
before tax
Risks of material misstatement vs 2017
Recurring risks Management fee rebates � �
Seed capital investments � �
Share-based payments � �
Financial statements
communication of rebate rates – We obtained an understanding of the control environment and
between finance, legal and evaluated the operating effectiveness of controls in operation by
distributions teams are required, inspecting the internal controls reports prepared by the service
which increases the risk of error and organisation and attested to by independent auditors.
incomplete recording of the latest
effective rates for investors. Control observation
– Through retrieving system data and records we assessed the
Risk in relation to assets completeness and accuracy of the data flow through the interface
under management between the rebate calculation system and the third-party service
Assets under management data used provider and other in-house systems.
in rebate calculations is sourced from
different parties including outsourced General procedures:
service organisations and internal Control design and operation
teams. There is a risk that assets – We performed testing over user access and authorisation controls
under management data from the over the automated rebate calculation system through inspection of
third-party service provider and other system configurations and records.
in-house systems is not transmitted – We performed testing over system generated reports in relation
completely and accurately. to rebates through retrieving system data and records to ascertain
the completeness and accuracy of those reports. We also tested
the calculation logic in the system by tracing one calculation in
the system.
Test of details
– We independently recalculated a selection, using a statistical
sampling plan, of management fee rebates and agreed the
recalculated fees to the general ledger records.
– We reconciled the rebates recognised within the general ledger to
the output from the automated rebate calculation system for all
system calculated rebates.
Our results
– The results of our procedures were satisfactory.
Assessing transparency
– We assessed the adequacy of the disclosures on the classification
of seed capital investment.
Our results
– We found that the Group’s judgements made in determining these
classifications were acceptable.
Financial statements
likelihood of the performance Our results
conditions being met. – The results of our procedures were satisfactory.
Our results
– We found the parent Company’s assessment of the recoverability
of the loan to the subsidiary to be acceptable.
3. Our application of materiality and an overview of 4. We have nothing to report on going concern
the scope of our audit We are required to report to you if:
Materiality for the Group financial statements as a whole was set at
– we have anything material to add or draw attention to in relation to
£9.67 million (2017: £10.07 million), determined with reference to a
the Directors’ statement in note 2 to the financial statements on
benchmark of Group profit before tax, of which it represents 5%
the use of the going concern basis of accounting with no material
(2017: 5%). Materiality for the parent Company financial statements
uncertainties that may cast significant doubt over the Group and
as a whole was set at £6.6 million (2017: £6.6 million), determined
Company’s use of that basis for a period of at least 12 months
with reference to a benchmark of Company total assets, of which it
from the date of approval of the financial statements; or
represents 1% (2017: 1%).
– the related statement under the Listing Rules set out on page 75
We agreed to report to the Group Audit and Risk Committee any is materially inconsistent with our audit knowledge.
corrected or uncorrected identified misstatements exceeding
£0.48 million (2017: £0.5 million), in addition to other identified We have nothing to report in these respects.
misstatements that warranted reporting on qualitative grounds.
5. We have nothing to report on the other
Of the Group’s 27 reporting components (2017: 31 components), information in the Annual Report
we subjected five (2017: six) to audits for Group reporting purposes. The Directors are responsible for the other information presented in
These components covered 99% (2017: 99%) of total Group the Annual Report together with the financial statements. Our opinion
revenue; 98% (2017: 97%) of Group profit before taxation; and 98% on the financial statements does not cover the other information and,
(2017: 97%) of total Group assets. All audit procedures are completed accordingly, we do not express an audit opinion or, except as
by the Group audit team at the Group’s head office in London explicitly stated below, any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so,
consider whether, based on our financial statements audit work, the
information therein is materially misstated or inconsistent with the
)TQWRRTQƂVDGHQTGVCZ )TQWROCVGTKCNKV[ financial statements or our audit knowledge. Based solely on that
£191.3m (2017: £206.2m) £9.67m (2017: £10.1m) work we have not identified material misstatements in the other
9JQNGƂPCPEKCN
UVCVGOGPVUOCVGTKCNKV[ information.
£192.5m
Strategic report and Directors’ report
Based solely on our work on the other information:
– we have not identified material misstatements in the Strategic
£9.67m report and the Directors’ report;
£6.6m
4CPIGQHOCVGTKCNKV[QP – in our opinion the information given in those reports for the
EQORQPGPVU
OVQO financial year is consistent with the financial statements; and
OVQO
– in our opinion those reports have been prepared in accordance
£0.48m
/KUUVCVGOGPVUTGRQTVGFVQ
with the Companies Act 2006.
VJG#WFKVCPF4KUM%QOOKVVGG
(2017: £0.5m) Remuneration report
)TQWRRTQƂVDGHQTGVCZ )TQWROCVGTKCNKV[ In our opinion the part of the Remuneration report to be audited has
been properly prepared in accordance with the Companies Act 2006.
Financial statements
management inspection of regulatory and legal correspondence.
– adequate accounting records have not been kept by the parent
We communicated identified laws and regulations throughout our
Company, or returns adequate for our audit have not been
team and remained alert to any indications of non-compliance
received from branches not visited by us; or
throughout the audit.
– the parent Company financial statements and the part of the
Directors’ Remuneration report to be audited are not in agreement As with any audit, there remained a higher risk of non-detection of
with the accounting records and returns; or non-compliance with relevant laws and regulations (irregularities),
– certain disclosures of Directors’ remuneration specified by law are as these may involve collusion, forgery, intentional omissions,
not made; or misrepresentations, or the override of internal controls.
– we have not received all the information and explanations we 8. The purpose of our audit work and to whom we
require for our audit. owe our responsibilities
We have nothing to report in these respects . This report is made solely to the Company’s members, as a body,
in accordance with Chapter 3 of Part 16 of the Companies Act 2006.
7. Respective responsibilities Our audit work has been undertaken so that we might state to the
Directors’ responsibilities Company’s members those matters we are required to state to them
As explained more fully in their statement set out on page 70, in an auditor’s report and for no other purpose. To the fullest extent
the Directors are responsible for: the preparation of the financial permitted by law, we do not accept or assume responsibility to
statements including being satisfied that they give a true and fair anyone other than the Company and the Company’s members,
view; such internal control as they determine is necessary to enable as a body, for our audit work, for this report, or for the opinions
the preparation of financial statements that are free from material we have formed.
misstatement, whether due to fraud or error; assessing the Group
and parent Company’s ability to continue as a going concern,
disclosing, as applicable, matters related to going concern; and using
the going concern basis of accounting unless they either intend to Thomas Brown (Senior Statutory Auditor)
liquidate the Group or the parent Company or to cease operations, or for and on behalf of KPMG LLP, Statutory Auditor
have no realistic alternative but to do so. Chartered Accountants
Auditor’s responsibilities 15 Canada Square
Our objectives are to obtain reasonable assurance about whether the London E14 5GL
financial statements as a whole are free from material misstatement, 6 September 2018
whether due to fraud or other irregularities (see below), or error, and
to issue our opinion in an auditor’s report. Reasonable assurance is a
high level of assurance, but does not guarantee that an audit
conducted in accordance with ISAs (UK) will always detect a material
misstatement when it exists.
2018 2017
Notes £m £m
Management fees 259.7 226.2
Performance fees 21.9 28.3
Other revenue 4.1 2.7
Total revenue 285.7 257.2
Distribution costs (9.2) (4.6)
Foreign exchange 7 (0.2) 5.0
Net revenue 276.3 257.6
The notes on pages 89 to 125 form an integral part of these financial statements.
2018 2017
Notes £m £m
Assets
Non-current assets
Goodwill and intangible assets 15 74.2 79.9
Property, plant and equipment 16 1.1 1.6
Investment in associates and joint ventures 27 1.7 2.3
Non-current asset investments 20 43.9 22.5
Other receivables – 0.1
Deferred acquisition costs 0.9 0.6
Deferred tax assets 18 26.2 27.4
148.0 134.4
Current assets
Investment securities 20 219.1 231.2
Available-for-sale financial assets 20 5.6 11.3
Fair value through profit or loss investments 20 23.5 36.0
Trade and other receivables 17 71.2 70.9
Derivative financial instruments 21 – 0.3
Cash and cash equivalents 433.0 432.5
752.4 782.2
Financial statements
Equity and liabilities
Capital and reserves – attributable to equity holders of the parent
Issued capital 22 – –
Share premium 15.7 15.7
Retained earnings 742.8 703.2
Foreign exchange reserve 0.3 4.6
Available-for-sale fair value reserve 0.4 1.1
Cash flow hedging reserve – (0.2)
759.2 724.4
Non-controlling interests 1.3 2.3
Total equity 760.5 726.7
Liabilities
Non-current liabilities
Deferred tax liabilities 18 7.7 9.2
7.7 9.2
Current liabilities
Current tax 5.5 14.7
Third-party interests in consolidated funds 20 76.1 108.9
Derivative financial instruments 21 0.1 –
Trade and other payables 25 57.3 64.2
139.0 187.8
The notes on pages 89 to 125 form an integral part of these financial statements.
Approved by the Board on 6 September 2018 and signed on its behalf by:
The notes on pages 89 to 125 form an integral part of these financial statements.
2018 2017
£m £m
Operating activities
Operating profit 176.5 166.8
Adjustments for non-cash items:
Depreciation and amortisation 5.0 5.5
Accrual for variable compensation 28.0 24.4
Unrealised foreign exchange gains 1.4 (8.7)
Other non-cash items 2.6 (11.0)
Cash generated from operations before working capital changes 213.5 177.0
Changes in working capital:
Decrease/(increase) in trade and other receivables (0.3) (9.7)
Decrease/(increase) in derivative financial instruments 0.3 (4.8)
Increase/(decrease) in trade and other payables (6.9) 8.8
Cash generated from operations 206.6 171.3
Taxes paid (47.3) (48.0)
Net cash from operating activities 159.3 123.3
Investing activities
Interest received 9.6 8.8
Dividends received 0.2 0.4
Proceeds on disposal of joint ventures and subsidiaries – 4.8
Purchase of non-current asset investments (19.2) (8.8)
Purchase of financial assets held for sale (14.4) (26.9)
Financial statements
Purchase of available-for-sale financial assets (0.1) –
Purchase of fair value through profit or loss investments – (14.0)
Purchase of investment securities – (17.0)
Sale of non-current asset investments 0.4 0.5
Sale of financial assets held for sale – 47.9
Sale of available-for-sale financial assets 8.4 –
Sale of fair value through profit or loss investments 22.1 43.2
Sale of investment securities 15.8 28.1
Net cash from initial consolidation of seed capital investments 0.1 8.1
Purchase of property, plant and equipment (0.2) (0.4)
Net cash generated/(used) in investing activities 22.7 74.7
Financing activities
Dividends paid to equity holders (117.4) (116.6)
Dividends paid to non-controlling interests (2.5) (2.3)
Third-party subscriptions into consolidated funds 19.4 18.7
Third-party redemptions from consolidated funds (47.4) (8.6)
Distributions paid by consolidated funds (1.7) (3.1)
Acquisition of interest from non-controlling interests (0.4) (0.4)
Purchase of own shares (18.0) (11.8)
Net cash used in financing activities (168.0) (124.1)
The notes on pages 89 to 125 form an integral part of these financial statements.
2018 2017
Notes £m £m
Assets
Non-current assets
Goodwill 15 4.1 4.1
Property, plant and equipment 16 0.5 0.7
Investment in subsidiaries 26 19.9 19.9
Deferred acquisition costs 0.9 0.7
Deferred tax assets 18 13.0 11.5
38.4 36.9
Current assets
Trade and other receivables 17 467.9 398.0
Cash and cash equivalents 159.2 229.7
627.1 627.7
Total assets 665.5 664.6
Liabilities
Current liabilities
Trade and other payables 25 76.0 68.6
76.0 68.6
Total equity and liabilities 665.5 664.6
The notes on pages 89 to 125 form an integral part of these financial statements.
Approved by the Board on 6 September 2018 and signed on its behalf by:
Total equity
attributable to
Issued Share Retained equity holders
capital premium earnings of the parent
£m £m £m £m
Balance at 30 June 2016 – 15.7 554.8 570.5
The notes on pages 89 to 125 form an integral part of these financial statements.
Financial statements
2018 2017
£m £m
Operating activities
Operating profit 113.7 145.0
Adjustments for:
Depreciation and amortisation 0.5 0.5
Accrual for variable compensation 14.5 15.4
Unrealised foreign exchange losses/(gains) 6.8 (5.9)
Dividends received from subsidiaries (118.4) (99.2)
Cash generated from operations before working capital changes 17.1 55.8
Changes in working capital:
Decrease/(increase) in trade and other receivables 30.5 (36.0)
Increase/(decrease) in trade and other payables 7.4 18.5
Cash generated from operations 55.0 38.3
Taxes paid (10.4) (8.8)
Net cash from operating activities 44.6 29.5
Investing activities
Interest received 1.2 1.7
Loans advanced to subsidiaries (180.7) (278.7)
Loans repaid by subsidiaries 80.3 202.1
Dividends received from subsidiaries 118.4 92.3
Purchase of property, plant and equipment (0.2) (0.1)
Net cash from investing activities 19.0 17.3
Financing activities
Dividends paid (117.4) (116.6)
Purchase of own shares (18.0) (11.8)
Net cash used in financing activities (135.4) (128.4)
The notes on pages 89 to 125 form an integral part of these financial statements.
1) General information – The new impairment model under IFRS 9 requires the recognition
Ashmore Group plc (the Company) is a public limited company listed of impairment provisions based on expected credit losses (ECL)
on the London Stock Exchange and incorporated and domiciled in rather than only incurred credit losses as is the case under IAS 39
the United Kingdom. The consolidated financial statements of the that requires the Group to recognise impairment losses when
Company and its subsidiaries (together the Group) for the year ended there is objective evidence that an asset is impaired. The new
30 June 2018 were authorised for issue by the Board of Directors on impairment model is not applicable for financial assets held at fair
6 September 2018. The principal activity of the Group is described in value through profit or loss or investments in associates. Therefore
the Directors’ report on page 71. the expected loss model only applies to the Group’s receivables
from funds managed, primarily management fee and performance
2) Basis of preparation fee receivables (note 17), which do not have a history of credit
The Group and Company financial statements have been prepared default or expected future credit default. Accordingly, the Group
in accordance with International Financial Reporting Standards (IFRS) does not expect a change in the carrying value of its assets as a
as adopted by the European Union (EU) effective for the Group’s result of adopting the new standard.
reporting for the year ended 30 June 2018 and applied in accordance – The new hedge accounting rules will align the accounting for
with the provisions of the Companies Act 2006. hedging instruments more closely with the Group’s risk
The financial statements have been prepared on a going concern management practices. The Group has confirmed that its current
basis under the historical cost convention, except for the cash-flow hedge relationships (note 21) qualify as continuing
measurement at fair value of certain financial assets that are hedges upon the adoption of IFRS 9 without measurement or
available-for-sale or classified as at fair value through profit or loss. classification adjustments.
– The Group will apply IFRS 9 from 1 July 2018, with the practical
The Company has taken advantage of the exemption in section expedients permitted under the standard. Comparative financial
408 of the Companies Act 2006 that allows it not to present its information will not be restated except for changes in presentation.
individual statement of comprehensive income and related notes.
The preparation of financial statements requires management IFRS 15 Revenue from Contracts with Customers
to make judgements, estimates and assumptions that affect the The Group will adopt the standard from 1 July 2018 using the
application of policies and reported amounts of assets and liabilities, modified retrospective approach which means that the cumulative
Financial statements
income and expenses. The estimates and associated assumptions impact of the adoption will be recognised in retained earnings as at
are based on historical experience and various other factors that 1 July 2018 and that comparatives will not be restated.
are believed to be reasonable under the circumstances, the results – The new standard replaces IAS 18 Revenue and IAS 11
of which form the basis of making the judgements about carrying Construction Contracts and related interpretations, and is based on
values of assets and liabilities that are not readily apparent from the principle that revenue is recognised when control of a good or
other sources. Actual results may differ from these estimates. service transfers to a customer. The standard provides more
Further information about key assumptions and other key sources prescriptive guidance on revenue recognition criteria, with certain
of estimation and areas of judgement are set out in note 32. specific requirements including topics such as the point at which
revenue is recognised, accounting for variable consideration such
3) New standards and interpretations not
as performance-based incentive fees that will only be recognised if
yet adopted the amount of revenue would not be subject to significant future
At the date of authorisation of these consolidated financial reversals, and costs related to obtaining and fulfilling investment
statements, the following standards and interpretations relevant to management contracts. The standard also introduces new
the Group’s operations were issued by the International Accounting disclosure requirements.
Standards Board (IASB) but are not yet mandatory and have not been
– The Group has assessed the impact of applying the new standard
early adopted by the Group.
on its existing investment management agreements with respect
Overall, the Group does not expect the implementation of these to the timing and measurement of management and performance
standards to have a material impact on its reported results, net assets or fee recognition, and has concluded that IFRS 15 will not result in
regulatory capital requirements. However, the Group expects to update a material change to the measurement and recognition of fee
the relevant accounting policies when these standards are adopted. revenue. Management fee revenue is accrued on a monthly basis
as the underlying fund management services are being provided.
IFRS 9 Financial Instruments The management contracts do not include other performance
The Group has reviewed its financial assets and liabilities and is obligations that would require the allocation of fee revenue to
expecting the following impact from the adoption of the new match performance obligations. Performance fee revenue is
standard on 1 July 2018: recognised when it can be estimated reliably and it is probable
– The Group’s seed capital investments that are currently classified that the fee will crystallise. This is usually at the end of the
as available-for-sale financial (AFS) assets valued at £5.6 million will performance period or upon early redemption by a client, at which
have to be reclassified to financial assets at fair value through time the performance fee is due and payable and cannot be
profit or loss (FVTPL). The related accumulated fair value gains of clawed-back.
£0.4 million are therefore expected to be transferred from the
available-for-sale fair value reserve to retained earnings on 1 July
2018. There will be no other changes in the classification and
measurement of any of the Group’s financial assets or liabilities.
3) New standards and interpretations not Intercompany transactions and balances are eliminated on
yet adopted continued consolidation. Consistent accounting policies have been applied
IFRS 16 Leases across the Group in the preparation of the consolidated financial
IFRS 16 is effective for periods beginning on or after 1 January 2019, statements as at 30 June 2018.
with earlier adoption permitted. The Group will adopt the standard A change in the ownership interest of a consolidated entity that
from 1 July 2019 and intends to apply the simplified transition does not result in a loss of control by the Group is accounted for as
approach that will be applied without restating comparative amounts. an equity transaction. If the Group loses control over a consolidated
– The standard will affect primarily the accounting for the Group’s entity, it derecognises the related assets, goodwill, liabilities,
operating leases that have a term in excess of one year at the time non-controlling interest and other components of equity, and any
of adoption, that will need to be capitalised and recognised on the gain or loss is recognised in consolidated comprehensive income.
consolidated statement of financial position as a right-of-use (ROU) Any investment retained is recognised at its fair value at the date of
asset and a related lease liability representing the obligation to loss of control.
make lease payments.
Interests in associates and joint arrangements
– Based on a review of operating leases likely to be in place as of 1
Associates are partly owned entities over which the Group has
July 2019, the Group has estimated that approximately £16.6
significant influence but no control. Joint ventures are entities through
million will be recognised as ROU assets with corresponding lease
which the Group and other parties undertake an economic activity
liabilities of £16.9 million under the new standard on 1 July 2019.
which is subject to joint control.
This figure represents less than 2% of the consolidated total
assets and approximately 11% of consolidated total liabilities. Investments in associates and interests in joint ventures are
– The Group will complete a detailed calculation including assessing measured using the equity method of accounting. Under this
the impact on consolidated profit or loss and classification of cash method, the investments are initially recognised at cost,
flows closer to the adoption of IFRS 16, after taking account of including attributable goodwill, and are adjusted thereafter for
other adjustments, if any, for example lease term extension, the post-acquisition changes in the Group’s share of net assets.
termination options and discount rates. The Group’s share of post-acquisition profit or loss is recognised in
the statement of comprehensive income.
No other standards or interpretations issued and not yet effective
are expected to have an impact on the Group‘s consolidated Where the Group’s financial year is not coterminous with those
financial statements. of its associates or joint ventures, unaudited interim financial
information is used after appropriate adjustments have been made.
4) Significant accounting policies
The following principal accounting policies have been applied Interests in consolidated structured entities
consistently where applicable to all years presented in dealing The Group acts as fund manager to investment funds that are
with items considered material in relation to the Group and considered to be structured entities. Structured entities are entities
Company financial statements, unless otherwise stated. that have been designed so that voting or similar rights are not the
dominant factor in deciding which party has control: for example,
Basis of consolidation when any voting rights relate to administrative tasks only and the
The consolidated financial statements of the Group comprise the relevant activities of the entity are directed by means of contractual
financial statements of the Company and its subsidiaries, associates arrangements. The Group’s assets under management are managed
and joint ventures. This includes an Employee Benefit Trust (EBT) within structured entities. These structured entities typically consist of
established for the employee share-based awards and consolidated unitised vehicles such as Sociétés d’Investissement à Capital Variable
investment funds. (SICAVs), limited partnerships, unit trusts and open-ended and closed-
Interests in subsidiaries ended vehicles which entitle third-party investors to a percentage of
the vehicle’s net asset value.
Subsidiaries are entities, including investment funds, over which the
Group has control as defined by IFRS 10. The Group has control if it The Group has interests in structured entities as a result of the
is exposed to, or has rights to, variable returns from its involvement with management of assets on behalf of its clients. Where the Group
the entity and has the ability to affect those returns through its power over holds a direct interest in a closed-ended fund, private equity fund or
the entity. The financial statements of subsidiaries are included in the open-ended pooled fund such as a SICAV, the interest is accounted
consolidated financial statements from the date on which control for either as a consolidated structured entity or as a financial asset,
commences until the date when control ceases. The Group reassesses depending on whether the Group has control over the fund or not.
whether or not it controls an entity if facts and circumstances indicate that
Control is determined in accordance with IFRS 10, based on an
there are changes to one or more of the elements of control.
assessment of the level of power and aggregate economic interest
The profit or loss and each component of other comprehensive that the Group has over the fund, relative to third-party investors.
income are attributed to the equity holders of the Company and to Power is normally conveyed to the Group through the existence
any non-controlling interests. Based on their nature, the interests of of an investment management agreement and/or other contractual
third parties in consolidated funds are classified as liabilities and arrangements. Aggregate economic interest is a measure of the
appear as ‘Third-party interests in consolidated funds’ on the Group’s Group’s exposure to variable returns in the fund through a
balance sheet. Associates and joint ventures are presented as single- combination of direct interest, carried interest, expected management
line items in the statement of comprehensive income and balance fees, fair value gains or losses, and distributions receivable from
sheet (refer to note 27). the fund.
Financial statements
Group’s aggregate economic exposure in the fund relative to third- Business combinations
party investors is less than 20% (i.e. the threshold established by
Business combinations are accounted for using the acquisition
the Group for determining agent versus principal classification). As
method as at the acquisition date. The acquisition date is the date
a result, the Group concludes that it is an agent for third-party
on which the acquirer effectively obtains control of the acquiree.
investors and, therefore, will account for its beneficial interest in
the fund as a financial asset. The consideration transferred for the acquisition is generally
measured at the acquisition date fair value, as are the identifiable
The disclosure of the AuM in respect of consolidated and
net assets acquired, liabilities incurred (including any asset or liability
unconsolidated structured entities is provided in note 28.
resulting from a contingent consideration arrangement) and
equity instruments issued by the Group in exchange for control
Foreign currency
of the acquiree.
The Group’s financial statements are presented in Pounds Sterling
(Sterling), which is also the Company’s functional and presentation Acquisition-related costs are expensed as incurred, except if they
currency. Items included in the financial statements of each of are related to the issue of debt or equity securities.
the Group’s entities are measured using the functional currency,
Any contingent consideration to be transferred by the acquirer will
which is the currency that prevails in the primary economic
be recognised at fair value at the acquisition date. Subsequently,
environment in which the entity operates.
changes to the fair value of the contingent consideration that is
Foreign currency transactions deemed to be a liability will be recognised in accordance with IAS 39
Transactions in foreign currencies are translated into the respective in comprehensive income. If the contingent consideration is classified
functional currencies of the Group entities at the spot exchange rates as equity, it will not be remeasured and settlement is accounted for
at the date of the transactions. within equity.
Monetary assets and liabilities denominated in foreign currencies If share-based payment awards (replacement awards) are required
at the balance sheet date are translated into the functional currency to be exchanged for awards held by the acquiree’s employees
at the spot exchange rate at that date. Non-monetary assets and (acquiree’s awards) and relate to past services, all or a portion
liabilities that are measured in terms of historical cost in a foreign of the amount of the acquirer’s replacement awards is included
currency are translated using the exchange rate at the date of in measuring the consideration transferred in the business
the transaction. combination. This determination is based on market-based value
of the replacement awards compared with the market-based value
Foreign currency differences arising on translation are generally
of the acquiree’s awards and the extent to which the replacement
recognised in comprehensive income. However, foreign currency
awards relate to pre-combination service.
differences arising from the translation of the following items are
recognised in other comprehensive income:
– available-for-sale equity instruments; and
– qualifying cash flow hedges to the extent that the hedge
is effective.
Financial statements
(iii) Derivatives that the most observable inputs be used when available. Observable
Derivatives include foreign exchange forward contracts and options inputs are inputs that market participants would use in pricing the
used by the Group to manage its foreign currency exposures and asset or liability developed based on market data obtained from
those held in consolidated funds. Derivatives are initially recognised sources independent of the Group.
at fair value on the date on which a derivative contract is entered into Unobservable inputs are inputs that reflect the Group’s assumptions
and subsequently remeasured at fair value. Transaction costs are about the assumptions other market participants would use in pricing
recognised immediately in the statement of comprehensive income. the asset or liability, developed based on the best information
All derivatives are carried as financial assets when the fair value is available in the circumstances.
positive and as financial liabilities when the fair value is negative.
Securities listed on a recognised stock exchange or dealt on any
Any gains or losses arising from changes in the fair value of other regulated market that operates regularly, is recognised and
derivatives are taken directly in comprehensive income, except for open to the public are valued at the last known available closing bid
the effective portion of cash flow hedges, which is recognised in price. If a security is traded on several actively traded and organised
other comprehensive income. financial markets, the valuation is made on the basis of the last known
Trade and other receivables bid price on the main market on which the securities are traded.
Trade and other receivables are initially recorded at fair value plus In the case of securities for which trading on an actively traded and
transaction costs. The fair value on acquisition is normally the cost. organised financial market is not significant, but which are bought and
Impairment losses with respect to the estimated irrecoverable sold on a secondary market with regulated trading among security
amount are recognised through the statement of comprehensive dealers (with the effect that the price is set on a market basis), the
income when there is appropriate evidence that trade and other valuation may be based on this secondary market.
receivables are impaired. The resulting adjustment is recognised as Where instruments are not listed on any stock exchange or not
interest expense or interest income. Subsequent to initial recognition traded on any regulated markets, valuation techniques are used
these assets are measured at amortised cost less any impairment. by valuation specialists. These techniques include the market
approach, the income approach or the cost approach for which
Cash and cash equivalents
sufficient and reliable data is available. The use of the market
Cash represents cash at bank and in hand, and cash equivalents approach generally consists of using comparable market transactions
comprise short-term deposits and investments in money market or using techniques based on market observable inputs, while the
instruments with an original maturity of three months or less. use of the income approach generally consists of the net present
value of estimated future cash flows, adjusted as deemed appropriate
Financial liabilities
for liquidity, credit, market and/or other risk factors.
The Group classifies its financial liabilities into the following
categories: non-current financial liabilities held for sale, financial Investments in open-ended funds are valued on the basis of the
liabilities designated as FVTPL and financial liabilities at last available net asset value of the units or shares of such funds.
amortised cost.
The fair value of the derivatives is their quoted market price at
the balance sheet date.
Financial statements
This revenue is recognised when the related services are provided. Taxation
Tax expense for the year comprises current and deferred tax.
Distribution costs Tax is recognised in the consolidated statement of comprehensive
Distribution costs are cost of sales payable to external intermediaries income except to the extent that it relates to items recognised
for marketing and investor servicing. Distribution costs are variable directly in equity, in which case it is recognised in equity.
with fund assets managed and the associated management fee
revenue, and are expensed over the period in which the service is Current tax
provided. Current tax comprises the expected tax payable or receivable on
the taxable income or loss for the year, and any adjustment to the
Employee benefits tax payable or receivable in respect of previous years. It is measured
Obligations for contributions to defined contribution pension plans using tax rates enacted or substantively enacted at the balance
are recognised as an expense in the statement of comprehensive sheet date in the countries where the Group operates. Current
income when payable in accordance with the scheme particulars. tax also includes withholding tax arising from dividends.
Own shares
Own shares are held by the Employee Benefit Trust (EBT). The
holding of the EBT comprises own shares that have not vested
unconditionally to employees of the Group. In both the Group and
Company, own shares are recorded at cost and are deducted from
retained earnings.
Treasury shares
Treasury shares are recognised in equity and are measured at cost.
Consideration received for the sale of such shares is also recognised
in equity, with any difference between the proceeds from the sale
and original cost being taken to retained earnings.
Segmental information
Key management information, including revenues, margins,
investment performance, distribution costs and AuM flows,
which is relevant to the operation of the Group, is reported to and
reviewed by the Board on the basis of the investment management
business as a whole. Hence the Group’s management considers
that the Group’s services and its operations are not run on a discrete
geographic basis and comprise one business segment (being
provision of investment management services).
Investment in subsidiaries
Investments by the Company in subsidiaries are stated at cost less,
where appropriate, provisions for impairment.
6) Revenue
Management fees are accrued throughout the year in line with prevailing levels of assets under management and performance fees are
recognised when they can be estimated reliably and it is probable that they will crystallise. The Group is not considered to be reliant on any
single source of revenue. During the year, none of the Group’s funds (FY2016/17: none) provided more than 10% of total revenue in the year
respectively when considering management fees and performance fees on a combined basis.
Financial statements
United States 5.4 8.7
Other 23.8 15.7
Total revenue 285.7 257.2
7) Foreign exchange
The foreign exchange rates which had a material impact on the Group’s results are the US dollar, the Euro, the Indonesian rupiah and the
Colombian peso.
Average rate Average rate
Closing rate Closing rate year ended year ended
as at 30 June as at 30 June 30 June 30 June
£1 2018 2017 2018 2017
US dollar 1.3200 1.2946 1.3464 1.2766
Euro 1.1303 1.1426 1.1306 1.1671
Indonesian rupiah 18,843 17,340 18,329 16,918
Colombian peso 3,872 3,965 3,943 3,788
8) Finance income
2018 2017
£m £m
Finance income
Interest income 9.7 10.4
Net realised gains on disposal of available-for-sale financial assets 3.3 –
Net realised gains on seed capital investments measured at fair value 1.7 20.8
Net unrealised gains on seed capital investments measured at fair value 0.5 7.4
Total finance income 15.2 38.6
Interest income above includes £5.1 million of interest and dividend income on consolidated funds (note 20d).
Included within net realised and unrealised gains on seed capital investments measured at fair value are £0.4 million gains in relation to held
for sale investments (note 20a), £1.3 million gains on FVTPL investments (note 20c) and £2.8 million gains on non-current asset investments
(note 20e), offset by £2.3 million of fair value movements on investment securities within consolidated funds (note 20e).
9) Personnel expenses
Personnel expenses during the year comprised the following:
2018 2017
£m £m
Wages and salaries 18.5 19.6
Performance-related cash bonuses 20.6 18.5
Share-based payments 28.0 24.4
Social security costs 1.6 1.8
Pension costs 1.6 1.6
Other costs 2.5 1.9
Total personnel expenses 72.8 67.8
Number of employees
The number of employees of the Group (including Executive Directors) during the reporting year was as follows:
Average for Average for
the year the year
ended ended At At
30 June 2018 30 June 2017 30 June 2018 30 June 2017
Number Number Number Number
Total employees 257 256 253 252
Directors’ remuneration
Disclosures of Directors’ remuneration during the year as required by the Companies Act 2006 are included in the Remuneration report
on pages 53 to 69.
There are retirement benefits accruing to two Executive Directors under a defined contribution scheme (FY2016/17: two).
The total expense recognised for the year in respect of equity-settled share-based payment awards was £25.8 million (FY2016/17: £21.3 million).
Financial statements
shares Weighted Number of Weighted
subject to average shares subject average
Group and Company awards share price to awards share price
Restricted share awards
At the beginning of the year 22,038,100 £3.14 22,929,174 £3.18
Granted 5,448,753 £3.26 4,378,988 £3.40
Vested (4,450,091) £3.29 (3,426,172) £3.87
Forfeited (880,873) £3.14 (1,843,890) £3.32
Awards outstanding at year end 22,155,889 £3.14 22,038,100 £3.14
Financial statements
Forfeited (422,461) £3.23 (745,493) £3.78
Awards outstanding at year end 9,248,792 £3.15 8,353,689 £3.14
Total 40,786,888 £3.14 38,875,363 £3.13
The weighted average share price of awards granted to employees under the Omnibus Plan during the year was £3.25 (FY2016/17: £3.40), as
determined by the average Ashmore Group plc closing share price for the five business days prior to grant. For Executive Directors, the fair
value of awards also takes into account the performance conditions set out in the Remuneration report.
Where the grant of restricted and matching share awards is linked to the annual bonus process, the fair value of the awards is spread over
a period including the current financial year and the subsequent five years to their vesting date when the grantee becomes unconditionally
entitled to the underlying shares. The fair value of the remaining awards is spread over the period from the date of grant to the vesting date.
The liability arising from cash-settled awards under the Omnibus Plan at the end of the year and reported within trade and other payables
on the consolidated balance sheet is £0.6 million (30 June 2017: £0.4 million) of which £nil (30 June 2017: £nil) relates to vested awards.
Auditor’s remuneration
2018 2017
£m £m
Fees for statutory audit services:
– Fees payable to the Company’s auditor for the audit of the Group’s accounts 0.2 0.2
– Fees payable to the Company’s auditor and its associates for the audit of the Company’s subsidiaries pursuant
to legislation 0.2 0.2
Profit on ordinary activities multiplied by the blended UK tax rate of 19.00% (FY2016/17: 19.75%) 36.3 40.7
Effects of:
Non-deductible expenses 0.1 0.2
Financial statements
Deduction in respect of vested shares/exercised options (Part 12, Corporation Tax Act 2009) (0.3) (2.8)
Different rate of taxes on overseas profits 1.2 1.4
Non-taxable income (1.0) (4.1)
Effect on deferred tax balance of changes in corporation tax rates 2.0 (0.8)
Other items 0.1 0.5
Adjustments in respect of prior years (0.6) 1.6
Tax expense 37.8 36.7
Non-taxable income relates to the impact of local tax exemptions on realised investment income in certain jurisdictions in which the
Group operates.
The tax charge recognised in equity/other comprehensive income is as follows:
2018 2017
£m £m
Current tax (credit)/expense on foreign exchange gains (0.3) 0.1
Deferred tax on seed capital investments – –
Tax (credit)/expense recognised in equity/other comprehensive income (0.3) 0.1
Finance (No. 2) Act 2015 introduced legislation to reduce the UK corporation tax rate to 19% from 1 April 2017. Finance Act 2016 further
reduces the tax rate to 17% from 1 April 2020. These tax rate reductions have been taken into account in the calculation of the Group’s UK
deferred tax assets and liabilities as at 30 June 2018.
14) Dividends
Dividends paid in the year
2018 2017
Company £m £m
Final dividend for FY2016/17 – 12.10p (FY2015/16: 12.10p) 85.4 84.9
Interim dividend for FY2017/18 – 4.55p (FY2016/17: 4.55p) 32.0 31.7
117.4 116.6
In addition, the Group paid £2.5 million (FY2016/17: £2.3 million) of dividends to non-controlling interests.
On 6 September 2018, the Board proposed a final dividend of 12.10 pence per share for the year ended 30 June 2018. This has not been
recognised as a liability of the Group at the year end as it has not yet been approved by shareholders. Based on the number of shares
in issue at the year end that qualify to receive a dividend, the total amount payable would be £85.7 million.
Financial statements
* Foreign exchange revaluation through reserves is a result of the retranslation of US dollar-denominated intangibles and goodwill.
Goodwill
Company £m
Cost
At the beginning and end of the year 4.1
Net carrying amount at 30 June 2017 and 2018 4.1
Goodwill
The Group’s goodwill balance relates principally to the acquisition of the equities business in May 2011.
The Company’s goodwill balance relates to the acquisition of the business from ANZ in 1999.
The annual impairment review of goodwill was undertaken for the year ending 30 June 2018. The Group consists of a single cash-generating
unit for the purpose of assessing the carrying value of goodwill. In performing the impairment review, management prepares a calculation of
the recoverable amount of goodwill and compares this with the carrying value. The recoverable amount was based on a fair value less costs to
sell calculation using the Company’s year end share price. Based on management’s assessment as at 30 June 2018, the recoverable amount
was in excess of the carrying value of goodwill and no impairment was implied. No impairment losses have been recognised in the current
or preceding years.
Accumulated depreciation
At the beginning of the year 4.8 5.6
Depreciation charge for the year 0.7 1.0
Foreign exchange revaluation (0.1) –
Disposals – (1.8)
At the end of the year 5.4 4.8
Net book value at 30 June 1.1 1.6
2018 2017
Fixtures, Fixtures,
fittings and fittings and
equipment equipment
Company £m £m
Cost
At the beginning of the year 3.7 3.6
Additions 0.2 0.1
Disposals – –
At the end of the year 3.9 3.7
Accumulated depreciation
At the beginning of the year 3.0 2.5
Depreciation charge for year 0.4 0.5
Disposals – –
At the end of the year 3.4 3.0
Net book value at 30 June 0.5 0.7
Group trade debtors include all billed and unbilled management fees due to the Group at 30 June 2018 in respect of investment management
services provided up to that date. Loans and amounts due from subsidiaries for the Company include intercompany loans related to seed capital
investments held by subsidiaries and trading balances. Intercompany loans are issued on commercial terms and repayable on demand.
Financial statements
2018 2017
Other Other
temporary Share-based temporary Share-based
differences payments Total differences payments Total
Company £m £m £m £m £m £m
Deferred tax assets 0.2 12.8 13.0 0.2 11.3 11.5
Other
temporary Share-based
differences payments Total
Company £m £m £m
At 30 June 2016 0.1 8.1 8.2
Credited/(charged) to the statement of comprehensive income 0.1 3.2 3.3
At 30 June 2017 0.2 11.3 11.5
Credited/(charged) to the statement of comprehensive income – 1.5 1.5
At 30 June 2018 0.2 12.8 13.0
Refer to the details in note 12 in relation to future changes to the UK corporation tax rate which have been reflected in the Group’s deferred
tax position.
There were no transfers between Level 1, Level 2 and Level 3 during the year (FY2016/17: no transfers).
Financial statements
is lower
Unlisted securities 54.0 Market approach EBITDA multiple 5x-10x EBITDA multiple is higher
using comparable Marketability adjustment 10%-30% Marketability adjustment
traded multiples is lower
Recent transactions, Market multiple 5x-10x Market multiple is higher
Market multiples
Discounted cash flows Weighted average cost of 10%-20% WACC is lower
capital (WACC)
Marketability adjustment 10%-30% Marketability adjustment
is lower
Adjusted value Marketability adjustment 10%-35% Marketability adjustment
is lower
Discount to indicative bid Marketability adjustment 10%-30% Marketability adjustment
is lower
Broker quote Inputs to broker model – –
Total 69.4
Investments cease to be classified as held for sale when they are no longer controlled by the Group. A loss of control may happen through
sale of the investment and/or dilution of the Group’s holding. When investments cease to be classified as held for sale, they are classified
as financial assets designated as FVTPL. No such fund was transferred to the FVTPL category during the year (FY2016/17: one fund was
transferred to the FVTPL category after the Group reduced its interests following investment inflows from third parties).
If the fund remains under the control of the Group for more than one year from the original investment date, it will cease to be classified
as held for sale, and will be consolidated line by line after it is assessed that the Group controls the investment fund in accordance with
the requirements of IFRS 10. During the year, two such funds (FY2016/17: two) with an aggregate carrying amount of £15.1 million
(FY2016/17: £12.5 million) were transferred from held for sale to consolidated funds category. There was no impact on net assets
or comprehensive income as a result of the transfer.
Included within finance income are gains of £0.4 million (FY2016/17: gains of £9.3 million) in relation to held for sale investments.
As the Group considers itself to have one segment (refer to note 4), no additional segmental disclosure of held for sale assets or liabilities
is applicable.
Financial statements
b) Available-for-sale financial assets
Available-for-sale financial assets at 30 June 2018 comprise shares held in equity funds as follows:
2018 2017
£m £m
Equity funds 5.6 11.3
Seed capital classified as available-for-sale 5.6 11.3
Included within other comprehensive income are gains of £2.6 million (FY2016/17: gains of £2.5 million) in relation to available-for-sale
investments. During the year, gains of £3.3 million (FY2016/17: £nil) were reclassified from the available-for-sale reserve to comprehensive
income following the disposal of available-for-sale financial assets.
From 1 July 2019, the AFS category will no longer exist and the Group will reclassify all available-for-sale financial assets and measure them
as FVTPL investments following the adoption of IFRS 9. The related accumulated fair value gains of £0.4 million will be reclassified from the
available-for-sale fair value reserve to retained earnings on transition, and any future fair value movement will be recognised directly in profit
or loss.
Included within finance income are gains of £1.3 million (FY2016/17: gains of £9.6 million) on the Group’s FVTPL investments.
The maximum exposure to loss is the carrying amount of the assets held. The Group has not provided financial support or otherwise agreed
to be responsible for supporting any consolidated or unconsolidated funds financially.
Included within the consolidated statement of comprehensive income are net gains of £4.6 million (FY2016/17: £12.8 million gains) relating to
the Group’s share of the results of the individual statements of comprehensive income for each of the consolidated funds, as follows:
2018 2017
£m £m
Interest and dividend income 5.1 7.8
Gains/(losses) on investment securities 3.0 22.4
Change in third-party interests in consolidated funds (2.4) (12.5)
Other expenses (1.1) (4.9)
Net gains/(losses) on consolidated funds 4.6 12.8
Included in the Group’s cash generated from operations is £3.5 million cash utilised in operations (FY2016/17: £3.5 million cash utilised in
operations) relating to consolidated funds.
As of 30 June 2018, the Group’s consolidated funds were domiciled in Guernsey, Indonesia, Luxembourg, Saudi Arabia, and the United States.
Included within finance income are gains of £2.8 million (FY2016/17: gains of £2.5 million) on the Group’s non-current asset investments.
Capital management
It is the Group’s policy that all entities within the Group have sufficient capital to meet regulatory and working capital requirements and
it conducts regular reviews of its capital requirements relative to its capital resources.
As the Group is regulated by the United Kingdom Financial Conduct Authority (FCA), it is required to maintain appropriate capital and perform
regular calculations of capital requirements. This includes development of an Internal Capital Adequacy Assessment Process (ICAAP), based
upon the FCA’s methodologies under the Capital Requirements Directive. The Group’s Pillar III disclosures can be found on the Group’s
website at www.ashmoregroup.com. These disclosures indicate that the Group had excess capital of £479.7 million as at 30 June 2018
(30 June 2017: excess capital of £448.3 million) over the level of capital required under a Pillar II assessment. The objective of the assessment is
to check that the Group has adequate capital to manage identified risks and the process includes conducting stress tests to identify capital and
liquidity requirements under different future scenarios including a potential downturn.
Credit risk
The Group has exposure to credit risk from its normal activities where the risk is that a counterparty will be unable to pay in full amounts
when due.
Exposure to credit risk is monitored on an ongoing basis by senior management and the Group’s Risk Management and Control function.
Financial statements
The Group has a counterparty and cash management policy in place which, in addition to other controls, restricts exposure to any single
counterparty by setting exposure limits and requiring approval and diversification of counterparty banks and other financial institutions.
The Group’s maximum exposure to credit risk is represented by the carrying value of its financial assets. The table below lists financial
assets subject to credit risk.
2018 2017
Notes £m £m
Investment securities 19 219.1 231.2
Non-current financial assets held for sale 19 7.6 7.1
Available-for-sale financial assets 19 5.6 11.3
Fair value through profit or loss investments 19 23.5 36.0
Derivative financial instruments 19 – 0.3
Trade and other receivables 17 71.2 70.9
Cash and cash equivalents 433.0 432.5
Total 760.0 789.3
Ashmore recognises investment securities by virtue of including consolidated funds on its balance sheet on a line-by-line basis. The risk
management policies and procedures for the consolidated funds is the responsibility of the governing bodies of the funds. The associated
exposures on credit risk, market risk and foreign exchange risk on the investment securities are monitored by the Group’s Risk Management
and Control function.
In addition, derivative financial instruments, non-current financial assets held for sale, available-for-sale financial assets and FVTPL investments
expose the Group to credit risk from various counterparties, which is monitored and reviewed by the Group.
The Group’s cash and cash equivalents, comprising short-term deposits with banks and liquidity funds, are predominantly held with
counterparties with credit ratings ranging from A+ to AA- as at 30 June 2018 (30 June 2017: A+ to AAA).
All trade and other receivables are considered to be fully recoverable and none were overdue at year end (30 June 2017: none). They include
fee debtors that arise principally within the Group’s investment management business. They are monitored regularly and, historically, default
levels have been insignificant, and, unless a client has withdrawn funds, there is an ongoing relationship between the Group and the client.
There is no significant concentration of credit risk in respect of fees owing from clients.
At 30 June 2018
More than
Within 1 year 1-5 years 5 years Total
£m £m £m £m
Non-current liabilities held-for-sale 0.8 – – 0.8
Third-party interests in consolidated funds 33.2 42.9 – 76.1
Derivative financial instruments 0.1 – – 0.1
Current trade and other payables 57.3 – – 57.3
91.4 42.9 – 134.3
At 30 June 2017
More than
Within 1 year 1-5 years 5 years Total
£m £m £m £m
Third-party interests in consolidated funds 53.8 55.1 – 108.9
Current trade and other payables 64.2 – – 64.2
118.0 55.1 – 173.1
Deposits with banks and liquidity funds are repriced at intervals of less than one year.
At 30 June 2018, if interest rates over the year had been 50 basis points higher/lower with all other variables held constant, profit before tax
for the year would have been £2.2 million higher/lower (FY2016/17: £2.0 million higher/lower), mainly as a result of higher/lower interest on
cash balances. An assumption that the fair value of assets and liabilities will not be affected by a change in interest rates was used in the model
to calculate the effect on profit before tax.
In addition, the Group is indirectly exposed to interest rate risk where the Group holds seed capital investments in funds that invest in
debt securities.
Price risk
Price risk is the risk that the fair value or future cash flows of financial instruments will fluctuate because of market changes.
Seed capital
Financial statements
The Group is exposed to the risk of changes in market prices in respect of seed capital investments. Such price risk is borne by the Group
directly through interests in available-for-sale and non-current asset seed capital investments or indirectly either through line-by-line consolidation
of underlying financial performance and positions held in certain funds or potential impairments when fair values less costs to sell of seed
investments held for sale are less than carrying amounts. Details of seed capital investments held are given in note 20.
The Group has well-defined procedures governing the appraisal, approval and monitoring of seed capital investments.
At 30 June 2018, a 5% movement in the fair value of these investments would have had a £11.4 million (FY2016/17: £10.5 million) impact
on net assets and the impact on profit before tax would have been £2.0 million (FY2016/17: £3.3 million).
Hedging activities
The Group uses forward and option contracts to hedge its exposure to foreign currency risk. These hedges, which have been assessed as
effective cash flow hedges as at 30 June 2018, protect a proportion of the Group’s revenue cash flows from foreign exchange movements.
The cumulative fair value of the outstanding foreign exchange hedges liability at 30 June 2018 was £0.1 million (30 June 2017: £0.3 million
foreign exchange hedges asset) and is included within the Group’s derivative financial instrument liabilities.
When hedges are assessed as effective, intrinsic value gains and losses are initially recognised in other comprehensive income and later
reclassified to comprehensive income as the corresponding hedged cash flows crystallise. Time value in relation to the Group’s hedges is
excluded from being part of the hedging item and, as a result, the net unrealised loss related to the time value of the hedges is recognised in
the consolidated statement of comprehensive income for the year.
A £0.2 million intrinsic gain (FY2016/17: £3.8 million intrinsic gain) on the Group’s hedges has been recognised through other comprehensive
income and £1.2 million intrinsic value gain (FY2016/17: £3.7 million intrinsic value loss) was reclassified from equity to the statement of
comprehensive income in the year.
Included within the net realised and unrealised hedging gain of £1.8 million (note 7) recognised at 30 June 2018 (£2.8 million loss at
30 June 2017) are:
– a £0.6 million gain in respect of foreign exchange hedges covering net management fee income for the financial year ending 30 June 2018
(FY2016/17: £0.9 million gain in respect of foreign exchange hedges covering net management fee income for the financial year ended
30 June 2017); and
– a £1.2 million gain in respect of crystallised foreign exchange contracts (FY2016/17: £3.7 million loss).
Company
The risk management processes of the Company, including those relating to the specific risk exposures covered below, are aligned with
those of the Group as a whole unless stated otherwise.
In addition, the risk definitions that apply to the Group are also relevant for the Company.
Credit risk
The Company’s maximum exposure to credit risk is represented by the carrying value of its financial assets. The table below lists financial
assets subject to credit risk by credit rating:
2018 2017
£m £m
Cash and cash equivalents 159.2 229.7
Trade and other receivables 467.9 398.0
Total 627.1 627.7
The Company’s cash and cash equivalents comprise short-term deposits held with banks and liquidity funds which have credit ratings ranging
from A+ to AA- as at 30 June 2018 (30 June 2017: A+ to AAA).
All trade and other receivables are considered to be fully recoverable and none were overdue at year end (30 June 2017: none).
Liquidity risk
The contractual undiscounted cash flows relating to the Company’s financial liabilities all fall due within one year.
Details on leases and other commitments are provided in note 30.
Deposits with banks and liquidity funds are repriced at intervals of less than one year.
At 30 June 2018, if interest rates over the year had been 50 basis points higher/lower with all other variables held constant, post-tax profit for
the year would have been £1.6 million higher/lower (FY2016/17: £1.1 million higher/lower), mainly as a result of higher/lower interest on cash
balances. An assumption that the fair value of assets and liabilities will not be affected by a change in interest rates was used in the model to
calculate the effect on post-tax profits.
Financial statements
2018 2017
2018 Nominal 2017 Nominal
Number of value Number value
Group and Company shares £’000 of shares £’000
Ordinary shares of 0.01p each 900,000,000 90 900,000,000 90
All the above ordinary shares represent equity of the Company and rank pari passu in respect of participation and voting rights.
At 30 June 2018, there were equity-settled share awards issued under the Omnibus Plan totalling 40,470,000 (30 June 2017: 38,579,871)
shares that have release dates ranging from September 2018 to December 2022. Further details are provided in note 10.
The market value of treasury shares was £20.0 million at the year end (30 June 2017: £19.0 million).
In the opinion of the Directors, the following subsidiary undertakings principally affected the Group’s results or financial position at
30 June 2018. A full list of the Group’s subsidiaries and all related undertakings is disclosed in note 33.
Country of
incorporation/
formation and % of equity
principal place shares held
Name of operation by the Group
Ashmore Investments (UK) Limited England 100.00
Ashmore Investment Management Limited England 100.00
Ashmore Investment Advisors Limited England 100.00
Ashmore Management Company Colombia SAS Colombia 61.38
Ashmore CAF-AM Management Company SAS Colombia 53.66
Ashmore Management Company Limited Guernsey 100.00
PT Ashmore Asset Management Indonesia Indonesia 66.67
Ashmore Japan Co. Limited Japan 100.00
AA Development Capital Investment Managers (Mauritius) LLC Mauritius 55.00
Ashmore Investments (Holdings) Limited Mauritius 100.00
Ashmore Investments Saudi Arabia Saudi Arabia 90.00
Ashmore Investment Management (Singapore) Pte. Ltd. Singapore 100.00
Ashmore Investment Management (US) Corporation USA 100.00
Ashmore Investment Advisors (US) Corporation USA 100.00
Ashmore Equities Investment Management (US) LLC USA 100.00
Financial statements
Everbright Ashmore* Associate Investment management China 30%
Ashmore Investment Management India LLP Associate Investment management India 30%
Taiping Fund Management Company Associate Investment management China 8.5%
* Everbright Ashmore includes four related entities.
The carrying value of the investments in associates includes attributable goodwill that arose on acquisition of the associates. No permanent
impairment is believed to exist relating to the associates.
The Group has undrawn capital commitments of £5.0 million (30 June 2017: £4.9 million) to investment funds managed by the associates.
Further details are provided in note 28.
Included in the Group’s consolidated management fees of £259.7 million (FY2016/17: £226.2 million) are management fees amounting
to £258.0 million (FY2016/17: £225.4 million) earned from unconsolidated structured entities.
The table below shows the carrying values of the Group’s interests in unconsolidated structured entities, recognised in the Group balance
sheet, which are equal to the Group’s maximum exposure to loss from those interests.
2018 2017
£m £m
Management fees receivable 38.3 35.0
Trade and other receivables 24.3 30.0
Seed capital investments 79.8 76.9
Total exposure 142.4 141.9
The main risk the Group faces from its beneficial interests in unconsolidated structured entities arises from a potential decrease in the fair value
of seed capital investments. The Group’s beneficial interests in seed capital investments are disclosed in note 20. Note 21 includes further
information on the Group’s exposure to market risk arising from seed capital investments.
Financial statements
Share-based payment benefits 1.2 4.8
2.9 6.2
Short-term benefits include salary and fees, benefits and cash bonus.
Share-based payment benefits represent the fair value charge to the statement of comprehensive income of current year share awards.
Details of the remuneration of Directors are given in the Remuneration report on pages 53 to 69.
During the year, there were no other transactions entered into with key management personnel (FY2016/17: none). Aggregate key
management personnel interests in consolidated funds at 30 June 2018 were £37.8 million (30 June 2017: £42.4 million).
30) Commitments
Operating lease commitments
The Group and Company have entered into certain property leases. The future aggregate minimum lease payments under non-cancellable
operating leases, taking account of escalation clauses and renewal options, fall due as follows:
Group
2018 2017
£m £m
Within 1 year 2.5 3.0
Between 1 and 5 years 3.5 7.3
Later than 5 years 2.3 3.3
8.3 13.6
Company
2018 2017
£m £m
Within 1 year 0.9 1.2
Between 1 and 5 years – 4.6
Later than 5 years – 1.8
0.9 7.6
Company
The Company has undrawn loan commitments to other Group entities totalling £53.2 million (30 June 2017: £77.5 million) to support their
investment activities but has no investment commitments of its own (30 June 2017: none).
Financial statements
The Group has assessed and classified the following fund vehicles as unconsolidated structured entities:
– Segregated mandates and pooled funds managed where the Group does not hold any direct interest. In this case, the Group considers
that its aggregate economic exposure is insignificant and, in relation to segregated mandates, the third-party investor has the practical
ability to remove the Group from acting as fund manager, without cause. As a result, the Group concludes that it acts as an agent for
third-party investors.
– Pooled funds managed by the Group where the Group holds a direct interest, for example seed capital investments, and the Group’s
aggregate economic exposure in the fund relative to third-party investors is less than 20% (i.e. the threshold established by the Group for
determining agent versus principal classification). As a result, the Group concludes that it is an agent for third-party investors and, therefore,
will account for its beneficial interest in the fund as a financial asset. Further details on the carrying values of these seed capital financial
assets have been disclosed in note 20.
The disclosure of the AuM in respect of consolidated and unconsolidated structured entities is provided in note 28.
Rebates calculations
Management fee rebates payable to customers is an area of focus as individual rebate agreements include bespoke, complex rebate
calculations. Although there is no significant estimation or judgement involved, the calculation of rebates is complex and requires correct
application of the agreed formula within each rebate agreement. The Group has an automated system to calculate the majority of management
fee rebates. The rebate rates are subject to periodic amendments, as a result, transactions in the financial statements require complete and
accurate communication of rebate rates between several teams. In addition, the assets under management used for rebate calculations are
sourced from different parties including outsourced service organisations and internal teams. The reconciliation of assets under management
used in calculating rebates are regularly reviewed by management.
Ashmore Investment Management (Singapore) Pte. Ltd. Subsidiary 100.00 1 George Street
#15-04, Singapore 049145
PT Ashmore Asset Management Indonesia Subsidiary 66.67 18 Parc SCBD Tower E, 8th Floor
Ashmore Dana USD Nusantara Consolidated fund 61.72 Jl. Jend. Sudirman Kav.52-53
Ashmore Dana USD Equity Nusantara Significant holding 22.66 Jakarta 12190, Indonesia
Ashmore Management Company Colombia SAS Subsidiary 61.38 Carrera 7 No. 75 -66, Office 702
Ashmore-CAF-AM Management Company SAS Subsidiary 53.66 Bogotá, Colombia
Ashmore Japan Co. Limited Subsidiary 100.00 11F, Shin Marunouchi Building 1-5-1
Marunouchi Chiyoda-ku Tokyo Japan
100-6511
Ashmore Investments (Colombia) SL Subsidiary 100.00 c/ Hermosilla 11, 4ºA
28001 Madrid, Spain
Ashmore Management (DIFC ) Limited Subsidiary 100.00 Office 105, Gate Village 03, Level 1
Dubai International Financial Centre
Dubai, UAE
AA Indian Development Capital Advisors Private Limited (in liquidation) Subsidiary 100.00 507A Kakad Chambers
Ashmore Investment Advisors (India) Private Limited Subsidiary 99.82 Dr Annie Besant Road
Ashmore-Centrum India Opportunities Investment Advisers Private Subsidiary 51.00 Worli
Limited (in liquidation) Mumbai 400 018
India
Ashmore-Centrum Funds Trustee Company Private Limited Subsidiary 51.00
(in liquidation)
Ashmore Investment Saudi Arabia Subsidiary 90.00 3rd Floor Tower B
Olaya Towers
Ashmore Saudi Equity Fund Consolidated fund 65.62 Olaya Main Street
Riyadh, Saudi Arabia
AA Development Capital Investment Managers (Mauritius) LLC Subsidiary 55.00 Les Cascades Building
Ashmore Investments (Holdings) Limited Subsidiary 100.00 33 Edith Cavell Street, Port Louis
Mauritius
Ashmore Emerging Markets Special Situation Opportunities Fund Subsidiary 100.00 Trafalgar Court
(GP) Limited Les Banques
Ashmore Management Company Limited Subsidiary 100.00 St Peter Port
Ashmore Global Special Situations Fund 3 (GP) Limited Subsidiary 100.00 GY1 3QL
Guernsey
Ashmore Global Special Situations Fund 4 (GP) Limited Subsidiary 100.00
Ashmore Global Special Situations Fund 5 (GP) Limited Subsidiary 100.00
Ashmore Special Opportunities (GP) Limited Subsidiary 100.00
Ashmore Special Opportunities Fund LP Consolidated fund 50.00
Ashmore Emerging Markets Distressed Debt Fund Consolidated fund 40.05
Ashmore Emerging Markets Debt and Currency Fund Limited Consolidated fund 100.00
Financial statements
Ashmore Investment Management India LLP Associate 30.00 507A Kakad Chambers
Dr Annie Besant Road
Worli, Mumbai 400 018
India
Taiping Fund Management Company Limited Associate 8.50 Unit 101, Building No.5, 135 Handan
Road, Shanghai, China
VTB-Ashmore Capital Holdings Limited Associate 50.00 Trafalgar Court
VTBC-Ashmore Investment Management Limited Associate 50.00 Les Banques
VTBC-Ashmore Partnership Management 1 Limited Associate 50.00 St Peter Port
GY1 3QL
Guernsey
Financial statements
Record date known as Shareview Dealing.
2 November 2018 You can log on at www.shareview.co.uk/dealing to access
Final dividend payment date this service, or contact the helpline on 0345 603 7037 to deal
7 December 2018 by telephone.
Second quarter AuM statement You may also use the Shareview service to access and manage
January 2019 your share investments and view balance movements, indicative
share prices, information on recent dividends, portfolio valuation
Announcement of unaudited interim results for the six months
and general information for shareholders.
ending 31 December 2018
February 2019 Shareholders must register at www.shareview.co.uk, entering
Third quarter AuM statement the shareholder reference on the share certificate and other
personal details.
April 2019
Fourth quarter AuM statement Having selected a personal PIN, a user ID will be issued by
the Registrar.
July 2019
Announcement of results for the year ending 30 June 2019 Electronic copies of the 2018 Annual Report
September 2019 and Accounts and other publications
Copies of the 2018 Annual Report and financial statements, the
Notice of Annual General Meeting, other corporate publications,
press releases and announcements are available on the Company’s
website at www.ashmoregroup.com.
www.ashmoregroup.com