Category: Great Britain

  • MIL-OSI United Kingdom: UKHSA highlights pathogens of greatest risk to public health

    Source: United Kingdom – Executive Government & Departments

    Press release

    UKHSA highlights pathogens of greatest risk to public health

    A new Priority Pathogens reference tool aims to support national funders of research and development into diagnostics, vaccines and therapeutics.

    The UK Health Security Agency (UKHSA) has today published its view on the pathogen families that could pose the greatest risk to public health, in a bid to focus and guide preparedness efforts against these threats.

    The list of 24 pathogen families, a reference tool to help guide research and development investment in England, is the first specifically designed to consider both global public health threats as well as those most relevant to a UK population.  

    It provides information on pathogen families where UKHSA believes further research would be most beneficial to boost preparedness against future biosecurity risks, particularly around diagnostics, vaccines and therapeutics. Research and development across a range of other pathogen families not on this list also remains vital.

    For each viral family included in the tool, an indicative rating of high, moderate, or low pandemic and epidemic potential is suggested. These ratings are the opinions of scientific experts within UKHSA, who have considered routes of transmission and severity of disease arising from pathogens in each family to inform the ratings.

    This rating does not indicate which pathogen UKHSA considers most likely to cause the next pandemic, but rather those pathogens requiring increased scientific investment and study.

    This includes those pathogens where we need increased vaccine or diagnostics development, or those which may be exacerbated by a changing climate or antimicrobial resistance.

    Dr Isabel Oliver, Chief Scientific Officer for UKHSA, said:

    This tool is a vital guide for industry and academia, highlighting where scientific research can be targeted to boost UK preparedness against health threats.

    We are using the tool as part of our conversations with the scientific community, to help ensure that investment is focused to where it can have the biggest impact.

    We hope this will help to speed up vaccine and diagnostics development where it is most needed, to ensure we are fully prepared in our fight against potentially deadly pathogens.

    Among the pathogen families where UKHSA is keen to see greater scientific strides made are the coronaviridae family, which includes Covid-19; the paramyxoviridae family which includes Nipah virus; and the orthomyxoviridae family which includes avian influenza.  However, the reference tool is not a detailed threat assessment and the list of families included in this tool is not exhaustive and the families are not ranked.

    Priorities and risks will change with updates in epidemiology and progress will be made with the development of diagnostics and countermeasures. Therefore, the tool, which is intended to be updated annually, must be used with other information as appropriate, and represents a snapshot at one point in time.

    The tool, which aims to support all aspects of the UK Biological Security Strategy, is just one of a number of UKHSA is using to secure and protect the public’s health. Both UKHSA’s Vaccine Development and Evaluation Centre and Diagnostic Accelerator are working closely with academia and industry to identify and prepare for pathogenic threats to UK health and the Priority Pathogens tool will help guide this work.

    UK Health Security Agency press office

    10 South Colonnade
    London
    E14 4PU

    Updates to this page

    Published 25 March 2025

    MIL OSI United Kingdom

  • MIL-OSI United Kingdom: ‘Broken-heart syndrome’ patients twice as likely to suffer further heart problems New research from the University of Aberdeen found that re-admission to hospital for takotsubo patients was comparable to the re-admission rates for heart attack patients and double that of the general population.

    Source: University of Aberdeen

    New research from the University of Aberdeen found that re-admission to hospital for takotsubo patients was comparable to the re-admission rates for heart attack patients and double that of the general population.

    Our findings highlight these patients’ vulnerability to further illness and need for better treatment and follow-up specific to their condition.” Professor Dana Dawson

    Funded by the British Heart Foundation, the research has been published today in Annals of Internal Medicine. 

    Takotsubo cardiomyopathy affects around 5,000 people in the UK each year, and at least seven percent of all people who attend hospital with a suspected heart attack are subsequently diagnosed with broken heart syndrome. 

    The University of Aberdeen has led the way on research into the little-understood condition which was only recognised in the late 1990s. 

    The exact cause of the condition is not clearly understood but an acute episode can be triggered by severe emotional distress, such as the death of a loved one. As a result, when it was first discovered, it was also referred to as “broken heart syndrome”.  

    Researchers now believe it can be caused by a number of different factors, including intense physical trauma, but also lesser physical or emotional upsets or in some cases no incident at all. 

    Acute symptoms include shortness of breath and chest pain and as such it is often mistaken for a heart attack. It affects women and men of all ages with women more likely to experience the condition, and although significant recovery is possible, patients can often continue to experience long-lasting symptoms.  

    Professor Dana Dawson, Chair in Cardiovascular Medicine at the University, led this new research that used data from The Scottish Takotsubo Registry which records all cases of takotsubo in Scotland since January 2010. Currently, this is the only registry in the world with complete national data that includes details of the complete medical care of all takotsubo patients.  

    Results showed that of nearly 13,000 hospitalisations, the rate of readmissions of patients with takotsubo syndrome was 743 per 1000 person-years for patients with takotsubo syndrome, 365 per 1000 person-years for general Scottish population patients and 750 per 1000 person-years for patients with myocardial infarction.

    Professor Dawson explains: “We know that people with takotsubo cardiomyopathy are more likely to die younger and that life expectancy is around the same as patients who have experienced a heart attack. But we don’t know what is causing this.  

    “We found that patients with takotsubo are twice as likely as the general population to be re-admitted to hospital and that figure is very similar to those who have experienced a heart attack. 

    “These re-admissions were usually for cardiovascular causes, mostly heart failure or irregular heart rhythms, but interestingly, also commonly for mental health reasons.  

    “Our findings highlight these patients’ vulnerability to further illness and need for better treatment and follow-up specific to their condition.” 

    Dr Sonya Babu-Narayan, Clinical Director at the British Heart Foundation and consultant cardiologist, said: “Because patients with Takotsubo syndrome may initially recover from their acute illness well, both in terms of their symptoms and their heart function, the seriousness of the condition may have previously been underestimated. But this study shows their readmission rates to hospital are increased compared to the general population and are almost at the same high level as people who have survived a heart attack. 

    “It is therefore vital that people with Takotsubo syndrome get the right tests and treatments when they need them. Further research is also crucial, so scientific breakthroughs can be made that will save and improve the lives of those living with this condition.” 

    Ameila Rudd, BHF-funded Allied Health Professional at the University who gathered and analysed the data added: “We found that takotsubo patients are at increased risk of experiencing ongoing symptoms such as breathlessness, chest pain and that their life expectancy is shortened.  

    “Our findings demonstrate that these patients remain vulnerable to continuing illness and that further research is still needed to improve their quality of life.” 

    MIL OSI United Kingdom

  • MIL-OSI: Middlefield Canadian Income PCC – Annual Financial Report

    Source: GlobeNewswire (MIL-OSI)

    Middlefield Canadian Income PCC (the “Company”)

    Including Middlefield Canadian Income – GBP PC (the “Fund”), a cell of the Company

    Registered No:  93546

    Legal Entity Identifier: 2138007ENW3JEJXC8658

    ANNUAL FINANCIAL REPORT

    The Company hereby announces the publication of its full unedited annual financial report for the year ended 31 December 2024 (the “AFR”).

    In accordance with Listing Rule 6.4.1, a copy of the AFR has been submitted to the National Storage Mechanism and it will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

    The AFR is also available from the ‘Trust Documents’ section of the Company’s website: https://middlefield.com/funds/uk-funds/middlefield-canadian-income-trust/

    Enquiries:

    Secretary

    JTC Fund Solutions (Jersey) Limited

    Tel.: 01534 700000

    Dean Orrico

    President

    Middlefield International Limited

    Tel.: 01203 7094016

    END OF ANNOUNCEMENT

    Middlefield Canadian Income Trust

    Annual Report and Accounts

    For the year ended 31 December 2024

    LON: MCT

    Focusing on high levels of stable and increasing income together with capital growth, this Fund invests in high quality, Canadian large capitalisation businesses. Middlefield Limited, the Fund’s investment manager, is a private and independent firm located in Toronto, Canada, and is regulated by the Ontario Securities Commission.

    Financial Highlights

    2024 DIVIDENDS PAID

    5.3p per share

    1.325p per share quarterly

    5.5p per share New Dividend Guidance for 20251

    YIELD

    4.6%

    SHARE PRICE

    116.00p

    NAV PER SHARE

    134.05p

    NET ASSETS

    £142.7m

    1. This is a target only and does not constitute, nor should it be interpreted as, a profit forecast.

    Why Middlefield Canadian Income PCC?

    Who is this fund for?

    This Fund is for long-term investors seeking dividends and capital appreciation from a diversified portfolio of stable, profitable businesses domiciled primarily in Canada.

    Reasons to buy

    Unique

    The UK’s only listed Canadian equity fund focused on high income – admitted to the FTSE UK All-Share Index in 2011.

    Proven

    Outperformance over the period since inception in 2006. The Fund’s total return for 2024 was 20.6 per cent versus the benchmark total return of 7.6 per cent.

    Diversification

    UK investors are underexposed to Canadian equities – Canada is one of the largest investable economies in the developed world.

    High Income

    Canadian equities offer a higher yield compared to other developed markets. MCT has consistently paid dividends in excess of 5p per share per annum since 2017 and increased its dividend in 2023, 2024 and 2025.

    Stability

    Canada is a member of the G7 and offers one of the most stable political and financial systems in the world.

    Governance

    Experienced Board of Directors with an independent majority, re-elected annually by shareholders to protect their interests.

    A member of the Association of Investment Companies

    Further details about the Company, including the latest annual and half yearly financial reports, fact sheets and stock exchange announcements, are available on the website at www.middlefield.co.uk/mcit.htm

    Contents

    Strategic Report

    Key Information                                                                                                                                            4

    Historical Performance                                                                                                                                 5

    Chairman’s Statement                                                                                                                                  6

    Investment Manager’s Report                                                                                                                     11

    Top Holdings                                                                                                                                                13

    ESG Policy                                                                                                                                                   16

    Business Model                                                                                                                                            22

    Biographies                                                                                                                                                   26

    Corporate Information                                                                                                                                   29

    Report of the Directors                                                                                                                                  36

    Corporate Report

    Statement of Directors’ Responsibilities                                                                                                        40

    Directors’ Remuneration Report                                                                                                                    41

    Corporate Governance Statement                                                                                                                43

    Report of the Audit Committee                                                                                                                      48

    General Shareholder Information                                                                                                                  51

    General Data Key Investor Document and Related Data                                                                             52

    Independent Auditor’s Report on the Fund                                                                                                   53

    Financial Statements

    Statement of Financial Position of the Fund                                                                                                  60

    Statement of Comprehensive Income of the Fund                                                                                        61

    Statement of Changes in Redeemable Participating Preference Shareholders’ Equity of the Fund             62

    Statement of Cash Flows of the Fund                                                                                                           63

    Notes to the Financial Statements of the Fund                                                                                             64

    Independent Auditor’s Report on the Company                                                                                            81

    Statement of Financial Position of the Company                                                                                          84

    Notes to the Financial Statements of the Company                                                                                     85

    Definitions                                                                                                                                                     86

    Alternative Performance Measures                                                                                                               87

    Key Information

    This Fund invests in larger capitalisation Canadian and U.S. high yield equities with a focus on companies that pay and grow dividends.

    Exposure to Key Canadian Themes & Industries

    Canadian companies are amongst the world leaders across the real estate, financial and energy and power sectors.

    Real Estate

    Canada has had the highest population growth rate in the developed world. Immigration tailwinds and a highly educated workforce are expected to support ongoing demand for real estate in Canada. Middlefield is one of the top real estate investors in Canada with over 40 years of experience and $450M+ in AUM across real estate strategies.

    Financials

    One of the world’s most sophisticated and well-capitalised banking systems, Canada’s banks are well-positioned to consistently grow their dividends over time. Canadian financials have historically demonstrated less volatility than peers during periods of market uncertainty.

    Energy and Power

    North American energy is expected to play a vital role in energy security and the energy transition over the coming decades. Its domestic power market benefits from an abundance of renewable energy sources and robust demand for electricity driven by immigration, growing corporate demand, and improving global accessibility.

    Key Data as at 31 Dec 2024

    Historical Performance

    As at 31 December 2024

    Performance Since Inception to 31 December 2024

    As at 31 December 2024

    Notes:

    1.        Net asset value total returns (in Sterling, net of applicable withholding taxes, fees, and including the reinvestment of dividends).

    2.         The Fund’s benchmark, the S&P/TSX Composite High Dividend Index (“Benchmark”), has been currency adjusted to reflect the Canadian Dollar (“CAD”) returns from inception to October 2011 (while the Fund was CAD hedged) and Sterling (“GBP”) returns thereafter.

    3.        Prior to 31 October 2024, the Fund’s Benchmark as well as the S&P/TSX Composite Index, were calculated gross of withholding tax. Beginning 31 October 2024, the Benchmark and the S&P/TSX Composite Index are calculated net of a 15% withholding tax and all period returns have been restated on this basis.

    Recent Performance 1 Mth 3 Mth 6 Mth YTD 1 Year
    Share Price -10.8% 3.6% 15.3% 20.6% 20.6%
    NAV -4.2% 2.6% 12.9% 15.1% 15.1%
    Benchmark -4.7% 1.1% 7.7% 7.6% 7.6%
    S&P/TSX Composite -4.5% 4.2% 9.9% 13.5% 13.5%
    Long-Term Performance 3 Year

    annualised

    5 year

    annualised

    7 Year

    annualised

    10 year

    annualised

    Since Inception annualised1
    Share Price 4.3% 8.2% 7.2% 6.7% 6.8%
    NAV 3.3% 7.2% 6.8% 7.4% 7.2%
    Benchmark 5.2% 7.9% 6.9% 7.1% 6.1%
    S&P/TSX Composite 6.4% 9.8% 8.3% 8.4% 6.4%
    Long-Term Performance 3 Year cumulative 5 year cumulative 7 Year cumulative 10 year cumulative Since Inception cumulative1
    Share Price 13.5% 48.3% 62.8% 90.8% 239.0%
    NAV 10.2% 41.9% 58.1% 104.1% 262.7%
    Benchmark 16.4% 46.3% 59.2% 97.6% 199.1%
    S&P/TSX Composite 20.5% 59.3% 74.6% 124.4% 215.0%

    Sources: Middlefield, Bloomberg. As at 31 December 2024.

    Past performance is not a guide to the future. The price of investments and the income from them may fall as well as rise and investors may not get back the full amount invested. All price information is indicative only.

    Total returns including the reinvestment of dividends for all returns. Fund returns are net of fees.

    Composite of monthly total returns for the S&P/TSX Income Trust Index from inception to 31 December 2010 and the S&P/TSX Composite High Dividend Index (formerly named the S&P TSX Equity Income Index).

    Currency adjusted to reflect CAD$ returns from inception of MCT to Oct 2011 and GBP returns thereafter since MCT was CAD$ hedged from inception to Oct 2011

    Prior to 31 October 2024, the Fund’s Benchmark, as well as the S&P/TSX Composite Index, were calculated gross of withholding tax. Beginning 31 October 2024, the Benchmark and the S&P/TSX Composite Index are calculated net of a 15% withholding tax and all period returns have been restated on this basis.

    Chairman’s Statement

    Michael Phair

    Chairman

    It is my pleasure to introduce the 2024 Annual Financial Report for Middlefield Canadian Income PCC (“MCT” or the “Company”) and its closed-ended cell known as Middlefield Canadian Income – GBP PC (the “Fund”). The Fund invests primarily in dividend-paying Canadian equities, with the objective of providing shareholders with a high level of dividend as well as capital growth over the longer term.

    Investment Performance

    The Fund delivered very good relative performance in 2024. MCT generated total returns of 20.6 per cent on its share price and 15.1 per cent on net assets, both of which were higher than the benchmark total return of 7.6 per cent. Financials, Energy, and Utilities were all positive contributors primarily due to sector allocation and stock selection gains. The Investment Manager believes that 2024 represented the early stages of a sustained outperformance following a period of challenging market conditions for the Fund’s core sectors. In January 2025, the Fund’s dividend was increased from 5.3p to 5.5p per share per annum.

    Over 2024, the discount to net asset value at which the Fund’s shares traded narrowed from -16.8 per cent at the start of the year to -13.5 per cent at the end. The discount moved to within -6 per cent at the beginning of December 2024 which coincided with the share price increasing to 131.25p, a high point for the year. This increase reflected the buying activity by Saba Capital Management L.P. (“Saba”) which first announced a notifiable holding in the Fund’s shares in April 2024, and which has announced further increases in its holding since such date. Saba’s current total interest in the Fund’s shares (comprising its direct and indirect exposure) is estimated to be 29 per cent. Recent developments regarding Saba are discussed below under “Engagement with Saba”.

    Investment Management

    The Board has regular contact with the Investment Manager, Middlefield Limited, to discuss portfolio strategy and review its investment approach, gearing and sector allocations. We remain satisfied that the Investment Manager is applying the strategy consistently and professionally and are confident that the Investment Manager’s outlook and the Fund’s corresponding positioning are capable of delivering good performance over time.

    Middlefield Limited, the Fund’s Investment Manager, has 45 years of investing experience. The Investment Manager uses an actively managed strategy, allowing it to take advantage of market dislocations across Canada and the U.S. In 2024, Canada was ahead of other developed countries in reducing their policy rates after sustained downward trends in inflation. Meanwhile, the U.S. Federal Reserve’s monetary policy remained restrictive for longer. In light of the high levels of cash flow and dividends that Canadian equities offer, and the valuation discounts at which they trade relative to U.S. companies, the Board remains supportive of the Investment Manager’s decision to be substantially invested in Canadian equities. In Q4 2024, against the backdrop of an improving outlook for the Canadian economy as well as a peaking of 10-year government bond yields in the U.S. and Canada, the Fund increased its exposure in Canadian energy from c. 19 per cent to c. 22 per cent which remains above the benchmark, while Real Estate remains the most overweight sector in the Fund relative to the benchmark.

    Shareholder Engagement

    Increasing investor interest in the Fund remains one of the Board’s highest priorities. The Board continues to promote the Company through the Investment Manager’s investor relations initiative, which is dedicated to keeping our shareholders well-informed, especially in times of market turmoil. The Investment Manager provides regular updates through commentaries and articles to get their perspectives directly. This content is accessible on the Investment Manager’s website, where it generates regular insights into the portfolio’s outlook and the decision-making process: Middlefield Canadian Income Trust Content. In addition, the Trust remains engaged with Kepler Partners. Kepler Partners continues to introduce the Investment Manager to new investors throughout London and its surrounding regions, while consistently producing research aimed at raising the profile of the Fund. Kepler Partner’ coverage of the Fund can be accessed at: Middlefield Canadian Income Research. The Board also works with Buchanan, a public relations firm tasked with enhancing the Fund’s reputation among retail investors. The Fund’s ongoing press engagements are featured on our website under “Featured Press”. Alternatively, prospective investors can subscribe to email updates on the Fund’s website to be updated regularly: Middlefield Canadian Income Trust | Middlefield Group.

    Fund Sector Weights Compared to Benchmark as at 31 December 2024

    Sector Allocation MCT Benchmark Over/Underweight
    Financials 27.3% 30.0% -2.7%
    Energy 22.4% 15.0% 7.4%
    Real Estate 18.5% 4.4% 14.1%
    Pipelines 16.9% 15.8% 1.1%
    Utilities 9.5% 13.8% -4.3%
    Materials 2.8% 5.4% -2.6%
    Communication Services 2.6% 10.4% -7.8%
    Consumer Discretionary 0.0% 3.0% -3.0%
    Industrials 0.0% 0.8% -0.8%
    Consumer Staples 0.0% 0.8% -0.8%
    Health Care 0.0% 0.7% -0.7%
    Information Technology 0.0% 0.0% 0.0%
    Total 100.0% 100.0%  

    Source: Middlefield, Bloomberg

    The background to the Fund’s performance is explained in depth by Mr Dean Orrico in the Investment Manager’s accompanying report.

    Engagement with Saba

    Since the Fund’s year end, on 10 February 2025 the Fund, together with three other UK-listed closed-end funds, received a requisition notice from Saba, marking the second phase of Saba’s recent activist campaign in the UK-listed closed-end fund sector. The first phase commenced on 18 December 2024 with Saba requisitioning general meetings at seven UK-listed closed-end funds, proposing resolutions (each of which later failed) to remove the current independent directors of those seven funds and replace them with Saba’s own appointees, with a view to also terminating the management contracts and, in due course, replacing the investment managers with Saba.

    The requisition notice received by the Fund on 10 February 2025 was for the approval by shareholders of the taking of all necessary steps to implement a scheme or process by which shareholders would become (or have the option to become) shareholders of a UK-listed open-ended investment company (or similar open-ended investment vehicle) implementing a substantially similar strategy to the Fund. Such scheme or process could entail shareholders rolling into an existing or newly established UK-listed open-ended investment company (or similar open-ended investment vehicle), in either case managed by the Fund’s existing investment manager or one of its affiliates.

    Following consultation with a number of the Fund’s largest shareholders including Saba, and following constructive discussions with Saba, on 21 February 2025 the Fund announced that Saba had agreed to withdraw its requisition notice for a period of 60 days to enable the Fund and its advisers to formulate proposals that are in the best interests of all shareholders.

    At the current time, the Board is in the process of considering a number of strategic options in the best interests of shareholders as a whole. A further announcement regarding future proposals which the Fund may put to shareholders will be made in due course.

    Gearing

    The Fund reports its gearing relative to net and total assets in its monthly fact sheet. Gearing relative to total assets was consistent throughout 2024. This compares to the Fund’s upper gearing limit of 25 per cent. of its total assets at the time of drawdown. Net gearing, which represents borrowings as a percentage of net assets, is the AIC standard measure of gearing. Net gearing at the start of the year was 17.2 per cent and ended the period on 31 December 2024 at 19.3 per cent.

    The cost of borrowing has come down in 2024 due to the Bank of Canada cutting rates by a total of 175 basis points throughout the year. We anticipate further declines in borrowing costs as the BoC is expected to continue its easing cycle in 2025. The Board continues to believe the use of gearing is warranted at prevailing interest rates due to an expected total return that exceeds total borrowing costs. The Board will continue to weigh the benefits of gearing against the costs and monitor the spread between interest expenses and the yield of the portfolio to ensure the use of leverage remains in the best interest of shareholders. On 3 April 2024, the credit facility was amended to replace Banker’s Acceptances with CORRA (Canadian Overnight Repo Rate Average administered and published by the Bank of Canada) loans.

    Earnings and Dividends

    In light of the excess revenue earnings generated by the Fund this year, together with the prospect of dividend growth from the underlying portfolio, the Board approved a 0.2p increase to the annual dividend target in early 2025 to 5.5p for 2025. This is a target only and should not constitute, nor should it be interpreted as a profit forecast.

    Quarterly interim dividends each of 1.325p per share were paid on 31 January 2024, 30 April 2024, 31 July 2024 and 31 October 2024 representing a 1.92 per cent. increase to quarterly payments made in 2023.

    Consistent dividend growth is a core consideration for the Fund’s security selection process and factored into the Board’s decision to increase the dividend. The Company’s revenue earnings per share totalled 5.61p for the current year, reflecting a dividend coverage ratio of 1.06. This compares to dividend coverage ratios of 1.07 in 2023 and 1.16 in 2022. The Board regularly reviews the Fund’s dividend coverage and, subject to market conditions as well as the Fund’s earnings, it will continue to consider whether further dividend increases are warranted in the future.

    Directors’ Remuneration

    For 2024, the directors’ remuneration remained at £36,000 per annum for the chairman of the Board, £32,000 per annum for the chairman of the audit committee and £29,000 per annum for all other directors bar Mr Orrico, who has waived his entitlement for remuneration for acting as a director. The last increase was on 1 July 2023.

    Related Party Transactions

    The Company’s related parties are its directors and the Investment Manager. There were no related party transactions (as defined in the Listing Rules) during the year under review, nor up to the date of this report. Details of the remuneration paid to the directors and the Investment Manager during the year under review are shown in note 13.

    Material Events

    Save for the Saba requisition and the Board’s ongoing consideration of future strategic options for the Company following engagement with Saba as referred to above, the Board is not aware of any significant event or transaction which has occurred between 1 January 2025 and the date of publication of this statement which could have a material impact on the financial position of the Fund.

    Company and Fund Annual General Meetings

    At each of the Company and Fund Annual General Meetings held on 13 June 2024, all resolutions, relating to both ordinary business and special business were duly passed.

    Board Composition and Succession Planning

    The Board frequently reviews its succession planning strategy and has taken multiple steps in recent years to refresh its composition. We are pleased with the significant progress made to ensure the highest standards of good corporate governance. These steps include the appointment of four new nonexecutive directors over the past five years: Mr Michael Phair (on 13 June 2019), Ms Kate Anderson (on 12 April 2021), Ms Janine Fraser (on 13 September 2022) and Mr Andrew Zychowski (on 30 June 2023).

    The Board currently comprises five nonexecutive directors, of whom four are independent and 40 per cent are female, including the senior independent director.

    Contact

    Shareholders can write to the Company at its registered office or by email to the Secretary at middlefield.cosec@ JTCGroup.com.

    Principal Risks and Uncertainties

    Trade policy uncertainty will remain a persistent overhang in the coming months, affecting business confidence, capital investment, and supply chain planning across North America. With the looming USMCA renegotiation deadline and ongoing discussions around tariffs, businesses face heightened risks when making strategic decisions. Companies reliant on cross-border trade may hesitate to expand operations, allocate capital, or engage in M&A, given the potential for new trade barriers and shifting regulatory frameworks. This uncertainty could lead to reduced investment and prolonged supply chain inefficiencies, ultimately weighing on economic growth and corporate earnings.

    Additionally, although discussions to date between the Board and Saba have been constructive, uncertainty remains over how the Company will proceed going forwards. The Board remains mindful of the need to act at all times in the best interests of shareholders as a whole and wishes to avoid future engagement in costly and time-consuming activist shareholder campaigns.

    Despite inflation moderating in 2024, the risk of an upside surprise in inflation remains a key concern. Stickier inflation could erode consumer purchasing power and increase the cost of borrowing, stifling economic activity. Persistently high inflation could delay further rate cuts from central banks, which could exacerbate financial stress, leading to higher delinquency rates and weaker household consumption.

    The combination of expanding fiscal policies and easing monetary conditions could further strain government balance sheets in 2025. Canada and the US continue to run large fiscal deficits, with rising debt levels fuelling concerns about long-term sustainability. Increased government borrowing costs, especially in a higher-for-longer rate environment, could lead to investors demanding higher risk premiums and increased volatility in bond markets and sovereign credit ratings.

    Geopolitical concerns in 2024 centred on the wars in Ukraine and the Middle East, trade policy between the US and its trading partners, and a change in leadership in Canada and U.S. Although there are efforts to reach a ceasefire in both Ukraine and Israel, these conflicts all have the potential to disrupt global trade routes, commodity prices, and investor sentiment. The risk of further escalation could lead to supply shocks in energy markets, driving up commodity prices and putting renewed pressure on inflation. In addition, strained US-China relations – particularly over trade, technology and Taiwan – could introduce market volatility, affecting global supply chains and investment flows.

    Managing Risks

    The Board places significant emphasis on the Company’s risk assessment and the management of substantial risks. The Board prioritises this aspect, guided by its evaluation of the risks inherent in the Company’s operations. It oversees the controls implemented by the Board, the Investment Manager and other service providers. These evaluations and oversight activities are documented in the Company’s business risk matrix assessment, which remains an effective instrument for identifying and tracking primary risks.

    The directors consider the principal risks of the Company to be those risks, or a combination thereof, that may materially threaten the Company’s ability to meet its investment objectives, its solvency, liquidity or viability. In assessing the principal risks, the directors consider the Company’s exposure to and likelihood of factors that they believe would result in significant erosion of value, such as the possibility of a recession, the ability of Canada to diversify its economy away from natural resources, ongoing geopolitical tensions, the impact of climate change risk on investee companies, foreign exchange rates and the impact of higher interest rates on the Company and investor sentiment.

    At the time of this report, trade policy uncertainty, interest rates, and geopolitical tensions continue to have an impact on markets at both macro and micro levels. Growing geopolitical tensions can increase the risk of supply chain shocks and spikes in commodity prices. While the long-term severity and the impact on the Company’s principal risks and viability cannot currently be predicted with any accuracy, it is expected that a prolonged war in the Middle East would have detrimental effects on market sentiment, which could affect the Company’s asset values.

    Outlook

    Canada is well-positioned for economic resilience and market outperformance, supported by a lower rate environment, strong corporate fundamentals, and favourable structural tailwinds across key sectors. 2024 served as a strong base for the Fund’s core sector exposures, and we expect to build on that momentum. Canadian equities continue to offer attractive valuations, robust earnings growth, and compelling risk-adjusted returns relative to global peers. MCT remains strategically positioned to capitalise on these trends, with its core exposure in financials, real estate, energy, pipelines, and utilities – sectors that are well insulated from external trade policy uncertainty and provide strong income generation, stability, and long-term growth potential. The Fund does not hold significant exposure to industries most vulnerable to tariffs, such as manufacturing, autos, and materials, reducing its reliance on unpredictable trade negotiations.

    Despite having similar expected earnings growth over the next two years, Canadian equities continue to trade at steep valuation discounts to US stocks. With a circa 4.5 per cent dividend yield, the Fund also provides a stable and growing stream of income to investors in the form of quarterly distributions. We believe the current valuation discount embedded in Canadian equities offers a compelling entry point into high-quality Canadian companies. We continue to advocate that UK investors seeking North American equity exposure should allocate capital to Canada.

    We look forward to an ongoing dialogue with shareholders in order to inform our decision making process going forward and to enable us to continue to act in the best interests of all shareholders.

    Michael Phair

    Chairman

    24 March 2025

    Middlefield Group is a private and independent asset manager focused on equity income investment strategies. Located in Toronto, Canada, the company oversees a suite of funds, many of which have been recognised for excellence in various investment categories. Middlefield specialises in managing diversified equity income strategies for UK and Canadian investors with a particular focus on delivering stable distributions and capital appreciation over the long term.

    Investment Manager’s Report

    Dean Orrico

    2024 was an exceptional year for MCT unitholders, as we look to build on the momentum for continued growth into 2025. Despite both the TSX Composite and S&P 500 closing near all-time highs, many areas of the market, such as dividend payers and small-caps, did not meaningfully participate in the 2024 market rally. Technology and communication services stocks led to the upside while cyclical and value sectors lagged. In British Pounds, shares in the Fund generated a total return of 20.6 per cent and a NAV total return of 15.1 per cent. In local currency, the S&P 500, NASDAQ Composite, and the TSX Composite returned 25 per cent, 30 per cent and 22 per cent, respectively. The TSX lagged the S&P 500 by 3 per cent in 2024, due to its lower exposure to technology stocks and greater weighting to cyclical and value sectors. The Fund’s benchmark is more concentrated in higher-yielding dividend stocks and returned 9.6 per cent, lagging the TSX by nearly 12 per cent. Price-to-earnings multiples remain depressed for the TSX, resulting in a 4x multiple discount relative to the S&P 500.

    We are encouraged by several trends that emerged in mid-2024. Firstly, the Bank of Canada (BoC) began its first rate-cutting cycle in 4 years through a series of rate cuts totalling 175 basis points. Meanwhile, 10-year bond yields fell by more than 100 basis points from their 2023 highs as inflation concerns abated. Second, market breadth improved as companies and sectors that lagged throughout 2023 and H1’2024 benefitted from a relief rally. We believe this market broadening could represent the early stages of a prolonged recovery in dividend-paying stocks that should continue throughout 2025.

    In British Pounds, the Fund’s net asset value generated a total return of 15.1 per cent. Stock selection within the energy sector was the biggest contributor to performance in 2024 following a difficult 2023 period, with Enbridge and TC Energy among the Top 5 biggest contributors to performance. Utilities were the next biggest contributor, with Capital Power generating a total return of 77.9 per cent due to its strategy to supply power for upcoming AI data centres in Canada. Capital Power remains a large overweight position relative to the benchmark and has been a consistent Top 10 holding in the Fund.

    President Trump’s second term has introduced significant trade policy uncertainty. Despite all the trade noise, Canada’s economy remains on sound footing and is compelling for investors seeking attractive valuations and higher levels of income. While the scale and scope of potential US tariffs remain unpredictable, the Fund is well-positioned due to its diversification across resilient, high-quality sectors. With a focus on Canadian financials, pipelines, and REITs, the Fund is largely insulated from more tariff-targeted manufacturing industries, such as steel, aluminium, autos, and lumber. Similar to President Trump’s first term, we believe rational economic interests will prevail and the USMCA trade agreement will ultimately be renegotiated with minimal impact on Canadian equities. The U.S. represents over 75 per cent of Canadian exports and is an extremely important end-market for these sectors. US, Canada, and Mexico share over $1.5 trillion in annual trade, supporting 17+ million jobs across the three economies. This trilateral trade flow is one of the largest in the world, underscoring the significance of the USMCA agreement in maintaining economic stability in North America. Given this deep integration, renegotiations will likely aim to preserve trade stability rather than disrupt it.

    The Canadian federal election which has been called for 28 April 2025, will be a key event to watch with potential positive implications for economic policy, trade, and capital markets. A Canada-first mentality is gaining traction, emphasizing deregulation, pro-business policies, and strengthening domestic industries. A more conservative, business-friendly government could lead to increased investment in key sectors such as energy infrastructure, along with streamlined regulatory processes to encourage economic growth. In addition, diversifying trade partnerships beyond the US could present significant opportunities for Canadian pipeline and energy companies. These developments could also lead to increased foreign investment in Canada, strengthening the Canadian dollar. However, trade policy negotiations will bring uncertainty in the markets, particularly if US protectionist policies weigh on exports.

    Our base assumption remains that Canadian inflation will continue trending lower throughout 2025, supported by slowing immigration, easing supply chain pressures, and a more accommodative monetary policy stance from central banks. Over the past year, both the BoC and the Fed have seen meaningful progress in reducing inflation which has prompted rate cuts. However, deregulation, increased fiscal spending, and tax relief in the US could reintroduce inflationary pressures by stimulating aggregate demand, business investment, and consumer spending. While these policies are beneficial for long-term growth, they could delay or slow the pace of rate cuts if inflation proves to be stickier than expected. The balance between continued disinflation and the potential for reaccelerating inflation will be a key theme for policymakers in the year ahead.

    We remain constructive on the Canadian real estate sector in 2025. Although there was a strong rally in REIT unit prices during Q3, we saw a reversal after 10-year yields began climbing again. Investor sentiment for the broader real estate sector is inflecting and we are now seeing foreign buyers of Canadian REITs after a prolonged disconnect between fundamentals and valuations. With bond yields declining and central banks cutting rates further, we believe certain REITs are extremely well-positioned to outperform. Canadian REITs continue trading at an approximate 25 per cent discount to NAV.

    We expect quality REITs that generate stable and growing cash flows to narrow this discount throughout 2025. For these reasons, real estate remains the Fund’s largest active sector weight relative to the Benchmark. The Fund’s core real estate exposure areas include necessity-based retail, apartments, industrial, and seniors housing.

    Energy was among the Fund’s biggest contributors to performance in 2024 and remains a high-conviction investment theme for 2025. Energy represents 22 per cent of the portfolio, which outweighs the benchmark by 7.4 per cent. As geopolitical tensions mount, energy security has become a paramount issue for many countries. Canada’s oil and natural gas reserves rank in the top five globally, positioning the Canadian energy sector for consistent growth for decades. The recently completed Trans Mountain Expansion project will help unlock this growth potential by increasing capacity for crude oil transportation by an additional 590,000 barrels per day. In addition, LNG Canada, the largest private infrastructure project in Canada’s history, will become operational later this year. With an export capacity of 1.8 Bcf/d, LNG Canada will provide Canadian gas producers with a material boost to production egress. These large infrastructure projects are expected to stimulate significant investments from energy producers as well as midstream companies that will need to add necessary processing and handling capabilities.

    Financials represented 28 per cent of the Fund and remained the largest sector exposure in 2024. The decision stemmed from our growing confidence in the economic landscape both in Canada and the U.S, increasing corporate and investor sentiment as well as a pickup in capital markets activity. As the Bank of Canada began cutting rates mid-2024, Canadian banks rallied in Q3 after posting solid earnings results and improved sentiment. The banks remain well capitalised above regulatory minimums and are now strategically deploying capital to support organic growth. Credit concerns have been abating as we are past the peak in provisions for credit losses. The banks have prudently been building their capital reserves to ensure they remain well-equipped in the event of widespread credit defaults. With bond yields having fallen approximately 80 basis points from their April 2024 peak, and strengthening underwriting standards, we have become less concerned by this risk but continue to monitor credit quality closely. The Fund has been diversifying its exposure to financials by adding insurance companies and asset managers to the portfolio. These positions will expose the Fund to different revenue streams and geographies. Our highest weighted names remain Bank of Montreal, Royal Bank of Canada, and CIBC, all of which have well-capitalised balance sheets and fully covered dividends.

    The Fund had 9.5 per cent of the portfolio allocated to utilities at the end of 2024, below the Benchmark weight of 13.8 per cent. This underweight positioning was additive to performance. Despite its traditionally defensive characteristics, the sector lagged the TSX last year by 9.6 percentage points, with a total return of 8.6 per cent (local currency). Independent power producers did most of the heavy lifting, while regulated utilities and renewables significantly lagged. We expect the rest of the sector to re-rate over time as interest rates decline. The surging demand for electricity to power new data centres is a positive trend and we remain bullish on the sector’s long-term growth prospects. Our preferred picks in the sector include AltaGas, Capital Power, and Brookfield Renewables.

    Top Holdings

    Top Holdings as at 31 December 2024

    Company Sector % of Equities
    Tourmaline Oil

    Tourmaline is Canada’s largest natural gas producer and one of North America’s top suppliers of low-cost energy. The company operates high quality assets in the Montney and Deep Basin formations, leveraging its scale and strong balance sheet to maintain industry leadership. Tourmaline has also built a solid track record of dividend growth while paying out frequent special dividends over the last few years driven by their strong cash flow generation and commitment to growing shareholder returns.

    Energy 4.8%
    Enbridge Inc.

    Enbridge is one of the largest energy infrastructure companies in North America with an extensive delivery network of crude oil, natural gas, natural gas liquids and renewable energy. The company also provides gas utility services in Ontario, Quebec, and New Brunswick. It is actively investing in low carbon technologies such as solar, wind and hydroelectric power generation facilities. Enbridge’s goal is to achieve net-zero emissions by 2050 and reduce its greenhouse gas emissions by 30% by 2025.

    Pipelines 4.7%
    Bank of Montreal

    Bank of Montreal, which was founded in 1817, has grown to be Canada’s fourth largest bank. For over two centuries, BMO has maintained a consistent record of dividend payments. It has a well-established commercial banking business that it plans to grow through new product offerings and superior customer experience. BMO conducts its business in the US through its subsidiary, BMO Harris Bank which has over 500 branches.

    Financials 3.9%
    Canadian Natural Resource Ltd.

    Canadian Natural Resource is one of the largest independent producers of oil and natural gas in Canada. The company is focused on maximising shareholder value through a combination of organic growth initiatives, dividend payments and share buybacks. It has grown its dividend by approximately 23% per annum over the past 5 years and has never cut its dividend.

    Energy 3.8%
    Royal Bank of Canada

    Established in 1864, RBC stands as Canada’s largest bank by market capitalization. With a robust presence globally, RBC excels in providing diverse financial products and services through branches, ATMs, and cutting-edge online platforms. Renowned for its customer-centric approach, RBC’s strategic focus on the Capital Markets division enhances its standing, making the bank a key player in international finance.

    Financials 3.7%
    TC Energy

    TC Energy is a leading North American energy infrastructure company, operating natural gas, liquids pipelines, and power generation assets. It owns and operates over 93,300 km of natural gas pipelines across Canada, the U.S, and Mexico, supplying ~25% of North America’s natural gas demand. In addition, it operates power generation assets, including nuclear and renewable energy, contributing to a diversified portfolio. The company generates revenue through long-term take-or-pay contracted agreements which provide stable cash flows with minimal commodity price exposure.

    Pipelines 3.5%

    CIBC

    CIBC is one of Canada’s Big Six banks, providing a range of personal, business, and institutional banking services. The bank operates across four key segments, including Personal Banking, Commercial Banking & Wealth Management, as well as Capital Markets. The bank boasts a significant presence in Canada and U.S banking, with a growing U.S commercial lending business.

    Financials 3.4%
    AGF Management

    AGF Management is a global asset management firm, providing investment solutions across mutual funds, ETFs, and alternative investments. In recent years, it has expanded into private credit and alternatives, positioning itself for higher-margin growth. As funds flow out of savings accounts and back into equity markets post-rate cutting cycle, the active asset management industry will face meaningful tailwinds.

    Financials 3.4%
    Manulife Financial

    Founded in 1887, Manulife Financial is a leading insurance provider in Canada’s financial sector. Offering a comprehensive range of financial solutions, the company operates through a widespread network and digital platforms. With a focus on insurance, wealth management, and investments, Manulife’s commitment to innovation and customer satisfaction cements its prominent position in the global financial landscape.

    Financials 3.4%
    Pembina Pipelines Corp.

    Pembina is a well-established and reputable transportation and midstream service provider with over 65 years of operational history. Its assets are diversified across the hydrocarbon value chain, including pipelines, gathering & processing, and NGL midstream operations in Canada and the US. The company is actively investing in low-carbon and sustainability solutions such as carbon capture and storage to offset greenhouse gas emissions.

    Pipelines 3.1%

    Outlook

    Global markets face heightened uncertainty, driven by elevated geopolitical risks, shifting monetary policy, and trade tensions. Despite these challenges, Canada remains well-positioned for outperformance in 2025, underpinned by attractive valuations, strong fundamentals, and structural tailwinds in key sectors, including energy, real estate, and financials. The TSX Composite continues to trade at a 7 turns discount to the S&P 500, representing an attractive entry point for investors seeking dividend growth, capital discipline and resilient earnings.

    While trade policies remain unpredictable, the Fund is well-diversified across resilient, high-quality, service-based sectors that are less exposed to tariffs. Canada is benefitting from deregulation, a more pro-business environment, and a shift in fund flows towards value and cyclical sectors as markets continue to broaden. The AI-driven expansion will require vast energy infrastructure to support data centre growth, creating significant opportunities for pipeline and utility companies – sectors where the Fund has substantial exposure.

    Canadian corporations continue to prioritize shareholder returns, with record dividend payouts and share buybacks, a trend that is expected to persist. The Fund remains focused on high-quality companies with strong free cash flow generation and ability to grow their dividends. MCT’s portfolio emphasises high dividend paying stocks which have a long track record of consistently increasing dividends. Over the past five years, dividends received by the Fund on its portfolio have increased by 8.2 per cent per annum, exceeding the 7.5 per cent per annum growth rate for the Benchmark.

    Middlefield Limited

    Date 24 March 2025

    ESG

    Environment, Social and Governance (“ESG”) Policy and Stewardship Principles: ESG Policy

    As Investment Manager, Middlefield Limited (“Middlefield”) has a duty to maximise investment returns for the shareholders of the Fund without undue risk of loss. Middlefield does this within the investment limits of the Fund’s investment mandate. Although the Fund is not an ESG-focused or sustainable fund, Middlefield incorporates ESG considerations into its investment process to aid decision making, identify potential risks and opportunities and to enhance long-term, risk-adjusted returns. Stephen Erlichman, one of the foremost experts on governance in Canada, serves as Chair, ESG for Middlefield to augment its ESG capabilities and processes.

    It is Middlefield’s responsibility to employ a disciplined investment process that seeks to identify attractive investment opportunities and evaluate material risks that could impact portfolio returns. Middlefield believes that ESG factors have become an important component of a thorough investment analysis and that the integration of ESG factors will result in a more comprehensive understanding of a company’s strategy, culture and sustainability. Consistent with these objectives, Middlefield integrates ESG considerations into its investment process and these considerations are significant factors in selecting portfolio companies for its ESG-focused mandates. Our current ESG integration process includes the following:

    1.        Middlefield incorporates ESG scores and other ESG data in its multi-disciplined investment process to evaluate investments. Its methodology includes a qualitative review and assignment of ESG scores to individual holdings. Each company is analysed on an absolute basis and measured relative to its peers. The ESG scores and other ESG data are not the sole factors that govern its investment decisions, however, but rather constitute part of the information it reviews and considers alongside its fundamental, quantitative and qualitative research.

    2.        The ESG scoring framework considers the average ESG scores from several reputable third-party data providers. In addition, it cross-references potential investments with the constituents of relevant ESG indices to assess their eligibility in ESG-focused mandates. The data providers it has chosen to incorporate into its ESG analysis currently are Sustainalytics, S&P, Bloomberg and Refinitiv.

    3.        ESG considerations also are integrated into our investment process by, among other things:

    •        reviewing companies’ public disclosure, including annual reports, proxy circulars, and, if available, sustainability or ESG reports;

    conducting research and analysis on companies’ ESG policies and practices;

    obtaining third party research on companies;

    engaging with companies, including from time to time having discussions with management teams (both before purchasing shares for the portfolios and while our portfolios own such shares) on topics such as what initiatives and strategies have been put in place by the companies to deal with ESG considerations material to such companies; and

    monitoring shareholder meetings and voting proxies.

    Middlefield’s approach to ESG integration may evolve over time as more ESG and sustainability research and data become available.

    In addition to Middlefield’s integration of ESG considerations into its investment process Middlefield has adopted Stewardship Principles and activities which are complementary to its ESG integration process.

    Middlefield’s Stewardship Principles

    Middlefield, as a Canadian asset manager, understands it has the responsibility to be an effective steward of the assets it manages for its clients in order to enhance the value of those assets for the benefit of its clients. The Canadian Coalition for Good Governance (“CCGG”) has published a set of seven stewardship principles which have become recognised as Canada’s stewardship code for institutional asset owners and asset managers.

    Middlefield believes that CCGG’s stewardship principles should be tailored for asset managers depending on various factors, such as the size of the asset manager and the type of assets managed. Set out below are CCGG’s seven stewardship principles and a description of how Middlefield, as an independent Canadian asset manager whose predominant assets are public and private investment funds that invest in Canadian and international equities, carries out or intends to carry out such principles.

    Principle 1.

    Develop an approach to stewardship: Institutional investors should develop, implement and disclose their approach to stewardship and how they meet their stewardship responsibilities.

    Middlefield integrates stewardship into its investment process. Such integration includes:

    a procedure for voting proxies (see Principle 3);

    monitoring companies (see Principle 2);

    engaging with companies (see Principle 4);

    •        outsourcing stewardship activities (by, inter alia, utilising a proxy advisory firm to assist in monitoring companies and voting proxies);

    reporting to its clients (as required by law); and

    managing potential conflicts of interest (via Middlefield’s Independent Review Committee mandated by National Instrument 81-107, as well as Middlefield’s Code of Conduct).

    Principle 2.

    Monitor companies: Institutional investors should monitor the companies in which they invest.

    Middlefield monitors the companies in which it invests, including as follows:

    it reviews companies’ public disclosures, including annual reports and proxy circulars;

    it conducts research and analysis on companies;

    it obtains third party research on companies;

    it engages with companies (see Principle 4); and

    it monitors formal shareholder meetings and, if there is a particularly important matter and it believes it is practical and appropriate to do so, it attends formal shareholder meetings.

    Principle 3.

    Report on voting activities: Institutional investors should adopt and publicly disclose their proxy voting guidelines and how they exercise voting rights.

    Middlefield exercises voting rights attached to the securities held by the funds it manages as follows:

    •        Middlefield uses the following proxy voting guidelines:

    proxies will be voted in a manner that seeks to enhance the long-term sustainable value of the funds it manages; and

    proxies will be voted in a manner consistent with leading Canadian and international corporate governance practices.

    •        on routine matters, Middlefield generally supports management and the board unless there are unusual circumstances; and

    Middlefield uses the services of a proxy advisory firm to assist in voting proxies. Middlefield assesses the voting recommendations of the proxy advisory firm but Middlefield also monitors leading Canadian and international corporate governance practices. Middlefield does not automatically follow the recommendations of the proxy advisory firm, but in most cases, it votes as recommended. Middlefield retains ultimate responsibility for all proxy voting decisions.

    In addition, the public funds managed by Middlefield follow the proxy voting requirements of Part 10 of National Instrument 81-106 in regard to establishing policies and procedures for proxy voting and in regard to preparing and disclosing their proxy voting records.

    Principle 4.

    Engage with companies: Institutional investors should engage with portfolio companies.

    Middlefield engages with portfolio companies as follows:

    Middlefield engages with management of portfolio companies regularly, both before shares are purchased for the funds it manages and also while its funds own shares of the portfolio companies; and

    When Middlefield believes it is warranted, it may escalate engagement activities by engaging with directors, by voting against or withholding votes from directors or by voting against companies’ “say on pay” resolutions.

    Principle 5.

    Collaborate with other institutional investors: Institutional investors should collaborate with other institutional investors where appropriate.

    Middlefield collaborates with other institutional investors through investor associations to which Middlefield belongs.

    Principle 6.

    Work with policy makers: Institutional investors should engage with regulators and other policy makers where appropriate.

    Middlefield’s professional advisors, such as the law firms and accounting firms it retains, assist to keep it up to date on developments that are material to it as an asset manager. It utilises its professional advisors, and it also relies on the organisations to which it belongs, to engage on its behalf with regulators and policy makers where appropriate.

    Principle 7.

    Focus on long-term sustainable value: Institutional investors should focus on promoting the creation of long-term sustainable value.

    Middlefield focuses on a portfolio company’s long-term success and sustainable value creation, including as follows:

    Middlefield focuses on a company’s management and strategy, as well as its risks (both company specific and systemic); and

    Middlefield considers environmental, social and governance factors that are relevant to a company and integrates such factors into its investment activities.

    ESG Case Studies

    Canadian Imperial Bank (3.41% of the portfolio as at 31 December 2024)

    Summary:

    Canadian Imperial Bank of Commerce (CIBC) is Canada’s 5th largest bank and serves retail, commercial, wealth management, and capital market clients. The company’s enterprise-wide regulatory program aims to enhance alignment with market practice and regulatory requirements. The company has received various accolades and recognition for its sustainability initiatives and commitment to sustainability.

    Highlights:

    •        Ranked #3 in North American Project Financial Renewables by IJ Global

    •        Built a leading renewables franchise focused on providing clients with expert guidance and access to the required capital

    •        CIBC Foundation continues to demonstrate purpose in action and supporting causes that are important to clients and communities

    Top ESG Issues:

    •        Strengthening cybersecurity and anti-money laundering standards remain a key issue for the financial services sector in North America

    •        Implementing the right policies and procedures to address current and emerging ESG priorities, including artificial intelligence, financed emissions, and sustainable finance

    ESG Ranking Relative to the Fund’s Benchmark:

    Sources: S&P, Sustainalytics, Bloomberg.

    Choice Properties REIT (2.22% of the portfolio as at 31 December 2024)

    Summary:

    Choice Properties REIT invests in necessity-based retail, commercial, industrial, mixed-use, and residential properties across Canada. The Choice Cares program aims to develop a strong culture of philanthropy, diversity, equity, and inclusion. Choice was also named one of Greater Toronto’s Top Employers (2023 and 2024) in recognition of their mentorship and benefit enhancement programs.

    Highlights:

    •        Achieved the first CAGBC Zero Carbon Building Design certification to be awarded to a retail property

    •        Maintained GRESB 4-star rating for second year (scored 82 on a 100-point scale), and continued to receive “low” Sustainalytics ESG risk rating

    •        Developed a Social Impact Framework that aligns with their core business and promotes local economic development and social cohesion at the neighbourhood level

    Top ESG Issues:

    •        Addressing affordability needs by developing mixed-use and community-driven projects

    •        Implementing green building standards as well as reducing energy and water consumption across its real estate portfolio

    ESG Ranking Relative to the Fund’s Benchmark:

    Sources: S&P, Sustainalytics, Bloomberg.

    Business Model

    The Company’s Status

    Middlefield Canadian Income – GBP PC is a protected cell of Middlefield Canadian Income PCC, a Jersey-incorporated protected cell company.

    The Fund is a closed-ended fund, whose shares have been admitted to the Official List of the FCA and to trading on the London Stock Exchange’s Main Market for listed securities. The Fund is regulated in Jersey by the Jersey Financial Services Commission (“JFSC”).

    JTC Fund Solutions (Jersey) Limited acts as the Company’s secretary and administrator. The Fund’s NAV is calculated using the bid prices of the securities held within its portfolio. The Company publishes the NAV of a share in the Fund on a daily basis.

    Investment Objective and Policy2

    The Fund seeks to provide shareholders with a high level of dividends as well as capital growth over the longer term. The Fund intends to pay dividends on a quarterly basis each year.

    Investment Portfolio

    The Fund seeks to achieve its investment objective by investing predominantly in the securities of companies and REITs domiciled in Canada and listed on a Canadian Stock Exchange that the Investment Manager believes will provide an attractive level of distributions, together with the prospect for capital growth. It is expected that the Fund’s portfolio will generally comprise between 35 and 70 investments.

    The Fund may also hold cash or cash equivalents.

    The Fund may utilise derivative instruments including index-linked notes, contracts for differences, covered options and other equity-related derivative instruments for the purposes of efficient portfolio management.

    The Fund will at all times invest and manage its assets in a manner which is consistent with the objective of spreading investment risk.

    Investment restrictions

    The Fund will not at the time of making an investment:

    have more than 10 per cent. of the value of its portfolio assets invested in the securities of any single issuer; or

    have more than 50 per cent. of the value of its portfolio assets comprised of its ten largest security investments by value; or

    have more than 40 per cent. of the value of its portfolio assets invested in securities listed on a recognised stock exchange outside Canada; or

    (d)        have more than 10 per cent. of the value of its portfolio assets invested in securities listed on a recognised stock exchange outside Canada and the United States; or

    (e)        have more than 10 per cent. of the value of its portfolio assets invested in unquoted securities; or

    (f)        purchase securities on margin or make short sales of securities or maintain short positions in excess of 10 per cent. of the Fund’s NAV.

    Hedging

    The Board reserves the right to employ currency hedging but, other than in exceptional circumstances, does not intend to hedge.

    Gearing

    The Fund has the power to borrow up to 25 per cent. of the value of its total assets at the time of drawdown. In the normal course of events, and subject to Board oversight, the Fund is expected to employ gearing in the range of 0 to 20 per cent. of the value of its total assets in order to enhance returns. Net gearing, which represents net borrowings as a percentage of net assets, is the AIC standard measure of gearing. At year end, the Fund’s net gearing was 19.3 per cent.

    Promoting the Company’s Success – Section 172 Statement

    The AIC Code requires that the Company should understand the views of the Company’s key stakeholders and describe in the annual report how their interests and the matters set out in section 172 of the UK’s Companies Act 2006 have been considered in Board discussions and decision-making.

    The Company has no employees and all of the directors are non-executive, so the Board considers that its key stakeholders are its shareholders, its service providers, society, the government, and regulators.

    The Board’s engagement with stakeholders is described in the section “Engagement with Stakeholders” below.

    The Board considers that the Company, as an externally-managed investment trust, with no employees, premises, nor manufacturing or other physical operations, therefore has no material, direct impact on the community and the environment. However, the Board considers social, community, environmental and human rights matters to be of significant importance and, in this respect, takes soundings from the Investment Manager as to how these matters are taken into consideration in respect of portfolio construction and its ongoing management. The Investment Manager is tasked with assessing how companies deal with and report on social and environmental risks and issues specific to the industry. It aims to incorporate ESG criteria into the Investment Manager’s processes when making stock selection decisions and promoting ESG disclosure.

    The Investment Manager is mindful of the impact which it can have upon shaping the consideration given to ESG matters by the Fund’s investee companies. In addition to considering ESG matters in portfolio construction decisions, the Investment Manager conducts ongoing investee company monitoring, and this engagement process may include voting and communication with management and company board members. Although the Company does not take a controlling stake in its investees, the Board also considers the interests of those stakeholders and oversees the activities of the Investment Manager, as explained in this Section 172 Statement. The Board ascribes to the highest standards of business conduct and has policies in place to ensure compliance with all applicable laws and regulations. In this respect, it also interacts with governmental organisations providing public services for society, and financial services regulators (such as the FCA and JFSC). In addition to monitoring the Company’s compliance with its own obligations, the Management Engagement Committee also monitors compliance by its service providers with their own obligations and; the work of the Management Engagement Committee during the year is explained in more detail later in this report on pages 46 and 47.

    The Company has an unlimited life and as described in detail in the Company’s viability statement, the Board considers the prospects of the Company for at least the next three years whenever it considers the Company’s long-term sustainability. All strategic decisions are therefore taken with the long-term success of the Company in mind and the Board takes external advice whenever it considers that such would be beneficial to its decision-making process, primarily from its retained service providers (including legal counsel), but also from other external consultants.

    The Board encourages openness and transparency and promotes proactive compliance with new regulations. The Company, through its Investment Manager and Administrator, files Jersey regulatory statistics on a quarterly basis and assists the Administrator in collecting data for provision to the JFSC to conduct a national risk assessment of money laundering and terrorist financing threats to Jersey.

    Engagement with Stakeholders

    As regards the Board’s engagement with shareholders, all shares in issue rank pari passu, all shareholders are treated equally. and no shareholder receives preferential treatment. When making decisions of relevance to shareholders, the Board considers first and foremost the likely consequences of its decisions in light of its duty to act in the best interests of the Company and shareholders as a whole.

    In addition to the regular reporting provided by key service providers, the Board’s primary formal engagement with its service providers is via the Management Engagement Committee, which issues questionnaires to all of its service providers and considers the detailed feedback received on an annual basis, reporting to the Board on its conclusions. The services provided by the key third-party service providers are critical to the ongoing operational performance of the Company. The Board believes that fostering constructive and collaborative relationships with the Company’s service providers will assist in their promotion of the success of the Company for the benefit of all shareholders.

    Management

    The Company is an Alternative Investment Fund (“AIF”) in accordance with the provisions of the AIFMD. For the purposes of the AIFMD, which was implemented into UK law with effect from 22 July 2013, the Company has been classified as a non-EU AIF managed by a non-EU AIFM. As such, the Company is not subject to the full scope of the AIFMD and therefore does not incur additional costs, such as those incurred in having to appoint a depositary, that would have been applicable had it been deemed to be managed by an EU AIFM.

    The Board is responsible for setting the Company’s Investment Objective and Investment Policy, subject to shareholders’ approval of any proposed material changes, and has a schedule of investment matters reserved for the directors’ resolution. The Board has contractually delegated to external agencies the management of the investment portfolio, the custodial services and the day-to-day accounting and secretarial requirements. Each of these contracts is only entered into after proper consideration by the Board of the quality of services being offered.

    The Board also receives and considers, together with representatives of the Investment Manager, reports in relation to the operational controls of the Investment Manager, Administrator, Custodian and Registrar. These reviews identified no issues of significance.

    The Board meets at least quarterly to review the overall business of the Company and to consider matters specifically reserved for its review. At these meetings, the Board monitors the investment performance of the Fund. The directors also review the Fund’s activities every quarter to ensure that it adheres to the Fund’s investment objective and policy or, if appropriate, to consider changes to that policy. Additional ad hoc reports are received as required and directors have access at all times to the advice and services of the Secretary, which is responsible for guiding the Board on procedures and applicable rules and regulations.

    Relationship with the Investment Manager and Performance

    The Company has no employees, premises, assets other than financial assets or operations. The Board engages reputable third-party suppliers with established track records to deliver day-to-day operations. The most important of these is the Investment Manager, which is responsible for the management of the Company’s assets in accordance with its investment objective and policy. The Board maintains a close working relationship with the Investment Manager and holds it to account for the smooth running of the Company’s day-to-day business. There is continuous engagement and dialogue between Board meetings, with communication channels remaining open and information, ideas and advice flowing freely between the Board and the Investment Manager.

    The Board retains responsibility for decisions over corporate strategy, corporate governance, risk and internal control assessment, determining the overall limits and restrictions of the portfolio and in respect of gearing and asset allocation, investment performance monitoring, dividend policy and setting marketing budgets.

    The Investment Manager and Investment Advisor promote the Company with the support of the Corporate Broker and the Board makes additional funds available to support marketing activities aimed at raising the profile of the Company among investors in the UK.

    As the Investment Manager holds the overall day-to-day relationship with the Company’s other third-party suppliers, the Board places reliance on the Investment Manager in this regard. The Board is confident that the Investment Manager has developed and maintains good working relationships with all of the Company’s third-party suppliers. To ensure the chosen service providers continue to deliver the expected level of service, the Board receives regular reports from them, evaluates the control environments in place at each service provider and formally assesses their appointment annually.

    By doing so, the Board seeks to ensure that the key service providers continue to be appropriately remunerated to deliver the level of service that it demands of them.

    The Company has appointed the Investment Manager as its AIFM. The Investment Manager is regulated by the Ontario Securities Commission. The Company has a formal schedule of the areas of decision making reserved for the Board and those over which the Investment Manager has discretion, and it is available for inspection on the Company’s website.

    A review of the Investment Manager’s performance is included in the Chairman’s Statement and the Investment Manager’s Report. The Board receives formal reports from the Investment Manager at each of its Board meetings, at which meetings representatives of the Investment Manager are present to answer the Board’s questions.

    Such reporting and the ensuing discussions cover all areas within the Investment Manager’s remit, including portfolio performance, portfolio risk, asset allocation and gearing, compliance with the Company’s investment objective and policy and investment restrictions and the outlook for the market and the Company’s prospects, as well as a comparison with the Company’s peer group provided by the Company’s corporate broker. In between meetings, the Investment Manager provides updates to the directors on any material events. The Investment Manager’s performance is assessed on an ongoing basis and includes the Fund’s performance relative to appropriate benchmarks and its peer groups.

    The Board and Investment Manager also discuss the marketing and investor relations work performed by the Investment Manager and Investment Advisor, which is an affiliate of the Investment Manager, in each quarterly Board meeting. The Investment Advisor and the Investment Manager are paid an additional fee for investor relations services totalling the lesser of 15 basis points of the market value of the Fund or £200,000 per annum, with the fee to be calculated daily based on the closing market value of the Fund and payable quarterly in arrears, and its performance is measured by reference to an agreed set of metrics.

    The Board has delegated voting on matters proposed to the Company by its investees and a report on the Investment Manager’s institutional voting policy for the Company is included in the Directors’ Report. The Board and the Investment Manager also consider social, community, environmental and human rights issues to be important and a report on the Investment Manager’s policies for the Company is also included in the Directors’ Report.

    As required by the Listing Rules and recommended by the AIC Code, the following additional information is provided:

    During the year under review and up to the date of this report, Middlefield Limited has acted as the Company’s discretionary investment manager. Middlefield International Limited (“the Investment Advisor”) provides investment advisory services to the Company and the Investment Manager. The Company pays an annual fee of 0.70 per cent. of NAV to the Investment Manager to cover its services and those provided to it by the Investment Advisor and the agreement can be terminated by either party on 90 days’ written notice. The Investment Manager and Investment Advisor are also paid an additional fee for investor relations services as previously mentioned and disclosed in note 2u.

    Having reviewed the investment management and advisory services provided by the Investment Manager and the Investment Advisor and having regard to the Fund’s investment performance since the Fund’s launch in May 2006, the directors are of the view that the portfolio should remain managed by the Investment Manager for the foreseeable future.

    Biographies

    As at 31 December 2024, the Board of Directors comprised five non-executive directors, four of whom were independent of the Investment Manager and its affiliates.

    Directors

    Michael Phair, Chair

    Mr. Phair has over 30 years’ investment banking experience at World Bank Group, Rothschild and UBS with a focus on privatisations, telecoms and media. He has lived and worked in Canada, Latin America, the United States, Europe and is a British citizen and resident in London since 1988. He is the Founder, former CEO and currently director of REG (UK) Ltd. which is a leading software solutions provider for counter-party risk management in the UK and global insurance market. He is the Chair of Children and Families Across Borders, a UK-based charity which is part of the International Social Services Network operating in over 130 countries worldwide. A successful private equity investor, Mr. Phair is the former Managing Member of Boston Capital Management (VP) LLC.

    Kate Anderson

    Ms Anderson, until 1st April 2025, is a managing partner of Voisin Law in Jersey. Ms Anderson intends to take up a new position in the legal profession in Jersey in due course. Her regulatory and funds practice specialises in the legal, regulatory and corporate governance aspects of investment funds, holding companies and managers. In recent years she has joined a number of working groups related to these areas, including the consultation group for the restatement of the Jersey Law of Contract, the working group tasked with updating the Limited Partnership (Jersey) Law to improve its functionality when used with funds and the Jersey Finance Community of Interest group on sustainable investment. Since 2008 Ms Anderson has sat on a number of collective investment fund and fund manager/ general partner boards.

    Janine Fraser

    Ms. Fraser, through her company, Harmony Business Partnering in Jersey, provides financial expertise and professional training. She is a member of the Institute of Directors and a Fellow of the Association of Chartered Certified Accountants. She also holds a Master’s Degree in E-Commerce from the University of Westminster.

    With over a decade of experience as a group financial controller at Triton Partners, an international investment firm, and extensive global experience in various sectors, including retail, merchant banking, travel, manufacturing, and oil, Ms. Fraser brings a wealth of industry knowledge to her role from her previous positions at RBS, Lloyds TSB, Hill Samuel, and British Airways.

    Dean Orrico

    Mr Orrico, President, Chief Executive Officer of Middlefield Limited and President of Middlefield International Limited, has been employed by the firm since 1996.

    Mr Orrico is currently responsible for overseeing the creation and ongoing management of all of Middlefield’s investment funds including mutual funds, Toronto and London Stock Exchange-listed funds and flow-through funds. He graduated with a Bachelor of Commerce degree from the Rotman School of Management (University of Toronto) and holds an MBA from the Schulich School of Business (York University). Mr Orrico is a registered Portfolio Manager.

    Mr Orrico has developed expertise in both equity and fixed income securities. Having spent many years managing equity portfolios and meeting with international companies and investors, Mr Orrico has overseen the diversification of Middlefield’s portfolios into global equity income securities.

    Andrew Zychowski

    Mr Zychowski has over 30 years’ investment banking experience, providing corporate advisory services to investment company boards. Until June 2019, he was the Head of the Investment Companies corporate department at Canaccord Genuity Limited. Prior to that he was the Head of the Investment Companies corporate department at Dresdner Kleinwort. Mr Zychowski is currently a non-executive director of The Ralph Veterinary Referral Centre Plc, a state of the art, multidisciplinary, small animal specialist referral veterinary hospital and Digital 9 Infrastructure plc which is traded on the London Stock Exchange and is in managed wind-down, with the objective to realise all existing assets in the company in an orderly manner. He is a qualified accountant and holds a BSc in Physics from Imperial College.

    Corporate Information

    Registered Office

    28 Esplanade

    St Helier

    Jersey JE2 3QA

    Directors

    Michael Phair (Chairman)

    Kate Anderson (SID)

    Janine Fraser

    Dean Orrico

    Andrew Zychowski

    Service Providers

    Administrator and Secretary

    JTC Fund Solutions (Jersey) Limited

    28 Esplanade

    St. Helier

    Jersey, JE2 3QA

    Investment Advisor

    Middlefield International Limited

    288 Bishopsgate

    London, EC2M 4QP

    Investment Manager

    Middlefield Limited

    Suite 3100

    8 Spadina Ave

    Toronto, Ontario

    Canada, M5V 0S8

    Legal Advisers

    In Jersey

    Carey Olsen Jersey LLP

    47 Esplanade

    St. Helier

    Jersey, JE1 0BD

    In Canada

    Fasken Martineau DuMoulin LLP

    Bay Adelaide Centre

    Box 20, Suite 2400

    333 Bay Street

    Toronto, Ontario

    Canada, M5H 2T6

    Broker and Corporate Advisor

    Investec Bank plc

    30 Gresham Street

    London, EC2V 7QP

    Custodian

    RBC Investor Services Trust

    155 Wellington Street West 2nd Floor

    Toronto, Ontario

    Canada, M5V 3L3

    Registrar

    MUFG Corporate Markets (Jersey) Limited

    12 Castle Street

    St. Helier

    Jersey, JE2 3RT

    CREST Agent, UK Paying Agent and Transfer Agent

    MUFG Corporate Markets

    Central Square

    29 Wellington Street

    Leeds, LS1 4DL

    Independent Auditor

    RSM Channel Islands (Audit) Limited

    13-14 Esplanade

    St Helier

    Jersey, JE4 9RJ

    Marketing Agent

    Kepler Partners LLP

    70 Conduit Street

    London

    W1S 2GF

    Financial Calendar

    Annual Results

    Announced March 2025

    Dividend Payment Dates

    Last Business Day of January, April, July and October

    Annual General Meetings

    19 June 2025

    Half-Yearly Results

    Announced September 2025

    Information Sources

    For more information about the Company and Fund, visit the website www.middlefield.co.uk

    Managing Risks

    The Company’s risk assessment and the way in which significant risks are managed is a key focus for the Board. It is guided by the Board’s assessment of the risks arising in the Company’s operations and identification and oversight of the controls exercised by the Board and its delegates, the Investment Manager and other service providers. This information is documented in the Company’s business risk matrix, a valuable tool for identifying and monitoring principal risks.

    The directors consider the primary risks facing the Company as those that could substantially jeopardise its capacity to achieve its investment objectives, maintain solvency, liquidity, or viability. In evaluating these key risks, the directors analyse the Company’s vulnerability to various factors that could lead to significant devaluation, such as potential recession, geopolitical instability, commodity price shocks, persistent inflation, supply chain interruptions, the effects of climate risk on investee firms, foreign exchange fluctuations, the consequences of restrictive monetary policies, and the influence of increased interest rates on both the Company and investor sentiment.

    At the time of this report, trade policy uncertainty and geopolitical tensions are having an impact at both macro and micro levels. While the long-term severity and the impact on the Company’s principal risks and viability cannot currently be predicted with any accuracy, it is expected that an escalation in ongoing geopolitical conflicts and severe trade restrictions would have detrimental effects.

    Strategy Risks

    Risk Mitigants Change from 2024
    Macroeconomic and political environment

    Unfavourable changes to the macro political and economic environment including global trade tensions, and climate risk pressures, causes the investment objective to become obsolete with reduced investor demand.

    The Board has established guidelines to ensure that the investment policy is pursued by the Investment Manager. The Board reviews the Investment Manager’s compliance with the agreed investment restrictions, investment performance and risk against investment objectives and strategy, the portfolio’s risk profile and appropriate strategies employed to mitigate any negative impact of substantial changes in markets. Trade policy uncertainty
    Inflation and Interest Rates

    Inflation has been trending lower but has the potential to re-accelerate. Central banks have been loosening monetary policy after obtaining evidence that inflation continues trending downwards.

    The Investment Manager monitors the portfolio daily and considers the portfolio’s sensitivity to interest rates. The Investment Manager also monitors the borrowing rates and weighs the benefits of gearing against its costs. Inflation outlook has improved

    Rates continue their downward trend

    Share price discount to NAV

    Continued trading of the Fund’s share price at a level below that of its NAV reflects a lack of liquidity and/or lack of investor interest in the Fund’s shares. A share price discount to NAV will prevent the Fund from growing via the issue of additional shares and may cause a persistent discount to widen further. The Fund’s level of discount has been significant for a prolonged period and a lack of demand for the Fund’s shares has provided the opportunity for an activist investor to acquire a significant stake in the Fund over a relatively short period of time.

    The Board, the Investment Manager and Broker monitor the share price and level of discount on a regular basis.

    During the year, the Board, the Investment Manager and Broker have spent considerable time engaging with existing and potential shareholders to understand investors’ needs and best interests and to help improve investor interest in the Fund’s shares. This included liaising directly with Saba, as the Fund’s largest shareholder, and holding constructive talks with Saba and existing shareholders to address investor concerns and adapt to shareholder needs.

    In assessing whether to conduct buybacks, the directors take into account market factors, the discounts of comparable funds and the size of the Fund and the shrinkage in its asset base which would necessarily result from the Fund repurchasing its own shares.

    Saba becoming the largest shareholder of the Fund.
    Gearing

    The utilisation of gearing increases the impacts of adverse movements in equity prices or interest rates and may require the Company to liquidate positions at inopportune times in order to maintain the correct levels of gearing.

    The Company maintains a prudent level of gearing and the loan to value ratio is monitored on a daily basis as part of the valuation process, so that in falling markets the Company will be able to take proactive steps to reduce gearing to avoid breaching its investment policy and any loan to value covenants. Unchanged
    Shareholder Activism

    A failure to adapt to changes in the market and investor demand might leave the Company exposed to the risk of further shareholder dissatisfaction, activism, and influence.

    The Board, Investment Manager and Broker engage directly with shareholders to understand investors’ needs and best interests.

    The Investment Manager and Broker regularly monitor movements in the Fund’s share register.

    Saba becoming the largest shareholder of the Fund

    Portfolio Risks

    Risk Mitigants Change from 2024  
    Regulatory & Legal Risks

    The Company is primarily focused on Canadian companies that may have operations in, or be exposed to, regulatory risks in many other countries. These have the potential of negatively impacting the efficiency and structure of the Company.

    The Investment Manager and the Board are kept abreast of changes to all relevant laws by the Company’s legal and tax advisers, secretary, Administrator and Auditor. Unchanged
    Income/Dividend

    The Company sets its target dividend at a rate it expects to earn from the dividends received from its underlying equity investments based upon robust modelling and assumptions.

    Failure by those investments to meet expectations due to, for example, decreased operating margins, changes in tax treatment of dividends, increased borrowing costs or poor underlying performance, may prevent the Company from being able to meet its target dividend.

    The Investment Manager’s allocation process seeks to select investments capable of producing strong reliable dividends and future capital growth across a diverse range of sectors. Day to day risk management techniques seek to diversify risk and monitor high levels of volatility. The Board monitors the income received on investments and available for distribution prior to the declaration of each dividend. Unchanged  

    Operational Risks

    Risk Mitigants Change from 2024
    Key man Risks

    The Company is reliant on key individuals of the Investment Manager to meet its investment objective and for growing the Company’s shareholder base.

    The Company’s portfolio is managed by a team of investment professionals led by Dean Orrico and Rob Lauzon. Unchanged
    Service provider performance

    The Company is reliant on the performance, safe custody of assets and data and internal controls of its service providers for its day-to-day activities. Poor performance or failure to meet their contractual obligations, including the absence of adequate business continuity plans and data and cyber security, could negatively impact the operations, reputation, governance and cost efficiency of the Company.

    Due diligence is carried out on all service providers prior to their appointment, with their level of service monitored continually and assessed formally by the Management Engagement Committee on an annual basis.

    The Board monitors the performance of the Investment Manager at every Board meeting and otherwise as appropriate.

    Unchanged

    Financial Risks

    Risk Mitigants Change from 2024
    Market Risks

    The Company may generate a loss on its investments at realisation due to adverse movements in their share prices, currency or interest rate movements.

    The directors monitor the Investment Manager’s compliance with the Company’s stated investment policy and review the investment performance. Unchanged
    Liquidity Risk

    The Company may hold positions, long or short, in securities that may not be able to be sold or bought quickly enough so as to prevent or minimise a loss.

    The Fund primarily invests in securities that are readily realisable, mainly issued by Canadian companies and REITS listed on a Canadian Stock Exchange and are actively traded. Unchanged

    Emerging Risks

    Tensions in the Middle East remain a key geopolitical risk, impacting global markets and supply chains. The events have led to regional instability, with concerns of a broader conflict involving the US, Iran, and other regional powers. Although there are current diplomatic efforts to reach a ceasefire in both Ukraine and Israel, these conflicts have the potential to disrupt global trade routes, commodity prices, and investor sentiment. The US has increased sanctions on Iranian-linked groups while also seeking to prevent direct conflict with Iran. As we’re currently witnessing, long-term stability will require diplomatic engagement, economic incentives, and security assurances to prevent further escalation. A resolution could help tame commodity price volatility, restore trade flows, and ease investor concerns over prolonged geopolitical uncertainty.

    In July 2024, the unwinding of the FX carry trade triggered a sharp selloff in global markets. Investors had been borrowing in low-yielding currencies, particularly the Japanese Yen, to fund investments in higher-yielding assets, taking advantage of Japan’s ultra-low-interest rate environment. However, speculation that the Bank of Japan (BOJ) would tighten monetary policy and allow interest rates to rise led to a sudden surge in the Yen. As a result, investors were forced to unwind their positions, causing widespread deleveraging and significant volatility across asset classes. The BOJ’s measured approach to adjust policies prevented further panic, but investors remain cautious of further FX-driven volatility.

    The 2024 election cycle was one of the most consequential in recent history and reshaped global trade policies, leadership dynamics, and economic strategies, driving market volatility. While some elections reinforced political continuity, others led to major shifts in international relations, trade agreements, and economic policies. In the US, Trump’s return to office signalled a shift toward protectionist trade policies, deregulation, and energy independence, with renewed emphasis on tariffs, border security, and reshoring manufacturing. His administration’s approach to China, Mexico, and Canada has already introduced trade policy uncertainty, including the temporary threat of 25% tariffs on Canadian and Mexican imports. Markets reacted with heightened volatility, particularly in trade-exposed sectors, as investors assessed the long-term impact of potential USMCA renegotiations and increased trade restrictions. Looking ahead, the 2025 Canadian federal election could reshape economic policies and business sentiment. A pro-business environment, conservative leadership shift could accelerate deregulation and foster a more investment-friendly environment. With rising protectionist rhetoric in the US, Canada’s focus may shift towards strengthening non-US trade relationships. As global political landscapes evolve, markets will continue to navigate shifting policies, impacting investment strategies in the year ahead.

    Emerging risks, along with all other risks the directors have identified the Company to be exposed to, are monitored via the Company’s risk register. During the year, as part of their regular review and assessment of risk, the directors have considered the ongoing discussions with Saba and the potential impact of the requisition on the Fund’s future structure. The fund is a closed-ended investment fund and thus is not required to comply with LR 6.6.1R(13) or LR 6.6.8R due to LR11.4.22R.

    Going Concern and Viability

    The performance of the investments held by the Fund over the reporting year is reflected in the Statement of Comprehensive Income and in notes 3 and 22 to the financial statements and the outlook for the future is described in the Chairman’s Report and the Investment Manager’s Report. The Company’s financial position, its cash flows and liquidity position are set out in the financial statements and the Company’s financial risk management objectives and policies, details of its financial instruments and its exposures to market price risk, credit risk, liquidity risk, interest rate risk, currency risk and country risk are set out at note 16 to the financial statements. The Company’s long-term viability and assessment of longer-term risks to which the Company is exposed are also reported upon in the Company’s long-term viability statement included below.

    The financial statements have been prepared on a going concern basis, supported by the directors’ current assessment of the Company’s position based on the following factors:

    •        ongoing shareholder interest in the continuation of the Fund;

    •        the Fund has sufficient liquidity in the form of cash assets to meet all on-going expenses;

    •        should the need arise, the directors have the option to reduce dividend payments in order to positively affect the Fund’s cash flows;

    •        the Fund’s investments in Canadian and U.S. securities are readily realisable to meet liquidity requirements, if necessary; and

    •        assuming the Fund’s trading in a security represented 30% of the average daily trading volume of that security, 100% of portfolio’s holdings can be liquidated in under 5 working days.

    Based on the above, in the opinion of the directors, there is a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future.

    The directors have also considered the application of the SORP for Financial Statements of Investment Trust Companies and Venture Capital Trusts, whereby the going concern basis of preparation of the financial statements is considered appropriate until a vote is passed to discontinue the Fund or Company. There is no requirement under the Company’s and Fund’s articles of association to propose any continuation vote in respect of either the Company as a whole or the Fund itself and the directors have no intention of proposing any continuation vote in the foreseeable future, subject to unforeseen future events. For these reasons, the financial statements have been prepared using the going concern basis.

    The accompanying financial statements have been prepared on a going concern basis, which assumes the Company will continue to operate and meet its obligations as they fall due. However, the Company’s ability to continue as a going concern is subject to material uncertainty. Since the Company’s year end, on 10 February 2025 the Company, together with three other UK-listed closed-end funds, received a requisition notice from Saba, marking the second phase of Saba’s recent activist campaign in the UK-listed closed-end fund sector. The first phase commenced on 18 December 2024 with Saba requisitioning general meetings at seven UK-listed closed-end funds, proposing resolutions (each of which later failed) to remove the current independent directors of those seven funds and replace them with Saba’s own appointees, with a view to also terminating the management contracts and, in due course, replacing the investment managers with Saba. The requisition notice received by the Company on 10 February 2025 was for the approval by shareholders of the taking of all necessary steps to implement a scheme or process by which shareholders would become (or have the option to become) shareholders of a UK-listed open-ended investment company (or similar open-ended investment vehicle) implementing a substantially similar strategy to the Company. Such scheme or process could entail shareholders rolling into an existing or newly established UK-listed open-ended investment company (or similar open-ended investment vehicle), in either case managed by the Company’s existing investment manager or one of its affiliates. Following consultation with a number of the Company’s largest shareholders including Saba, and following constructive discussions with Saba, on 21 February 2025 the Company announced that Saba had agreed to withdraw its requisition notice for a period of 60 days to enable the Company and its advisers to formulate proposals that are in the best interests of all shareholders. At the current time, the Board is in the process of considering a number of strategic options in the best interests of shareholders as a whole. A further announcement regarding future proposals which the Company may put to shareholders will be made in due course. Although the Board is confident that the Company will have sufficient financial resources to meet its obligations due within twelve months from the date of approval of the financial statements, the uncertain future outcome of the Board’s deliberations indicates the existence of a material uncertainty that may cast significant doubt on the Company’s ability to continue as a going concern. Nevertheless, the Board believes that it is appropriate to continue to adopt the going concern basis in preparing the financial statements.

    Viability Statement

    Provision 36 of the AIC Code includes a recommendation that the directors publish a long-term viability statement and this statement is intended to meet that requirement.

    The Board of directors regularly assesses the viability of the Company for at least the three years following the date of that review. The Board believes that this three-year period remains the appropriate period over which to assess the Company’s viability because the Company’s shareholders and other stakeholders desire long-term certainty as to the Company’s viability. The Board does not consider it feasible to anticipate with any reasonable degree of certainty the viability of the Company for a period longer than three years. In considering the Company’s viability, the Board considers the Company’s current position and the principal and emerging risks to which it is exposed, as set out on pages 30 to 33, the viability of its investment objective and policy, market risks, the ongoing charges ratio, the liquidity of its investments, the ability to use hedging as a portfolio management tool, gearing and the reduction in reliance of the Canadian economy on energy as it diversifies into promising growth industries, such as healthcare and technology.

    The Board considers the impacts on the Company’s business plan and viability if severe principal and emerging risks are applied. Certain financial risks were considered under a scenario analysis that stress tests the portfolio against historic market shocks, including the 2008 Lehman Default, the 2011 Debt Ceiling Crisis and the 2015 Greece Financial Crisis. It is expected that the value of the Fund’s total investments as at 31 December 2024 would have experienced drawdowns of 22.7 per cent, 13.0 per cent and 1.5 per cent, respectively. Strategy, portfolio and market risks were also considered under a stress tested scenario where adverse movements in currency of 15 per cent are experienced, operating expenses increase by 20 per cent and gearing is reduced to zero due to higher interest rates. Under this scenario, the Fund’s revenue is expected to decline by approximately £1,629,698, its net profit is expected to decline by £1,161,351 and the dividend coverage of the Fund is expected to decline to 84 per cent. This analysis is relative to fiscal 2024 results and incorporates the dividend increase announced in January 2025.

    The directors have made a robust assessment of principal risks and, together with the Company’s Investment Manager, have adopted procedures and strategies to mitigate these risks. The Fund has an established Investment Policy, which has been approved and is monitored by the directors. The Investment Manager regularly updates the directors on the Company’s portfolio and the overall status of the market. The directors engage tax accountants to perform an investment trust test (for compliance with the requirement to distribute at least 85% of investment income received) on an annual basis). A solvency test is also undertaken (in compliance with Jersey company law) before any dividend is declared.

    Notwithstanding the ongoing uncertainty caused by geopolitical events, higher interest rates and inflation, if the Company’s income, expenses and dividends remain substantially unchanged in 2024 and 2025, the Company will hold sufficient cash to pay all of its expenses and the current rate of dividends for at least the next 12 months following the date of approval of this annual financial report. In addition, the Board reviews the liquidity of the Company’s investments on a quarterly basis and the Company’s investment portfolio remains extremely liquid. The Board is confident, based on its regular monitoring of liquidity, that additional cash can be raised very quickly if needed through sale of investments.

    The Fund has a credit facility agreement with RBC whereby RBC provides the credit facility, with a maximum principal amount of the lesser of CAD 75,000,000 and 25 per cent. of the total asset value of the Fund. Based on the Fund’s total assets of GBP 172,062,473 as at 31 December 2024, a decrease in total assets of GBP 56,481,233, or 32.83 per cent of assets, would be required for the principal amount to exceed 25 per cent of the total asset value of the fund.

    In 2024, the level of net gearing was kept relatively consistent at an average level of 15.9 per cent. At the year -end it stood at 16.2 percent on a gross basis and 19.3 per cent net.

    Following careful consideration and analysis of all material risk factors, the Board acknowledged the ongoing uncertainty as set out under the going concern and viability statement on page 33 and believes that the Company remains viable for the foreseeable future.

    Key Performance Indicators At each Board meeting, the Board considers several performance measures to assess the Company’s success in achieving its objectives. The key performance indicators (KPIs) used to measure the progress and performance of the Company, and which are comparable to other investment trusts, are set out below.

    In addition, the Board regularly reviews the performance of the portfolio from both a net asset value and share price perspective and compares this against various companies and indices. The Board also reviews the performance of the portfolio against its benchmark; the S&P TSX High Dividend Index. Information on the Company’s performance is given in the Chairman’s Statement and Investment Manager’s Report.

    Key performance indicator 2024

    Value

    2023

    Value

    NAV per share 134.05 pence 121.55 pence
    NAV total return performance for the year 15.1% (1.4%)
    Benchmark Index* 7.6% 3.9%
    Share price 116 pence 101.10 pence
    Discount to NAV (13.47%) (16.84%)
    Dividend paid in the year 5.3 pence 5.2 pence
    Ongoing charges** 1.30% 1.33%

    * S&P/TSX High Dividend Index, total return basis.

    ** refer to page 42.

    Borrowings

    At 31 December 2024, the amount drawn down under the credit facility was CAD 52 million (GBP equivalent at amortised cost of £28,884,872). For further details, please refer to Note 14. Loan Payable on page 71.

    Future Developments

    Details of the main trends and factors likely to affect the future development, performance and position of the Company’s business can be found in the Investment Manager’s Report on pages 11 to 15. Further details as to the risks affecting the Company are set out on pages 30 to 33.

    Environmental, Social and Governance Matters (‘ESG’)

    The Board and the Investment Manager believe that companies should operate in a socially responsible manner. Day-to-day decisions regarding the Company’s investment portfolio have been delegated to the Investment Manager. While MCT is not explicitly focused on ESG or sustainability, it acknowledges the increasing importance that non-financial factors including social and environmental issues can have on the share price, as well as the reputation of companies. Specialists at the Investment Manager are responsible for evaluating how companies address and report on social and environmental risks specific to their industries. Their goal is to integrate ESG criteria into the Investment Manager’s decision-making processes for stock selection and to promote ESG disclosure. The Investment Manager is mindful of its influence on the consideration of ESG matters by the Fund’s investee companies. Alongside portfolio construction decisions, the Investment Manager continuously monitors investee companies for ESG compliance. Company monitoring, including engagement processes such as voting and communication with management and Company board members, is part of the Investment Manager’s responsibilities. The Investment Manager’s ESG policy can be found on pages 16 to 18.

    Institutional Voting Policy

    The Company’s policy is that a decision on whether to vote on matters proposed by its investees is to be based on the nature of the matter being proposed. In the ordinary course of business, voting decisions have been delegated to the Investment Manager.

    The Investment Manager’s proxy voting policies are designed to be general in nature and the Investment Manager aims to exercise its proxy voting on all securities held. When exercising voting rights, the Investment Manager will generally vote with management of the issuer. For each proxy, the Investment Manager incorporates research and considers the recommendations provided by Glass Lewis, the Investment Manager’s proxy advisor, in exercising its voting rights. All proxy UK voting is conducted through Glass Lewis Viewpoint and /proxy voting is a key element of the Investment Manager’s stewardship of the assets it manages, which is adjunct to the integration of ESG factors into its investment process.

    On a monthly basis, the Investment Manager’s portfolio managers generate a list of issuers whose weightings represent more than 3% of the Fund’s net assets at the month-end preceding the voting date. For each of these issuers, the Investment Manager will record comments which support the rationale for the proxy decision made. For example, comments would be registered in Glass Lewis Viewpoint if the Investment Manager’s proxy voting decision differs from the recommendation from management or Jersey Glass Lewis. Copies of all proxy records are retained and available in Glass Lewis Viewpoint.

    Board Diversity and Experience

    The Company’s affairs are overseen by a Board comprised of five non-executive directors, two of whom are female. The directors’ biographies are included on pages 26 to 27 above, demonstrating the diversity of their experience including, but not limited to, investment management, corporate governance, corporate law, banking, accounting and audit and ESG matters.

    The directors regularly consider the leadership needs and specific skills required to manage the Company’s affairs in the best interests of its shareholders and other stakeholders and take account of diversity recommendations in their succession planning. The Board is cognisant of the requirements of listing rule 6.6.6R (9) and the tables below provide the relevant data required by listing rules 6.6.6R (9) to (11) and annex 1R to listing rule 6. The Board is not yet fully compliant with these rules, because none of the directors is from a minority ethnic background, but will continue to work towards compliance in a structured and orderly manner. The directors have decided that in future, in order to reach a broader range of diverse candidates, they will consider using one or more UK external search agents to assist with the search for new directors.

    The following table represents the gender identity of the Board as of the date of approval of this annual financial report and includes the information required by Listing Rule 6.6.6(9) and Annex 1 to Listing Rule 6, this data having been obtained by polling the directors:

      Number of Board Members Percentage of the Board Number of Senior Positions on the Board (CEO, CFO, SID and Chair) Number in Executive Management Percentage of Executive Management
    Men 3 60% 1 N/A – No executive Management N/A – No executive Management
    Women 2 40% 1 N/A – No executive Management N/A – No executive Management
    Not specified/prefer not to say 0 0% 0 N/A – No executive Management N/A – No executive Management

    The following table represents the ethnic background of the Board as of the date of approval of this annual financial report and includes the information required by Listing Rule 6.6.6(10) and Annex 1 to Listing Rule 6, this data having been obtained by polling the directors:

      Number of Board Members Percentage of the Board Number of Senior Positions on the Board (CEO, CFO, SID and Chair) Number in Executive Management Percentage of Executive Management
    White British or other White (including minority-white groups) 5 100% 2 N/A – No executive Management N/A – No executive Management
    Mixed/Multiple Ethnic Groups 0 0% 0 N/A – No executive Management N/A – No executive Management
    Asian/Asian British 0 0% 0 N/A – No executive Management N/A – No executive Management
    Black/African/
    Caribbean/ Black British
    0 0% 0 N/A – No executive Management N/A – No executive Management
    Other ethnic group, including Arab 0 0% 0 N/A – No executive Management N/A – No executive Management
    Not specified/prefer not to say 0 0% 0 N/A – No executive Management N/A – No executive Management

    REPORT OF DIRECTORS

    The Directors present their report and the audited financial statements of the Company for the year ended 31 December 2024.

    Results and Dividend Policy

    The results for the year are shown in the Statement of Comprehensive Income on page 61 and related notes on pages 64 to 80. Four interim dividends of 1.325 pence per share were declared and paid on account during the year ended 31 December 2024. In early 2025, a dividend of 1.375 pence per share was paid on 31 January 2025.

    The Board is aware of the current circumstances surrounding inflation, higher interest rates and the evolving geopolitical landscape and their significant impact on economies and financial markets. As a result, we will be keeping the future level of dividends under close review.

    Currently, we remain confident that our dividend can be paid based on the solvency and future viability of the Fund.

    In light of the excess revenue earnings generated by the Fund this year, together with the prospect of dividend growth from the underlying portfolio, the board approved a 0.2p increase to the total dividends payable in 2025. This results in a new dividend rate of 5.5 pence per share per annum payable in 2025 on a quarterly basis in equal instalments. These figures are targets only and do not constitute, nor should they be interpreted as, a profit forecast.

    In addition, this is a target only and should not be treated as an assurance or guarantee of performance. If the Company’s results permit it, the Board may consider further increases to the rate of dividends paid to shareholders at the appropriate time.

    The current dividend rate of 1.375 pence per share per quarter is expected to be supported by dividend and interest income earned by the Fund.

    Directors’ Conflicts of Interest

    A director must avoid a situation where he or she has or might have a direct or indirect interest that either conflicts with or has the potential to conflict with the Company’s interests. The Company’s and Fund’s Articles of Association give the directors authority to authorise potential conflicts of interest and there are safeguards in place which will apply whenever the directors decide that such are necessary or desirable. Firstly, only directors who have no interest in the matter being considered are able to vote upon the relevant decision, and secondly, in voting on the decision, the directors must act in a way they consider, in good faith, will be in the best interests of the Company. The directors can impose limits or conditions when giving authorisation if they consider this to be appropriate.

    The directors declare any potential conflicts of interest to the Board at each Board meeting. Any actual or potential conflicts of interest are entered into the Company’s register of such conflicts, which register is reviewed regularly by the Board. The register of conflicts of interest is kept at the Company’s registered office. The directors advise the Secretary as soon as they become aware of any new actual or potential conflicts of interest or any material changes to an existing conflict.

    Share Capital

    The Fund has the power to issue an unlimited number of shares of no par value which may be issued as redeemable participating preference shares or otherwise and which may be denominated in Sterling or any other currency.

    There are currently 2 Management Shares of no par value in the Company (issued on incorporation) and 124,682,250 Fund Shares in issue. As at 31 December 2024, 18,235,000 (2023: 18,195,000) Fund Shares were held in treasury. Since the financial year end and up to the date of this report, no Fund Shares had been sold out of or repurchased into treasury, and there remain 18,235,000 Fund Shares held in treasury, which may in future be sold out of treasury to satisfy market demand. Accordingly, the number of Fund Shares in issue and with voting rights attached is currently 106,447,250 (2023: 106,487,250) and this figure may be used by shareholders as the denominator for calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under FCA’s Disclosure Guidance and Transparency Rules.

    Further issues and Repurchases of Fund Shares

    The Fund’s Articles of Association provide the Board of directors with authority to issue further Fund Shares without seeking shareholders’ approval, although, unless otherwise authorised by shareholders, such Fund Shares must be issued on a pre-emptive basis. However, at the Cell AGM held on 13 June 2024, the Fund’s shareholders authorised the issue or sale out of treasury of Fund Shares representing up to 10 per cent. of the Fund’s issued share capital as at the date of the Cell AGM on a non-pre-emptive basis. Such issues or sales will only be effected in the event of investor demand which cannot be met through the market and will only be conducted at a price equal to or above the prevailing NAV.

    The aforementioned authority expires on the earlier of 30 September 2025 or the conclusion of the next Cell AGM.

    The Fund’s Articles of Association also provide the Board of directors with authority to repurchase Fund Shares, provided that such repurchases are made with shareholders’ prior approval.

    At the Cell AGM held on 13 June 2024, the Fund’s shareholders authorised the Board to make market purchases of up to 15,962,438 Fund Shares (representing 14.99 per cent. of the Fund’s issued share capital as at the date of the Cell AGM), provided that no such purchases may be made at a price above the prevailing net asset value per Fund Share on the date of any such purchase.

    The aforementioned authority also expires on the earlier of 30 September 2025 or the conclusion of the next Cell AGM.

    At the next Cell AGM, the Board will be seeking renewal of its authority to issue or sell out of treasury additional Fund Shares and to make market acquisitions of Fund Shares. The Fund conducted two share buybacks during 2024, The Board believes that it is important to retain the authority to buyback where appropriate (which, in turn is likely to depend on, inter alia, the prevailing discount rating of the Fund Shares, the financial resources that the Company has at its disposal, liquidity levels in the Fund Shares and the size of the Company). Buybacks can confer several benefits on remaining shareholders: they are accretive to NAV and can provide additional useful liquidity.

    Holdings in the Company’s Shares

    As at the year end and as at 28 February 2025, being the most recent practicable date prior to the publication of this Annual Financial Report, the Company had received notification in accordance with the Financial Conduct Authority’s Disclosure and Transparency Rule 5 of the following interests in 5 per cent or more of the Fund’s issued share capital with voting rights attached, where the Board has been advised that the holder retains a holding in excess of 5 per cent.

    Name Redeemable Participating

    Preference Shares

    31 December 2024

    31

    31 December 2024

    Redeemable Participating

    Preference Shares

    31 December 2024

    Redeemable Participating

    Preference Shares

    28 February 2025

      Number of Shares % of Shares in issue Number of Shares
    Saba Capital Management, L.P.* 31,048,865 29.12% 31,048,865

    M&G PLC

    9,794,162

    9.20%

    9,794,162

    JP Morgan Chase & Co NIL NIL 5,479,118

    * Of the 29.1% holding disclosed by Saba Capital Management L.P. 17.6% interest is held via total return swaps and the counterparty to such swaps may be separately disclosed in the table and result in double disclosure of such shares

    Fund Shares are redeemable at the sole option of the directors and therefore classified as equity in the Statement of Financial Position.

    Reappointment of Auditor

    RSM Channel Islands (Audit) Limited has expressed its willingness to continue in office as auditor and a resolution to re-appoint it will be proposed at the Company’s and Fund’s forthcoming AGMs.

    Related Party Transactions

    The Company’s related parties are its directors and the Investment Manager. There were no related party transactions (as defined in the Listing Rules) during the year under review, nor up to the date of this report. Details of the remuneration paid to the directors and the Investment Manager during the year under review are shown in note 13.

    Annual General Meetings (‘AGMs’)

    This year’s AGMs will be held on 19 June 2025. Shareholders are welcome to attend the AGMs in person. The AGM Notices and details of the resolutions to be proposed are being sent to shareholders with this annual financial report. Shareholders can also write to the Company for further details at its registered office or by e-mail to the Secretary at Middlefield.Cosec@JTCGroup.com.

    Directors’ Statement as to Disclosure of Information to the Auditor

    Each of the persons who is a director at the date of approval of this annual financial report confirms that:

    •         so far as the director is aware, there is no relevant audit information of which the Company’s auditor is unaware; and

    •        the director has taken all steps that he should have taken as a director in order to make himself aware of any relevant audit information and to establish that the Company’s auditor is aware of that information.

    Approval

    This Strategic Report was approved by the Board on 24 March 2025 and is signed on their behalf by:

    Michael Phair        Andrew Zychowski

    Director        Director

    Corporate Governance

    Statement of Directors Responsibilities

    Directors’ Responsibility Statement

    The directors are responsible for preparing the annual financial report in accordance with applicable law and regulations. The Companies (Jersey) Law 1991, as amended (the “Companies Law”) requires the directors to prepare financial statements for each financial year which gives a true and fair view of the state of affairs of the Company and Fund as at the end of the financial year and of the profit or loss for that year. The directors have elected to prepare the financial statements under UK-adopted IFRS.

    International Accounting Standard 1 requires that financial statements present fairly for each financial period the Company’s and Fund’s financial position, financial performance and cash flows. This requires the faithful representation of the effects of transactions, other events and conditions in accordance with the definitions and recognition criteria for assets, liabilities, income and expenses set out in the International Accounting Standards Board’s ‘Framework for the preparation and presentation of financial statements’. In virtually all circumstances, a fair presentation will be achieved by compliance with all applicable IFRS. However, directors are also required to:

    •        properly select and apply accounting policies;

    •        present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

    •        provide additional disclosures when compliance with the specific requirements in IFRS are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the Company’s and Fund’s financial position and performance; and

    •        make an assessment on the Company’s and Fund’s ability to continue as a going concern.

    The directors are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Law. They are also responsible for safeguarding the assets of the Company and Fund, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

    The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company’s website www.middlefield.co.uk.

    Legislation in Jersey and the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. Having taken advice from the Audit Committee, the Board considers the report and accounts, taken as a whole, as fair, balanced and understandable and that it provides the information necessary for shareholders to assess the Company’s and Fund’s performance, business model and strategy.

    We confirm that to the best of our knowledge:

    1.        the financial statements, prepared in accordance with under UK-adopted IFRS, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and Fund;

    2.        the Chairman’s Statement, Investment Manager’s Report and notes to the financial statements incorporated herein by reference include a fair review of the development, performance and position of the Company and Fund, together with a description of the principal risks and uncertainties that it faces; and

    3.        the annual report and financial statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company’s and Fund’s position and performance, business model and strategy.

    By order of the Board:

    Michael Phair        Andrew Zychowski

    Director                Director

    Date: 24 March 2025

    Directors’ Remuneration Report

    Remuneration Report

    Remuneration policy

    The Company’s remuneration policy is designed to ensure that the remuneration of directors is set at a reasonable level commensurate with the duties and responsibilities of each director and the time commitment required to carry out their roles effectively. Remuneration will be such that the Company and Fund are able to attract and retain directors of appropriate experience and quality. The fees paid to directors will reflect the experience of the Board as a whole, will be fair, and will take account of the responsibilities attaching to each role given the nature of the Company’s interests, as well as the level of fees paid by comparable investment trusts and companies.

    Directors will be reimbursed for travel and subsistence expenses incurred in attending meetings or in carrying out any other duties incumbent upon them as directors of the Company or Fund. The level of directors’ fees paid will not exceed the limit set out in the Company’s and Fund’s Articles of Association.

    Directors’ Remuneration

    No director has a service contract with the Company or Fund and details of the directors’ fees are disclosed in note 13. The non-executive directors each earned the following fees in the 2024 and 2023 financial years:

    Director 2024 Fees 2023 Fees
    Philip Bisson (Resigned 1 June 2023) £10,440
    Dean Orrico
    Richard Hughes (Resigned 1 June 2023) £11,275
    Michael Phair £36,000 £33,500
    Kate Anderson £29,000 £27,000
    Janine Fraser £29,000 £27,000
    Andrew Zychowski (Appointed 30 June 2023) £32,000 £16,000

    Mr Orrico has waived his entitlement for remuneration for acting as a director, because of his employment by the Investment Manager. The directors receive no other remuneration or benefits from the Company other than the fees stated above. The directors are paid out of pocket expenses for attendance at Board meetings and for any other expenditure they incur when acting on the Company’s behalf.

    The remuneration of each director is determined by the Nomination and Remuneration Committee, with each director abstaining from discussion of and voting upon their own remuneration. When the directors’ remuneration is being considered, the Nomination and Remuneration Committee takes into account various factors including, but not limited to, the Company’s and individual directors’ performance, as well as each director’s time commitment to their role. To date, no external remuneration consultant has been appointed.

    For the year under review, the directors’ remuneration was set at £36,000 per annum for the chairman of the Board, £32,000 per annum for the chairman of the audit committee and £29,000 for all other directors bar Mr Orrico, who has waived his entitlement to remuneration for acting as a director.

    Shareholders’ Views

    The Board welcomes the opportunity to discuss matters of remuneration with shareholders at the Company’s and Fund’s AGMs or at any investor forum that may be held during the year.

    Letters of Appointment

    All directors are non-executive. Every director has a letter of appointment and the letters of appointment are available for inspection on the Company’s website.

    Directors’ Interests in Shares

    The interests as at 28 February 2025, 31 December 2024 and 2023 of the directors who served on the Board and their connected persons during the year were as follows:

      28 February 2025
    Fund Shares
    31 December 2024
    Fund Shares
    31 December 2023
    Fund Shares
    Dean Orrico 220,000 220,000 220,000
    Middlefield Limited (a company connected with Dean Orrico) 170,000 170,000
    Michael Phair (current Chairman) 70,000 70,000 70,000
    Andrew Zychowski (appointed 30 June 2023) 50,000 50,000 50,000
    Danuta Zychowska (a person connected to Andrew Zychowski) 83,000 83,000 83,000
    Kate Anderson
    Janine Fraser

    Directors’ dividends

    The following dividends were paid to Directors during the year as well as persons connected to the Directors.

      31 December 2024
    Dividend
    GBP
    31 December 2023
    Dividend
    GBP
    Philip Bisson (resigned 1 June 2023)
    Philean Trust Company Limited (a company connected with Philip Bisson until 1 June 2023) 11,731
    Probitas Trust Company Limited (a company connected with Philip Bisson until 1 June 2023) 3,900
    Beg Kaleh Services Limited (a company connected with Philip Bisson until 1 June 2023) 3,848
    Beg Kaleh Pension Limited (a company connected with Philip Bisson until 1 June 2023) 28,418
    Dean Orrico 11,660 11,440
    Middlefield Limited (A PCA of Mr Orrico and the Manager of the Company) 6,758
    Richard Hughes (resigned 1 June 2023) 2,637
    Cheng Sim Hughes (a person connected to Richard Hughes until 1 June 2023) 650
    Michael Phair (current Chairman) 3,710 3,640
    Andrew Zychowski (appointed 30 June 2023) 2,650 2,600
    Danuta Zychowska (a person connected to Andrew Zychowski) 4,399 4,316
    Kate Anderson
    Janine Fraser

    Ongoing Charges

    The below table shows the annualised ongoing charges that relate to the management of the Fund as a single percentage of the average NAV over the same year. In terms of the AIC’s methodology, ongoing charges are those expenses of a type which are likely to recur in the foreseeable future, whether charged to capital or revenue, and which relate to the operation of the Fund as a collective investment fund, excluding the costs of acquisition/disposal of investments, financing charges and gains/losses arising on investments.

      Ongoing
    charges (%)
    31 December 2024 1.30
    31 December 2023 1.33

    Applicable Corporate Governance Codes

    The Board is committed to achieving and demonstrating high standards of corporate governance. The Board is advised on all governance matters by the Secretary and has access to independent professional advice at the Company’s expense where it is judged necessary.

    As an overseas closed-ended investment fund which has been admitted to the Official List of the FCA and to trading on the London Stock Exchange’s Main Market for Listed Securities, the Company is required by listing rule 6.6.6R (5) and (6), as modified by listing rule 11.7.7R, to report how the Company has applied the Principles set out in the UK Corporate Governance Code (the “UK Code”) and whether the Company has complied throughout the accounting period with all relevant provisions of the UK Code and, if it has not complied with all provisions, those provisions with which it has not complied and its reasons for non-compliance.

    The AIC, of which the Company is a member, has published the AIC Code, which has been endorsed by the FRC and supported by the JFSC. The FRC has confirmed that, by following the AIC Code, investment company boards should fully meet their obligations in relation to the UK Code and paragraph LR 6.6.6 of the Listing Rules.

    The UK Code is available for download from the FRC’s web-site www.frc.org.uk and the AIC Code is available for download from the AIC’s website www.theaic.co.uk. Both of these documents can also be provided by the Secretary by e-mail upon request.

    Statement of Compliance

    The Board has considered the principles and recommendations of the AIC Code. The AIC Code addresses all the principles set out in the UK Code, as well as setting out additional principles and recommendations on issues that are of specific relevance to the Company. The Board considers that reporting against the principles and recommendations of the AIC Code provides better information to shareholders.

    The directors believe that the Company has complied with the provisions of the AIC Code, where appropriate, and that it has complied throughout the year with the provisions where the requirements are of a continuing nature.

    Responsibilities of the Board

    The Board is responsible for setting the Company’s Investment Objective and Investment Policy, subject to shareholders’ approval of any proposed material changes, and has a schedule of investment matters reserved for the directors’ resolution. The Board has contractually delegated to external agencies the management of the investment portfolio, the custodial services and the day-to-day accounting and secretarial requirements. Each of these contracts is only entered into after proper consideration by the Board of the quality of services being offered.

    Internal Controls

    The directors are responsible for overseeing the effectiveness of the Company’s risk management and internal control systems, which are designed to ensure that proper accounting records are maintained, that the financial information on which business decisions are made and which is issued for publication is reliable, and that the assets of the Company are safeguarded. However, such a system can only be designed to manage rather than eliminate the risk of failure to achieve business objectives and therefore can only provide reasonable and not absolute assurance against material misstatement or loss.

    Having reviewed the Company’s risk management and internal control systems and on the advice of the Audit Committee, the Board believes that they continue to be effective and that no changes thereto are necessary or desirable at this juncture. Because the Company delegates its day-to-day operations to third parties and has no employees, having reviewed the effectiveness of the internal control systems of the Administrator on a quarterly basis and having regard to the role of its external auditor, the Board does not consider that there is a need for the Company to establish its own internal audit function. The Administrator does however provide the Company’s compliance officer, who monitors the Company’s compliance with applicable laws and regulations and reports directly to the Board of directors on a quarterly basis.

    The Company receives reports from the Secretary and Administrator relating to its activities. Documented contractual arrangements are in place with the Secretary and Administrator, which define the areas where the Company has delegated authority to it. The Secretary ensures that the directors receive accurate, timely and clear information from all service providers.

    Directors

    Appointment, Retirement and Tenure

    As Mr Orrico is not independent of the Investment Manager, he is required by the FCA’s Listing Rules to submit himself for re-election annually. In addition, in accordance with the provisions of the AIC Code, and PIRC’s published guidance, all directors will continue to offer themselves for annual re-election for the foreseeable future.

    As the Company is a Jersey-regulated entity, the appointment of any new director is subject to the JFSC’s confirmation that they have no objection to such director’s appointment. It is also a regulatory requirement that the Company have at least two Jersey resident directors. Therefore, for so long as there are only two Jersey resident directors in office, any Jersey resident director who retires or whose re-election is not approved at a Company and Cell AGM will therefore remain in office until such time as a replacement Jersey-resident director acceptable to the JFSC has been appointed.

    The Board is of the view that length of service does not automatically compromise the independence or contribution of directors of an investment company, where continuity and experience can be a benefit to the Board. Furthermore, the Board agrees with the view expressed in the AIC Code that long-serving directors should not be prevented from forming part of an independent majority or from acting as Chairman. Consequently, no limit had previously been imposed on the directors’ overall length of service.

    However, the Board has noted that the AIC considers that directors who have served on the Board for more than nine years may not be independent and that certain corporate governance advisory bodies believe that directors should not serve more than nine years on an investment company’s Board. Therefore, in the spirit of best corporate governance, the Board has decided that any remunerated, independent director appointed in 2018 or thereafter shall only serve for a maximum of nine years before being required to retire from office.

    As stated in previous annual financial reports, the Board has recognised the merits of refreshing its composition as well as planning for future succession. The Board intends to continue evolving its composition on a periodic basis and has agreed a succession plan for the directors with over nine years of service. The Board’s advance planning for the retirement of directors ensures an orderly transition process that maintains an appropriate balance of skills and relevant experience. The Board has used open advertising in the past. The directors have decided that in future, in order to reach a broader range of diverse candidates, it will also consider using one or more UK external search agents to assist with the search for new directors.

    As required by the FCA’s Listing Rules, full biographical details of any additional directors appointed will be announced and he or she will stand for re-election at the next subsequent Company and Cell Meeting convened after their appointment and annually thereafter.

    Independence

    For the period 1 January 2024 to the date of this report, the Board consisted of five members, all of whom were non-executive. Mr Orrico is a director of Middlefield Limited, the Investment Manager and President of the Investment Advisor. All the directors, apart from Mr Orrico, are considered to be independent of the Investment Manager and free of any business or other relationship that could influence their ability to exercise independent judgement. The Board believes that Mr Orrico’s investment management experience as well as his first-hand knowledge of the Canadian economic and investment sector adds considerable value to the Company.

    The Board believes that Ms Anderson, Ms Fraser, Mr Phair and Mr Zychowski are independent in character and judgement and that their experience and knowledge of the specialised sector in which the Company operates adds significant strength to the Board. M Phair was also considered to be independent upon his appointment as Chairman. The directors believe that the Board has a balance of skills and experience which enable it to provide effective strategic leadership and proper governance of the Company. Information about the directors, including their relevant experience, can be found on pages 26 to 27.

    In accordance with the recommendations of the AIC Code, Ms Kate Anderson acted as Senior Independent Director. In-line with the AIC’s recommendation, Ms Anderson provides a sounding board for the chair and serves as an intermediary for the other directors and shareholders. She is responsible for coordinating a regular meeting, at least annually and on other occasions as necessary, of the non-executive directors (excluding the chair), to appraise the chair’s performance.

    Induction and Ongoing Training

    Although no formal training in corporate governance is given to directors, the directors are kept appraised of corporate governance issues through bulletins and training materials provided from time to time by the Secretary and the AIC.

    Directors’ Insurance

    The Company purchases directors’ and officers’ liability insurance cover at a level which is considered appropriate for the Company.

    Meeting Attendance

    The Board meets at least quarterly to review the overall business of the Company and to consider matters specifically reserved for its review. At these meetings, the Board monitors the investment performance of the Fund. The directors also review the Fund’s activities every quarter to ensure that it adheres to the Fund’s investment objective and policy or, if appropriate, to consider changes to that policy. Additional ad hoc reports are received as required and directors have access at all times to the advice and services of the Secretary, which is responsible for guiding the Board on procedures and applicable rules and regulations.

    The Board also receives and considers, together with representatives of the Investment Manager, reports in relation to the operational controls of the Investment Manager, Administrator, Custodian and Registrar. These reviews identified no issues of significance.

    The table below summarises the directors’ attendance at each type of meeting held during the year.

      Quarterly
    Board
    Ad hoc
    Board
    Audit
    Committee
    Nomination and
    Remuneration
    Committee
    Management
    Engagement
    Committee
    Dividend
    Committee**
    No. of meetings in the Year 4 2 4 2 1 4
    Dean Orrico* 4 2 4 2 1 0
    Janine Fraser*** 4 2 4 2 1 3
    Michael Phair 4 2 4 2 1 1
    Kate Anderson*** 4 2 4 2 1 0
    Andrew Zychowski 4 2 4 2 1 3

    *        Mr Orrico attended meetings of the Committees as an observer, not a member or participant.

    **        The quorum for a meeting of the Dividend Committee is one director physically present in the UK.

    ***        Ms Anderson and Ms Fraser attended as observers at the ad hoc Board meeting on 7 May 2024.

    The Board’s Committees

    Performance Evaluation

    The directors recognise the importance of the AIC Code in terms of evaluating the performance of the Board as a whole, its respective Committees and individual directors. After the year end, the performance of the Board, Committees of the Board and individual directors was assessed in terms of:

    •        attendance at Board and Committee Meetings;

    •        the independence of individual directors;

    •        the ability of individual directors to make an effective contribution to the Board and Committees of the Board, together with the diversity of skills and experience each director brings to meetings;

    •        the Board’s ability to effectively challenge the Investment Manager’s recommendations, suggest areas of debate and fix timetables for debates on the future strategy of the Company; and

    •        the Board’s diversity in terms of gender, social and ethnic backgrounds and cognitive and personal strengths and weaknesses.

    The directors concluded that the performance evaluation process had proven successful, with the Board, the Chairman, the Committees of the Board and the individual directors scoring well in all areas. The Board and the Committees of the Board continued to be effective, each director’s behaviour continued to be aligned to the Company’s purpose, values and strategy and the individual directors continued to demonstrate commitment to their respective roles and responsibilities. Although the Board did not procure an externally facilitated Board evaluation during the year under review, the directors will consider doing so at the appropriate time in the future.

    The Board also reviews its own policies and procedures on a periodic basis, as well as the terms of reference of its committees, to ensure that they serve to further the Company’s purpose and that they are aligned with the Company’s values and strategy. The Board with the support of the Secretary reviewed all of their policies, procedures and the terms of reference, all of which were updated (as applicable) to meet the recommendations of the AIC Code and concluded that they continued to be in a satisfactory form.

    Committees of the Board

    Audit Committee

    On 26 May 2010 an Audit Committee was established. The current members are Andrew Zychowski (Chairman), Michael Phair, Kate Anderson and Janine Fraser. Notwithstanding that Mr Phair is Chairman of the Board, he was independent on appointment and the Board considers that his experience and knowledge is of great value to the Audit Committee. A separate report from the Audit Committee is included at pages 48 to 50.

    Nomination and Remuneration Committee

    The Board has also established a Nomination and Remuneration Committee, which meets when necessary. At the present time, the current members are all the directors of the Company bar Mr Orrico, and their summary biographical details are set out on pages 26 to 27.

    The Chairman of the Nomination and Remuneration Committee is Andrew Zychowski or, failing him, any member of the Nomination and Remuneration Committee present within the United Kingdom other than the Chairman of the Company. The Board believes it is appropriate for all members of the Board (excluding Mr Orrico) to be on the Nomination and Remuneration Committee, because the directors work together collegiately, and each brings a different perspective to the Nomination and Remuneration Committee’s discussions.

    The key terms of reference of the Nomination and Remuneration Committee are set out below.

    •        The Committee oversees the process of identifying and nominating prospective directors.

    •        The Committee considers and monitors the level and structure of remuneration of the directors of the Company and the Fund.

    •        The Committee considers the need to appoint external remuneration consultants.

    •        The Committee is authorised, in consultation with the Secretary, where necessary to fulfil its duties, to obtain outside legal or other professional advice, including the advice of independent remuneration consultants, to secure the attendance of external advisors at its meetings, if it considers this necessary, and to obtain reliable up-to-date information about remuneration in other companies, all at the expense of the Fund.

    •        The Committee considers the overall levels of insurance cover for the Company, including directors’ and officers’ liability insurance.

    •        The Committee conducts a process annually to evaluate the performance of the Board and its individual directors.

    •        The Committee considers such other topics as directed by the Board.

    The Board believes that, subject to any exception explained in this report and the nature of the Company as an investment fund, it has complied with the applicable provisions of the AIC Code throughout the year. The Board has noted the recommendations of the AIC relating to Board diversity. Although the Board does not have a formal written policy on diversity and inclusion, the Board, advised by the Nomination and Remuneration Committee, considers diversity, including the balance of skills, knowledge, diversity (including gender) and experience amongst other factors when reviewing the composition of the Board and appointing new directors, but does not consider it appropriate to establish targets or quotas in this regard. Board diversity is carefully considered and will continue to be considered in the future.

    When considering the proposed appointment of new directors, the Nomination and Remuneration Committee receives full biographical information on all candidates and considers all matters which it considers relevant, including their experience and ability to devote sufficient time to the Company’s business. The process also takes into account numerous other factors including, but not limited to, each candidate’s experience, gender, social and ethnic background and personal strengths and weaknesses. Each director is interviewed by the Nomination and Remuneration Committee as part of the Board’s evaluation of prospective candidates. After their appointment, each director seeks the Board’s consent before taking on any other significant external appointments.

    Management Engagement Committee

    The Board established a Management Engagement Committee at its meeting held on 20 November 2013. In addition to regular reporting and engagement at Board meetings with its service providers, the Board formally reviews all service providers via the Management Engagement Committee. At the present time, the Management Engagement Committee’s members are all the directors of the Company bar Mr Orrico, who does not sit on the Management Engagement Committee because of the perceived conflict that his role as President of the Investment Advisor could present.

    The Chairman of the Management Engagement Committee is Andrew Zychowski or, failing him, any member of the Management Engagement Committee present within the United Kingdom other than the Chairman of the Company. For the purposes of transacting business, a quorum of the Management Engagement Committee is not less than two members of the Management Engagement Committee and all meetings must take place in the UK.

    The Board believes it is appropriate for all independent members of the Board to be on the Management Engagement Committee, because the directors work together collegiately and each brings a different perspective to the Management Engagement Committee’s discussions.

    Duties

    The Management Engagement Committee’s key duty is to review the performance by service providers of their duties and the terms of all agreements for the provision of services that the Company has entered into or will in future enter into.

    The Management Engagement Committee meets at least annually to specifically consider the ongoing management, administrative and secretarial and investment management requirements of the Company. The Management Engagement Committee receives self- evaluation questionnaires provided by all service providers, which include reporting on each service provider’s opinion of the quality of services provided by the Company’s other service providers, and the Board also receives detailed compliance reporting from the Company’s compliance officer, which the Management Engagement Committee takes into account when reviewing the services provided. The quality and timeliness of reports to the Board are also taken into account and the overall management of the Company’s affairs by the Investment Manager is considered. Based on its recent review of activities, and taking into account the performance of the portfolio, the other services provided by the key service providers, and the risk and governance environment in which the Company operates, the Board believes that the retention of the current key service providers on the current terms of their appointment remains in the best interests of the Company and its shareholders.

    The Board regularly reviews the performance of the services provided by these companies. A summary of the terms of the agreements with the Secretary, the Investment Manager and the Investment Advisor are set out in note 1 to the financial statements. After due consideration of the resources and reputations of those parties, the Board believes it is in the interests of shareholders to retain the services of all three providers for the foreseeable future.

    Terms of Reference of Committees

    The Terms of Reference of the Audit Committee, the Nomination and Remuneration Committee and the Management Engagement Committee are all available on the Company’s website and are also available for inspection at the Company’s registered office during normal business hours.

    Bribery Act 2010

    The Company has no employees. The Board has considered the Bribery Act 2010 and confirmed its zero tolerance of bribery and corruption in its business activities. It has received assurances from the Company’s main service providers that they will maintain adequate safeguards to protect against any form of bribery and corruption by their employees and agents.

    Criminal Finances Act 2017

    The Board has also considered the Criminal Finances Act 2017 and has received assurances from the Company’s main service providers that they will maintain adequate safeguards to protect against any form of illegal activities under this legislation, including the facilitation of tax evasion.

    Relations with Shareholders

    Shareholder relations are given a high priority by the Board, Investment Manager and Secretary. The primary medium through which the Company communicates with its shareholders is through the annual and half-yearly financial reports, which aim to provide shareholders with a full understanding of the Company’s activities and results. The information is supplemented by the daily publication of the NAV of the Fund Shares, monthly factsheets and information on the Company’s website operated by the Investment Manager. Shareholders have the opportunity to address questions to the Chairman and the Committees of the Board at the AGMs each year. Shareholders can also write to the Company at its registered office or by e-mail to the Secretary at Middlefield.Cosec@JTCGroup.com

    The Chairman is available and meets with major shareholders to discuss aspects of investment performance, governance and strategy and to listen to shareholders’ views, in order to help develop a balanced understanding of their issues and concerns. General presentations are given by the Investment Manager to both shareholders and analysts follow the publication of the annual financial results. In addition, the Investment Manager maintains a regular schedule of meetings throughout the year with major shareholders and keeps the Board updated with the outcome of such meetings.

    Report of the Audit Committee

    This report of the Audit Committee has been prepared with reference to the AIC Code. Established in 2010, the Audit Committee reports formally to the main Board at least twice each year. In accordance with written terms of reference, its delegated duties and responsibilities are reviewed and reapproved annually. The function of the Audit Committee is to ensure that the Company maintains high standards of integrity, financial reporting and internal controls.

    The members do not have any links with the Company’s Auditor. They are also independent of the management teams of the Investment Manager, the Administrator and all other service providers. The Audit Committee meets formally no less than twice a year in London and on an ad hoc basis if required.

    The Audit Committee considers the financial reporting by the Company and the Fund, the internal controls, and relations with the Company’s and the Fund’s Auditor. In addition, the Audit Committee reviews the independence and objectivity of the Auditor. The Committee meets at least twice a year to review the internal financial and non-financial controls, to approve the contents of the interim and annual reports and financial statements and to review accounting policies. Representatives of the Auditor attend the Committee meeting at which the draft Annual Financial Reports are reviewed and can speak to Committee members without the presence of representatives of the Investment Manager. The audit program and timetable are drawn up and agreed with the Auditor in advance of the financial year end. Items for audit focus are discussed, agreed and given particular attention during the audit process. The Auditor reports to the Committee on these items, among other matters. This report is considered by the Committee and discussed with the Auditor and the Investment Manager prior to approval and signature of the Annual Financial Report.

    The Audit Committee is authorised by the Board to investigate any activity within its terms of reference and to consult with outside legal or other independent professional advisers when deemed necessary in order to adequately discharge their duties and responsibilities, which include:

    •        Considering the appointment, resignation or dismissal of the Auditor and their independence and objectivity, particularly in circumstances where non-audit services have been provided.

    •        Reviewing the cost effectiveness of the external audit from time to time.

    •        Reviewing and challenging the half-yearly and Annual Financial Reports, focusing particularly on changes in accounting policies and practice, areas of accounting judgement and estimation, significant adjustments arising from audit or other review and the going concern assumption.

    •        Providing advice to the Board on whether the Annual Financial Report, taken as a whole, is fair balanced and understandable and provides the information necessary for shareholders to assess the company’s position and performance, business model and strategy.

    •        Reviewing compliance with accounting standards and law and regulations including the Companies (Jersey) Law 1991 and the FCA’s Listing and Disclosure Guidance and Transparency Rules.

    •        Completing regular risk management reviews of internal controls, which include the review of the Fund’s Risk Register.

    •        Reviewing the effectiveness of the Company’s system of internal controls, including financial, operating, compliance, fraud and risk management controls and making and reporting to the Board any recommendations that may arise.

    •        Considering the major findings of internal investigations and making recommendations to the Board on appropriate action.

    •        Ensuring that arrangements exist whereby service providers and management may raise concerns over irregularities in financial reporting or other matters in confidence and that such concerns are independently investigated and remediated with appropriate action.

    The Audit Committee, having reviewed the effectiveness of the internal control systems of the Administrator on a quarterly basis, and having regard to the role of the Auditor, does not consider that there is a need for the Company or Fund to establish its own internal audit function. The Administrator does however provide the Company’s compliance officer, who monitors the Company’s compliance with applicable laws and regulations and reports directly to the Board of directors on a quarterly basis.

    Some of the principal duties of the Audit Committee are to consider the appointment of the Auditor, to discuss and agree with the Auditor the nature and scope of the audit, to review the scope of and to discuss the results and the effectiveness of the audit and the independence and objectivity of the Auditor, to review the Auditor’s letter of engagement and management letter and to analyse the key procedures adopted by the Company’s outsourced service providers including the Administrator and Custodian. The Audit Committee is responsible for monitoring the financial reporting process and the effectiveness of the Company’s and its service provider’s internal control and risk management systems. The Company’s risk assessment focus and the way in which significant risks are managed is a key area for the Committee. Work here was driven by the Committee’s assessment of the risks arising in the Company’s operations and identification of the controls exercised by the Board and its delegates, the Investment Manager and other service providers. These are recorded in the Company’s business risk matrix which continues to serve as an effective tool to highlight and monitor the principal risks.

    The Board also received and considered, together with representatives of the Investment Manager, reports in relation to the operational controls of the Investment Manager, Administrator, Custodian and Registrar. These reviews identified no issues of significance. The risks relating to the Company (including the Fund) are discussed by the directors and documented in detail in the minutes of each meeting.

    The Audit Committee is also responsible for overseeing the Company’s relationship with the Auditor, including making recommendations to the Board on the appointment and re-appointment of the Auditor and its remuneration.

    Significant Matters

    The significant matters that were subject to specific consideration in 2024 by the Committee and consultation with the Auditor where necessary were as follows:

    Valuation and ownership of securities

    There is a risk that the securities are incorrectly valued due to factors including low volume traded securities and errors in third party prices.

    Valuation of securities – at each valuation point, a price tolerance check is run.

    The following exceptions require further investigation:

    •        Prices outside the stated tolerance levels: Price movements need to be justified to underlying support.

    •        Stale prices: These need to be traced and agreed to support to ensure prices are not stale. Stale prices are escalated as per the pricing policy after being static for more than 7 days.

    •        Zero prices: Prices for these securities need to be investigated and added if applicable.

    There is also the risk that the securities are not directly owned by the Fund, which may be caused by errors in the recording of trade transactions.

    Ownership of securities – at each valuation point a stock reconciliation is performed, which entails tracing and agreeing the stock holding at valuation point to the Custodian records.

    Any differences are investigated.

    All new trades are traced and agreed to the contract note.

    Allocation to Capital and Revenue

    The Directors have made the critical judgement to allocate a proportion of management fees and finance to capital. This has been allocated 60% to capital and 40% to revenue.

    This has been done in accordance with the Association of Investment Companies’ Statement of Recommended Practice for Investment Trusts Companies.

    The Audit Committee challenged the allocation of charges between capital and revenue by comparing it with the policies of other companies in the AIC North American sector who allocate charges to both capital and revenue. MCT has a somewhat higher allocation to revenue than the peer group. Since MCT is the highest yielding fund in the sector, the Audit Committee considered the allocation to be appropriate following this review and discussion of the separate analysis provided by the Investment Manager.

    Compliance with Regulatory Requirements

    JTC Fund Solutions (Jersey) Limited as administrator works with the Board of directors to ensure that the Fund complies with its obligations under all applicable laws and regulations including, but not limited to:

    •        The Companies (Jersey) Law 1991

    •        The FCA’s listing rules, prospectus and disclosure guidance and transparency rules

    •        The AIC Code of Corporate Governance and

    •        The JFSC’s Codes of Practice for Certified Funds

    •        The Jersey Listed Fund Guide

    Going Concern

    The financial statements are prepared using the going concern basis based on the directors’ assessment that:

    •        The investment portfolio consists of listed investments that are highly realizable

    •        The Fund has sufficient liquidity in cash to meet all on-going expenses and repayments of external borrowings

    •        The directors have the option to reduce dividend payments if the need arises

    The Investment Manager monitors the Fund’s investment portfolio daily and invests in listed securities that can be liquidated in a relatively short period of time. The Board monitors the Fund’s portfolio on a quarterly basis.

    Auditor and Audit

    The Auditor was first appointed on 1 October 2020 following a detailed tender process and the Auditor is subject to annual reappointment by shareholders at each Company AGM and Cell AGM. The Audit Committee considers the nature, scope and results of the Auditor’s work and monitors the independence of the Auditor. Formal reports are received at Board meetings from the Auditor on an interim and annual basis relating to the extent of their work. The work of the Auditor in respect of any significant audit issues and consideration of the adequacy of that work is discussed. The Audit Committee is pleased to report there have been no concerns regarding their performance or independence.

    The Audit Committee assesses the effectiveness of the audit process. The Audit Committee receives a report from the Auditor which covers the principal matters that have arisen from the audit.

    The Audit Committee meets with the Investment Manager and Administrator to discuss the extent of audit work completed to ensure all matters of risk are covered and assesses the quality of the draft financial statements prepared by the Administrator and examines the interaction between the Investment Manager and the Auditor to resolve any potential audit issues.

    The Audit Committee has an active involvement and oversight of the preparation of both half yearly and annual financial reports and recommends for the purposes of the production of these financial reports that valuations are prepared by the management team of the Administrator. These valuations are a critical element in the Company’s financial reporting and the Audit Committee questions them thoroughly.

    Ultimate responsibility for reviewing and approving the annual financial report remains with the Board.

    Andrew Zychowski

    Director

    Date: 24 March 2025

    General Shareholder Information

    AIFMD Disclosures

    In accordance with the AIFMD, the AIFM is required to disclose specific information in relation to the following aspects of the Company’s management:

    Leverage and borrowing

    Leverage is defined as any method by which the Company increases its exposure through borrowing or the use of derivatives. ‘Exposure’ is defined in two ways – ‘gross method’ and ‘commitment method’ – and the Company must not exceed maximum exposures under both methods. ‘Gross method’ exposure is calculated as the sum of all positions of the Company (both positive and negative), that is, all eligible assets, liabilities and derivatives, including derivatives held for risk reduction purposes. ‘Commitment method’ exposure is also calculated as the sum of all positions of the Company (both positive and negative), but after netting off derivative and security positions as specified by the Directive.

    For the gross method, the following has been excluded:

    •        the value of any cash and cash equivalents which are highly liquid investments held in the base currency of the AIF that are readily convertible to a known amount of cash, subject to an insignificant risk of changes in value;

    •        that remain in cash or cash equivalent as defined above and where the amounts of that payable are known. The total amount of leverage calculated as at 31 December 2024 is as follows:

    Gross method: 139.35% (31 December 2023: 130.13%)

    Commitment method: 139.35% (31 December 2023: 130.13%)

    Liquidity

    The Investment Manager’s policy is that the Company should normally be close to fully invested (i.e. with liquidity of 5% or less) but this is subject to the need to retain liquidity for the purpose of the efficient management of the Company in accordance with its objectives. There may therefore be occasions when there will be higher levels of liquidity, for example following the issue of shares or the realisation of investments. This policy has been applied consistently throughout the review period and as a result the Investment Manager has not introduced any new arrangements for managing the Company’s liquidity.

    Risk management policy note

    Please refer to note 16, Financial instruments, in the Notes to the financial statements on pages 72 to 76 for risk management policies, where the current risk profile of the Company and the risk management systems employed by the Investment Manager to manage those risks are set out.

    AIFM Remuneration

    A total of 8 staff employed by the AIFM are engaged in managing the Fund. The compensation paid to these beneficiaries during the year under review was £275,000, split roughly equally between fixed and variable compensation. The Fund has no agreement to pay any carried interest to the AIFM.

    General Data Key Investor

    åDocument and Related Data

    The Company has produced an EU Key Information Document (the “KID”), as required by the Packaged Retail and Insurance-Based Investment Products Regulations (the “PRIIPs Regulations”) and a UK KID under the UK’s amended version of the PRIIPs Regulations, together with a European PRIIPs Template and a European MiFID Template, all of which are available on the Company’s website.

    The PRIIPs Regulations require the preparation and publication of the KID. Investors should note that the methodology for calculating the risks, costs and potential returns cited in the KID are prescribed by the PRIIPs Regulations. However, the methodology is considered by many market participants, including the AIC, to be flawed and future risks and returns may not transpire to be as cited in the KID. The Board therefore recommends that investors not make any investment or divestment decision based on the information contained in the KID.

    Non-Mainstream Pooled Investment (‘NMPI’) Status

    The Company currently conducts its affairs to maintain its status as an “excluded security” for the purposes of the FCA’s rules on “non-mainstream pooled investments” and intends to continue to do so. The Fund Shares are therefore excluded from the FCA’s restrictions which apply to non-mainstream pooled investments.

    Performance Details/Share Price Information

    Details of the Company’s share price and the net asset value per Fund Share can be found on the London Stock Exchange’s website. The net asset value is calculated and published daily, on the basis of the bid price of securities at closing.

    Consumer Duty Value Assessment

    Middlefield International Limited (“MIL”), as advisor to Middlefield Canadian Income PCC (“MCT”), has prepared an assessment of fair value based on the FCA’s guidelines which includes consideration of the fund’s relative performance, investment process, costs and charges, quality of service, comparable market rates and economies of scale. Based on this assessment, MIL has concluded that MCT is providing value to its investors. The assessment of value can be found on the website under Other Reports and Filings www.middlefield.co.uk.

    Independent Auditor’s Report

    TO THE MEMBERS OF MIDDLEFIELD CANADIAN INCOME – GBP PC, A CELL OF MIDDLEFIELD CANADIAN INCOME PCC

    Opinion

    We have audited the financial statements of Middlefield Canadian Income – GBP PC (the “Fund”), which comprise the Statement of Financial Position as at 31 December 2024, and the Statement of Comprehensive Income, Statement of Changes in Redeemable Participating Preference Shareholder’s Equity and Statement of Cash Flows for the year then ended, and notes 1 to 22 to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK-adopted International Financial Reporting Standards (‘IFRS’).

    In our opinion the financial statements of Middlefield Canadian Income – GBP PC, a cell of Middlefield Canadian Income PCC:

    give a true and fair view of the state of the Fund’s affairs as at 31 December 2024 and of its profit for the year then ended;

    have been properly prepared in accordance with UK-adopted IFRS; and

    have been prepared in accordance with the Companies (Jersey) Law 1991.

    Separate opinion in relation to IFRS as adopted by the European Union

    As explained in note 2a, in addition to complying with the Listing Rules obligation to apply UK-adopted IFRS, the Fund has also applied IFRSs as adopted by the European Union.

    In our opinion the financial statements give a true and fair view of the financial position of the Fund as at 31 December 2024 and of its financial performance and cash flows for the year then ended in accordance with IFRS as adopted by the European Union.

    Basis for opinion

    We conducted our audit in accordance with International Standards on Auditing (UK) (‘ISAs (UK)’) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the Fund in accordance with the ethical requirements that are relevant to our audit of the financial statements in Jersey, including the FRC’s Ethical Standard as applied to listed public interest entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

    Our approach to the audit

    Our audit was scoped by obtaining an understanding of the Fund and its environment, including internal control, and assessing the risks of material misstatement. Audit work to respond to the risks of material misstatement was performed directly by the audit engagement team.

    Our consideration of the control environment

    The Fund has appointed JTC Fund Solution (Jersey) Limited to provide the accounting function. The accounting function has been subcontracted to JTC Fund Solutions (RSA) Pty Ltd (“JTC SA”). We have obtained JTC SA’s ISAE 3402 controls assurance report for the period 1 April 2023 to 31 March 2024 which summarises the suitability of design and implementation and operating effectiveness of controls. We have reviewed the report and considered the controls relevant to the accounting functions undertaken by JTC SA for the Fund in order to rely on controls. As the reporting date of the Fund is 31 December 2024, we have obtained correspondence issued by JTC SA confirming that there have not been any material changes to the internal control environment nor any material deficiencies in the internal controls to this date.

    Key audit matters

    Key audit matters are those matters that, in our professional judgment, were of most significance in the audit of the financial statements and include the most significant assessed risks of material misstatement (whether or not due to fraud) identified by us, including those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

    In addition to the matter described in the ‘material uncertainty related to going concern’ below, in arriving at our audit opinion, the key audit matter was as follows:

    Key Audit Matter How our scope addressed this matter

    Ownership and valuation of Securities

    The Fund’s securities (see note 3 and the schedule of securities) are included at fair value of £169,952,944 (2023: £146,643,502). The portfolio is made up of securities actively traded on recognised markets which are measured at fair value based on market prices and other prices determined with reference to observable inputs.

    Although all of the securities are listed and have quoted market pricing data available which is used to value the securities, there is a risk of material misstatement that the securities may be incorrectly valued due to stale prices, low trading volumes or errors reported in third party prices. Where securities are not regularly traded there is a greater risk of material misstatement that the quoted price is not reflective of fair value and this should be taken into consideration in management’s assessment. Valuation has a significant impact on the net asset value of the Fund.

    There is a risk that securities, a record of which is maintained by a third-party custodian, are not directly owned by the Fund.

    Securities are held by the custodian. Ensuring that the custodian records all the securities correctly under the Fund’s name is critical since the investment portfolio represents the principal element of the financial statements, being the single largest asset on the Statement of Financial Position.

    Our procedures on the valuation of securities included:

    understanding the relevant controls around valuation;

    testing 100% of the valuations of securities by agreeing the prices directly to independent third-party sources;

    considering the trading history of securities to determine whether they have been frequently traded, and values at which they have been traded to consider whether the year-end prices are stale.

    Our procedures on ownership of securities included:

    obtaining an understanding of the relevant controls around custody of securities;

    agreeing the holdings to independent third-party confirmations provided by the Fund’s custodian;

    reviewing the ISAE 3402 controls assurance report of the custodian to consider the controls relevant to the custodial function.

    Key observations
    Based on the procedures, we concluded that the ownership and valuation of securities are appropriate.

    Our application of materiality

    We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope of our audit work and in evaluating the results of our work.

    Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:

    Materiality £2,870,000 (2023: £2,470,000).

    Basis for determining materiality – Approximately 1.6% of the Fund’s total assets (2023: 1.6%).

    Rationale for the benchmark applied – The reason for using total assets is that the key users of the financial statements are primarily focused on the valuation of the Fund’s assets. This approach remains consistent with the prior year.

    Performance materiality

    We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and undetected misstatements exceed the materiality for the financial statements as a whole. Performance materiality was set at 75% of materiality for the 2024 audit (2023: 75%). In determining performance materiality, we considered our understanding of the entity, including our assessment of the overall control environment.

    Independent Auditor’s Report continued

    Our application of materiality (continued)

    Error reporting threshold

    We agreed with the Audit Committee that we would report to them all audit differences in excess of £140,000 (2023: £120,000), as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds. We also report to the Audit Committee on disclosure matters that we identified when assessing the overall presentation of the financial statements.

    Material uncertainty relating to going concern

    We draw attention to note 2n to the financial statements which indicates that the Fund’s ability to continue as a going concern is dependent on the outcome of the directors review of a number of strategic options for the future of the Fund, as described in note 2n. As stated in note 2n, these events presented by the directors indicate that a material uncertainty exists that may cast significant doubt on the Fund’s ability to continue as a going concern. Our opinion is not qualified in respect of this matter.

    Given the material uncertainty identified by the directors, we considered going concern to be a key audit matter.

    In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

    Our evaluation of the directors’ assessment of the Fund’s ability to continue to adopt the going concern basis of accounting, and in response to the key audit matter, included:

    Considering the appropriateness of the directors’ conclusion in relation to the matters described in 2n and discussing this with the board;

    Review of the directors’ statement in note 2n and their identification of any material uncertainties to the Fund’s ability to continue over a period of at least twelve months from the date of approval of the financial statements;

    Consideration as part of our risk assessment of the nature of the Fund, its business model and related risks including where relevant the requirements of the applicable financial reporting framework and the system of internal control; and

    Evaluation of the directors’ assessment of the Fund’s ability to continue as a going concern, including challenging the underlying data and key assumptions used to make the assessment, and evaluation of the directors’ plans for future actions in relation to their going concern assessment.

    Other than the above, based on the work we have performed, we have not identified any material uncertainties, other than as disclosed in note 2n, relating to events or conditions that, individually or collectively, may cast significant doubt on the Fund’s ability to continue as a going concern for a period of at least twelve months from the date of approval of the financial statements.

    In relation to the Fund’s reporting on how it has applied Listing Rule 6.6.6R and Listing rule 11.7.7R, we have nothing material to add or draw attention to in relation to the director’ statement in the financial statements about whether the directors considered it appropriate to adopt the going concern basis of accounting.

    Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

    Other information

    The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

    We have nothing to report in respect of these matters.

    Independent Auditor’s Report continued

    Matters on which we are required to report by exception

    We have nothing to report in respect of the following matters where the Companies (Jersey) Law 1991 requires us to report to you if, in our opinion;

    adequate accounting records have not been kept; or

    the financial statements are not in agreement with the accounting records and returns; or

    proper returns adequate for our audit have not been received from branches not visited by us; or

    we have not received all the information and explanations we require for our audit.

    Corporate governance statement

    The Listing Rules require us to review the directors’ statement in relation to going concern, longer-term viability and that part of the Corporate Governance Statement relating to the Fund’s compliance with the provisions of the Listing Rule 6.6.6R specified for our review.

    Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate Governance Statement and Corporate Information is materially consistent with the financial statements or our knowledge obtained during the audit:

    Directors’ statement with regards the appropriateness of adopting the going concern basis of accounting and any material uncertainties identified set out on pages 33 to 34;

    Directors’ explanation as to its assessment of the entity’s prospects, the period this assessment covers and why the period is appropriate set out on pages 33 to 34;

    Directors’ statement on fair, balanced and understandable set out on page 48;

    Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out on pages 30 to 34;

    The section of the annual report that describes the review of effectiveness of risk management and internal control systems set out on page 48; and

    The section describing the work of the audit committee set out on pages 48 to 50.

    Responsibilities of directors

    As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

    In preparing the financial statements, the directors are responsible for assessing the Fund’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 the directors either intend to liquidate the Fund or to cease operations, or have no realistic alternative but to do so.

    Auditor’s responsibilities for the audit of the financial statements

    Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

    Independent Auditor’s Report continued

    Auditor’s responsibilities for the audit of the financial statements (continued)

    As part of an audit in accordance with ISAs (UK), we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

    Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than the one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

    Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control.

    Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

    Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Fund’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Fund to cease to continue as a going concern.

    Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

    We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

    The extent to which the audit was considered capable of detecting irregularities, including fraud

    Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is explained below.

    The objectives of our audit are to obtain sufficient appropriate audit evidence regarding compliance with laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements, to perform audit procedures to help identify instances of non-compliance with other laws and regulations that may have a material effect on the financial statements, and to respond appropriately to identified or suspected non-compliance with laws and regulations identified during the audit.

    In relation to fraud, the objectives of our audit are to identify and assess the risk of material misstatement of the financial statements due to fraud, to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud through designing and implementing appropriate responses and to respond appropriately to fraud or suspected fraud identified during the audit.

    However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity’s operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

    In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, we:

    obtained an understanding of the nature of the industry and sector, including the legal and regulatory frameworks that the Fund operates in and how the Fund is complying with the legal and regulatory frameworks;

    inquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected, or alleged instances of fraud;

    discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud having obtained an understanding of the effectiveness of the control environment; and

    reviewed minutes of the Board and other Committees.

    Independent Auditor’s Report continued

    The extent to which the audit was considered capable of detecting irregularities, including fraud (continued)

    We also obtained an understanding of the legal and regulatory frameworks that the Fund operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included UK-adopted IFRS, Companies (Jersey) Law 1991, Codes of Practice for Certified Funds, Listing and Disclosure Transparency Rules and the AIC Code of Corporate Governance. The audit procedures performed included:

    a review of the financial statement disclosures and testing to supporting documentation;

    completion of disclosure checklists to identify areas of non-compliance; and

    review of the financial statement disclosures by a specialist in the Listing and Disclosure Transparency Rules.

    The area that we identified as being susceptible to material misstatement due to fraud was management override of controls. The audit procedures performed included:

    testing the appropriateness of journal entries and other adjustments;

    undertaking analytical procedures to identify unusual or unexpected relationships;

    assessing whether the judgements made in determining accounting estimates, in particular in respect of the fair value of securities and the split between capital and revenue, are indicative of a potential bias; and

    evaluation of the business rationale of any significant transactions that are unusual or outside the normal course of business.

    Owing to the inherent limitations of an audit there is an unavoidable risk that some material misstatement of the financial statements may not be detected, even though the audit is properly planned and performed in accordance with ISAs (UK). However, the principal responsibility for ensuring that the financial statements are free from material misstatement, whether caused by fraud or error, rests with the directors who should not rely on the audit to discharge those functions.

    In addition, as with any audit, there remains a higher risk of non-detection of fraud, as this may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.

    Other matters which we are required to address

    Following the recommendation of the audit committee, we were appointed by the Board of directors on 1 October 2020 to audit the financial statements for the year ending 31 December 2020 and subsequent financial periods. The period of total uninterrupted engagement is 5 years, covering the years ended 31 December 2020 to 2024.

    No non-audit services have been provided to the Fund and we remain independent of the Fund in conducting our audit.

    Our audit opinion is consistent with our reporting to the audit committee we are required to provide in accordance with ISAs (UK).

    Use of our report

    This report is made solely to the Fund’s members, as a body, in accordance with Article 113A of the Companies (Jersey) Law 1991. Our audit work has been undertaken so that we might state to the Fund’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Fund and the Fund’s members as a body, for our audit work, for this report, or for the opinions we have formed.

    Philip Crosby

    For & on behalf of

    RSM Channel Islands (Audit) Limited

    Chartered Accountants and Recognized Auditors

    Jersey, C.I.

    Date: 24 March 2025

    Financial Statements

    Statement of Financial Position of the Fund

    As at 31 December 2024

      Notes 2024
    GBP
    2023
    GBP
    Current assets      
    Securities (at fair value through profit or loss) 3 & 22 169,952,944 146,643,502
    Accrued dividend income   743,674 632,412
    Prepayments   20,324 21,787
    Cash and cash equivalents         4 1,345,531 4,433,118
        172,062,473 151,730,819
    Current liabilities      
    Other payables and accruals         5 (434,929) (388,493)
    Interest payable           (48,282) (71,270)
    Loan payable         14 (28,884,872) (21,831,966)
        (29,368,083) (22,291,729)
    Net assets   142,694,390 129,439,090
    Equity attributable to equity holders      
    Stated capital         6 49,661,314 49,704,414
    Retained earnings   93,033,076 79,734,676
    Total Shareholders’ equity           142,694,390 129,439,090
    Net asset value per redeemable participating preference share (pence) 7 134.05 121.55

    The financial statements and notes on pages 60 to 80 were approved by the directors on 24 March 2025 and signed on behalf of the Board by:

    Michael Phair        Andrew Zychowski

    Director        Director

    The accompanying notes on pages 64 to 80 form an integral part of these financial statements.

    Statement of Comprehensive Income of the Fund

    For the year ended 31 December 2024

      Notes Revenue
    GBP
    Capital
    GBP
    2024
    Total
    GBP
    2023
    Total
    GBP
    Revenue          
    Dividend income 8 9,017,257 9,017,257 9,004,249
    Interest income 8 85,246 85,246 91,389
    Net movement in the fair value of securities (at fair value through profit or loss) 9 12,852,158 12,852,158 (6,799,595)
    Net movement on foreign exchange   1,579,028 1,579,028 698,809
    Total revenue   9,102,503 14,431,186 23,533,689 2,994,852
    Expenditure          
    Investment management fees 2o 375,146 562,719 937,865 916,770
    Custodian fees 2l 16,316 16,316 15,323
    Corporate Broker’s fees 2m 67,175 67,175 65,483
    Directors’ fees and expenses   146,631 146,631 154,809
    Legal and professional fees   11,697 11,697 6,558
    Audit fees   39,000 39,000 39,000
    Tax fees           6,948 6,948 7,560
    Registrar’s fees   49,496 49,496 44,779
    Administration and secretarial fees 2k 133,981 133,981 130,967
    General expenses   160,156 160,156 190,771
    Investor relations fee 2u 173,211 173,211 170,748
    Operating expenses   1,179,757 562,719 1,742,476 1,742,768
    Net operating profit before finance costs   7,922,746 13,868,467 21,791,213 1,252,084
    Finance costs 2r (602,287) (903,431) (1,505,718) (1,570,018)
    Profit/(loss) before tax   7,320,459 12,965,036 20,285,495 (317,934)
    Withholding tax expense 12 (1,343,801) (1,343,801) (1,341,655)
    Net profit/(loss) after taxation   5,976,658 12,965,036 18,941,694 (1,659,589)
    Profit/(loss) per redeemable participating preference share – basic and diluted (pence)         10 5.61 12.18 17.79 (1.56)

    The total column of this statement represents the Fund’s Statement of Comprehensive Income, prepared in accordance with UK- adopted IFRS. There are no items of other comprehensive income, therefore net profit/(loss) after taxation is the total comprehensive income. The supplementary revenue and capital columns are both prepared in accordance with the Statement of Recommended Practice issued by the AIC as disclosed in note 2a. All items in the above statement derive from continuing operations. No operations were acquired or discontinued in the year.

    There are £nil (2023: £nil) earnings attributable to the management shares.

    The accompanying notes on pages 64 to 80 form an integral part of these financial statements.

    Statement of Changes in Redeemable Participating Preference Shareholders’ Equity of the Fund

    For the year ended 31 December 2024

      Notes Stated Capital
    Account
    GBP
    Retained
    Income
    GBP
    Total
    GBP
    At 1 January 2023   49,704,414 86,931,602 136,636,016
    Loss for the year   (1,659,589) (1,659,589)
    Dividends 11 (5,537,337) (5,537,337)
    At 31 December 2023   49,704,414 79,734,676 129,439,090
    Buyback of shares during year 6 (43,100) (43,100)
    Profit for the year   18,941,694 18,941,694
    Dividends 11 (5,643,294) (5,643,294)
    At 31 December 2024   49,661,314 93,033,076 142,694,390

    The accompanying notes on pages 64 to 80 form an integral part of these financial statements.

    Statement of Cash Flows of the Fund

    For the year ended 31 December 2024

               2024 2023
             Notes GBP GBP
    Cash flows from operating activities      
    Net profit/(loss) after taxation           18,941,694 (1,659,589)
    Adjustments for:      
    Net movement in the fair value of securities (at fair value through profit or loss)         9 (12,852,158) 6,799,595
    Realised gains on foreign exchange         2p (1,401,441) (1,345,395)
    Unrealised (gains)/losses on foreign exchange         2p (177,587) 646,586
    Payment for purchases of securities           (64,019,103) (46,058,637)
    Proceeds from sale of securities           53,561,820 55,587,931
    Operating cash flows before movements in working capital           (5,946,775) 13,970,491
    Increase in receivables           (109,799) (24,452)
    Increase/(decrease) in payables and accruals           23,448 (152,089)
    Net generated (used in)/from operating activities           (6,033,126) 13,793,950
    Cash flows generated used in financing activities      
    Repayments of borrowings                   (352,730,557) (236,205,147)
    Buyback of shares          6 (43,100)
    New bank loans raised           361,474,806 230,999,895
    Dividends paid         11 (5,643,294) (5,537,337)
    Net cash generated from/(used in) financing activities           3,057,855 (10,742,589)
    Net (decrease)/increase in cash and cash equivalents           (2,975,271) 3,051,361
    Cash and cash equivalents at the beginning of the year           4,433,118 1,523,392
    Effect of foreign exchange rate changes           (112,316) (141,635)
    Cash and cash equivalents at the end of the year           1,345,531 4,433,118
    Cash and cash equivalents made up of:      
    Cash at bank         4 1,345,531 4,433,118

    The accompanying notes on pages 64 to 80 form an integral part of these financial statements.

    Notes to the Financial Statements of the Fund

    For the year ended 31 December 2024

    1.        General Information

    The Company is a closed-ended investment company incorporated in Jersey on 24 May 2006 and is regulated for Financial Services Business by the JFSC. The Company has one closed-ended cell, Middlefield Canadian Income – GBP PC, also referred to as the “Fund”. The Fund seeks to provide shareholders with a high level of dividends as well as capital growth over the longer term. The Fund intends to pay dividends on a quarterly basis each year. The Fund seeks to achieve its investment objective by investing predominantly in the securities of companies and REITs domiciled in Canada and the U.S. that the Investment Manager believes will provide an attractive level of distributions, together with the prospect for capital growth. In 2015, shareholders also approved an amendment to the Investment Policy to increase the percentage of the value of portfolio assets which may be invested in securities listed on recognised stock exchanges outside Canada to up to 40 per cent.

    The address of the Company’s registered office is 28 Esplanade, St. Helier, Jersey JE2 3QA, Channel Islands.

    The Fund’s shares have been admitted to the Official List of the FCA and to trading on the London Stock Exchange’s Main Market for listed securities.

    The Company and Fund have no employees.

    The functional and presentational currency of the Company and the Fund is Pounds Sterling (‘GBP’) as the Fund is trading on the London Stock Exchange’s Main Market.

    2.        Summary of Material Accounting Policy Information

    a.        Basis of preparation

    The financial statements of the Fund have been prepared on the historical cost basis, except for the measurement at fair value of investments and derivatives, and in accordance with UK-adopted IFRS and interpretations issued by the IFRSIC. The preparation of the Financial Statements in conformity with IFRS requires the directors to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the Financial Statements and the reported amounts of revenues and expenses during the reporting year. Although these estimates are based on management’s best knowledge of current events and actions, actual results may ultimately differ from those estimates.

    Where presentational guidance set out in the SORP Financial Statements of Investment Trust Companies and Venture Capital Trusts (July 2022) issued by the AIC is consistent with the requirements of IFRS, the directors have prepared the Financial Statements on a basis compliant with the recommendations of the SORP. The supplementary information which analyses the Statement of Comprehensive Income between items of a revenue and a capital nature is presented in accordance with the SORP.

    The financial statements are prepared in accordance with UK-adopted IFRS as required by the UK Listing and the Disclosure Guidance and Transparency Rules. Companies (Jersey) Law 1991 prescribes which generally accepted accounting principles are allowed to be adopted by Jersey market traded companies in the preparation of their annual financial statements.

    Critical accounting estimates and judgements

    The preparation of the Financial Statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the accounting policies.

    The following are the critical judgements that the directors have made in the process of applying the accounting policies that have the most significant effect on the amounts recognised in the financial statements.

    Expenses have been charged to the Statement of Comprehensive Income and shown in the revenue column. Management fees and finance costs have been allocated 60% to capital and 40% to revenue. This is in accordance with the Board’s expected long-term split of returns, in the form of capital gains and income respectively, from the investment portfolio.

    There were no judgements made in relation to the fair value of the investments, as all investments are quoted.

    Adoption of new standards and amendments

    The following amendments to existing standards that are effective for the first time for the financial period beginning 1 January 2024 that have had an immaterial impact on the Company and the Fund:

    Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2)

    The Company has adopted the amendments to IAS 1 for the first time in the current period. The amendments change the requirements in IAS 1 regarding disclosure of accounting policies. The amendments replace all instances of the term ‘significant accounting policies’ with ‘material accounting policy information’. Accounting policy information is material if, when considered together with other information included in an entity’s financial statements, it can reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements.

    The supporting paragraphs in IAS 1 are also amended to clarify that accounting policy information that relates to immaterial transactions, other events or conditions is immaterial and need not be disclosed. Accounting policy information may be material because of the nature of the related transactions, other events or conditions, even if the amounts are immaterial. However, not all accounting policy information relating to material transactions, other events or conditions is itself material.

    The IASB has also developed guidance and examples to explain and demonstrate the application of the ‘four-step materiality process’ described in IFRS Practice Statement 2.

    Amendments to IAS 1 Classification of Liabilities as Current or Non-current

    The group has adopted the amendments to IAS 1, published in January 2020, for the first time in the current year.

    The amendments affect only the presentation of liabilities as current or non-current in the statement of financial position and not the amount or timing of recognition of any asset, liability, income or expenses, or the information disclosed about those items.

    The amendments clarify that the classification of liabilities as current or non-current is based on rights that are in existence at the end of the reporting period, specify that classification is unaffected by expectations about whether an entity will exercise its right to defer settlement of a liability, explain that rights are in existence if covenants are complied with at the end of the reporting period, and introduce a definition of ‘settlement’ to make clear that settlement refers to the transfer to the counterparty of cash, equity instruments, other assets or services.

    Amendments to IAS 1 Presentation of Financial Statements Non-current Liabilities with Covenants

    The group has adopted the amendments to IAS 1, published in November 2022, for the first time in the current year. The amendments specify that only covenants that an entity is required to comply with on or before the end of the reporting period affect the entity’s right to defer settlement of a liability for at least twelve months after the reporting date (and therefore must be considered in assessing the classification of the liability as current or non-current). Such covenants affect whether the right exists at the end of the reporting period, even if compliance with the covenant is assessed only after the reporting date (e.g. a covenant based on the entity’s financial position at the reporting date that is assessed for compliance only after the reporting date). The IASB also specifies that the right to defer settlement of a liability for at least twelve months after the reporting date is not affected if an entity only has to comply with a covenant after the reporting period. However, if the entity’s right to defer settlement of a liability is subject to the entity complying with covenants within twelve months after the reporting period, an entity discloses information that enables users of financial statements to understand the risk of the liabilities becoming repayable within twelve months after the reporting period. This would include information about the covenants (including the nature of the covenants and when the entity is required to comply with them), the carrying amount of related liabilities and facts and circumstances, if any, that indicate that the entity may have difficulties complying with the covenants.

    The Company has adopted the amendments to IAS 8 for the first time in the current year. The amendments replace the definition of a change in accounting estimates with a definition of accounting estimates. Under the new definition, accounting estimates are “monetary amounts in financial statements that are subject to measurement uncertainty”. The definition of a change in accounting estimates was deleted.

    There are no other standards, interpretations or amendments to the existing standards that are not yet effective that would be expected to have a significant impact on the Company.

    New standards and interpretations not yet effective and have not been adopted early by the Company

    •        Amendments to IAS 21, ‘The Effects of Changes in Foreign Exchange Rates: Lack of exchangeability’. (effective periods commencing on or after 1 January 2025 for IFRS).

    •        Amendments to IFRS 9 and IFRS 7 ‘Amendments to the Classification and Measurement of Financial Instruments’. (effective periods commencing on or after 1 January 2026 for IFRS).

    •        IFRS 18 ‘Presentation and Disclosure in Financial Statements’. (effective periods commencing on or after 1 January 2027 for IFRS).

    There are no other standards, interpretations or amendments to existing standards that are not yet effective that would be expected to have a significant impact on the Company.

    b.        Financial instruments

    Financial instruments carried on the Statement of Financial Position include securities, accrued dividend income, cash at bank, loan payable, other payables and accruals. The particular recognition methods adopted are disclosed in the individual policy statements associated with each item.

    Disclosures about financial instruments to which the Fund is a party are provided in Note 16.

    c.        Securities

    Investments in listed securities have been classified as fair value through profit or loss securities and are those securities intended to be held for a short period of time but which may be sold in response to needs for liquidity or changes in interest rates. These are held at fair value through profit or loss, as they are managed and the performance evaluated on a fair value basis.

    Fair value through profit or loss securities are initially recognised as at fair value, which is taken to be the cost. The securities are subsequently re-measured at fair value based on quoted bid prices on the stock exchange at the reporting date. Gains and losses arising from changes in the fair value of these securities are recognised in profit or loss as they arise.

    All purchases and sales of investments and trading securities that require delivery within the time frame established by regulation or market convention (“regular way” purchases and sales) are recognised at the trade date, which is the date on which the Fund commits to purchase or sell the asset. In cases which are not within the time frame established by regulation or market convention, such transactions are recognised on the settlement date. Any change in fair value of the asset to be received is recognised between the trade date and the settlement date.

    d.        Receivables

    Trade and other receivables are recognised when the Fund becomes a party to the contractual provisions of the receivables. They are measured, at initial recognition, at fair value plus transaction costs, if any. They are subsequently measured at amortised cost. The amortised cost is the amount recognised on the receivable initially, minus principal repayments, plus cumulative amortisation (interest) using the effective interest method (except for short term receivables where the recognition of interest would be immaterial) of any difference between the initial amount and the maturity amount, adjusted for any loss allowance.

    e.        Cash and cash equivalents

    Cash includes amounts held in interest bearing accounts. Cash and cash equivalents comprise bank balances and cash held by the Fund. The carrying value of these assets approximates their fair value.

    f.        Prepayments

    Prepayments comprise amounts paid in advance including, but not limited to, payments for insurance, listing fees and AIC membership fees. Payments are expensed to the Statement of Comprehensive Income over the period for which the Fund is receiving the benefit of these expenditures.

    g.        Provisions

    A provision is recognised when the Fund has a legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligations.

    h.        Share capital

    Redeemable participating preference shares are only redeemable at the sole option of the directors, participate in the net income of the Fund during its life and are classified as equity in line with IAS 32 Financial Instruments: Presentation (see Note 6). Buyback shares are measured at cost and deducted from equity. Transaction costs relating to buyback shares do not form part of cost of the buyback shares.

    i.        Net asset value per redeemable participating preference share

    The NAV per redeemable participating preference share is calculated by dividing the net assets attributable to redeemable participating preference shareholders included in the Statement of Financial Position by the number of redeemable participating preference shares in issue at the year end.

    j.        Issue costs

    The expenditure directly attributable to the launch of the Fund’s shares and all other costs incurred on the launch and subsequent issues of the Fund’s shares are written off immediately against proceeds raised.

    k.        Administration and secretarial fees

    Under the provisions of the Administration Agreement dated 18 August 2011 between the Fund and JTC Fund Solutions (Jersey) Limited as Administrator, the Administrator is entitled to a fee for administrative and secretarial services payable by the Fund quarterly in arrears at a rate of 0.10 per cent. per annum of the average NAV of the Fund calculated over the relevant quarterly period.

    l.        Custodian fees

    The Custodian was appointed as Custodian of the Fund’s assets on 6 October 2011. The Fund pays the Custodian 0.01 per cent. per annum of the Fund’s NAV, accrued for at each valuation date.

    m.        Corporate Broker’s fees

    The Fund pays the Corporate Broker quarterly in arrears at a rate of 0.05 per cent. per annum of the average NAV of the Fund calculated over the relevant period.

    n.        Going concern

    In the opinion of the directors, the Company and the Fund have adequate resources to continue in operational existence for the foreseeable future being at least the next twelve months from the approval of these financial statements. For this reason, the Financial Statements have been prepared using the going concern basis.

    The directors considered, inter alia, the following factors:

    •        ongoing shareholder interest in the continuation of the Fund;

    •        the Fund has sufficient liquidity in the form of cash assets to meet all on-going expenses;

    •        should the need arise, the directors have the option to reduce dividend payments in order to positively affect the Fund’s cash flows; and

    •        the Fund’s investments in Canadian and U.S. securities are readily realisable to meet liquidity requirements, if necessary.

    The directors appreciate the severity of the current economic environment and continue to assess, in conjunction with the Investment Manager and the Investment Advisor, the situation and how it may impact the Company in the short and long term. The directors consider the Company to be well placed to withstand any significant adverse shocks and assume the going concern basis to be appropriate.

    The accompanying financial statements have been prepared on a going concern basis, which assumes the Company will continue to operate and meet its obligations as they fall due. However, the Company’s ability to continue as a going concern is subject to material uncertainty.

    Since the Company’s year end, on 10 February 2025 the Company, together with three other UK-listed closed-end funds, received a requisition notice from Saba, marking the second phase of Saba’s recent activist campaign in the UK-listed closed-end fund sector. The first phase commenced on 18 December 2024 with Saba requisitioning general meetings at seven UK-listed closed-end funds, proposing resolutions (each of which later failed) to remove the current independent directors of those seven funds and replace them with Saba’s own appointees, with a view to also terminating the management contracts and, in due course, replacing the investment managers with Saba.

    The requisition notice received by the Company on 10 February 2025 was for the approval by shareholders of the taking of all necessary steps to implement a scheme or process by which shareholders would become (or have the option to become) shareholders of a UK-listed open-ended investment company (or similar open-ended investment vehicle) implementing a substantially similar strategy to the Company. Such scheme or process could entail shareholders rolling into an existing or newly established UK-listed open-ended investment company (or similar open-ended investment vehicle), in either case managed by the Company’s existing investment manager or one of its affiliates.

    Following consultation with a number of the Company’s largest shareholders including Saba, and following constructive discussions with Saba, on 21 February 2025 the Company announced that Saba had agreed to withdraw its requisition notice for a period of 60 days to enable the Company and its advisers to formulate proposals that are in the best interests of all shareholders.

    At the current time, the Board is in the process of considering a number of strategic options in the best interests of shareholders as a whole. A further announcement regarding future proposals which the Company may put to shareholders will be made in due course. Although the Board is confident that the Company will have sufficient financial resources to meet its obligations due within twelve months from the date of approval of the financial statements, the uncertain future outcome of the Board’s deliberations indicates the existence of a material uncertainty that may cast significant doubt on the Company’s ability to continue as a going concern. Nevertheless, the Board believes that it is appropriate to continue to adopt the going concern basis in preparing the financial statements.

    o.        Investment management fees

    The Investment Manager is entitled to a management fee payable by the Fund quarterly in arrears at a rate of 0.70 per cent. per annum of the average NAV of the Fund calculated over the relevant quarterly period.

    Investment management fees for the year ended 31 December 2024 total £937,865 (31 December 2023: £916,770). The fee is split between the Investment Manager and the Investment Advisor at a ratio of 0.60 per cent: 0.10 per cent of the 0.70 per cent fee.

    Investment management fees have been split 60% to capital and 40% to revenue (see note 2a for further details regarding the allocation of the management fees).

    p.        Foreign currency translation

    Monetary assets and liabilities denominated in foreign currencies are translated into Pound Sterling at exchange rates in effect at the reporting date. Realised and unrealised gains and losses on foreign currency transactions are charged or credited to the Statement of Comprehensive Income as foreign currency gains and losses. The cost of investments, and income and expenditure are translated into Pound Sterling based on exchange rates on the date of the transaction. Realised gains on foreign exchange currency transactions totalled £1,401,441 for the year (2023: gains of £1,309,333). Realised gains on forward exchange contracts totalled £ nil (2023: gains of £36,062). Unrealised gains on foreign currency translations totalled £177,587 (2023: losses of £646,586).

    q.        Revenue recognition

    Dividend income arises from equity investments held and is recognised on the date investments are marked ‘ex-dividend’. Where the Company elects to receive dividends in the form of additional shares rather than cash, the equivalent to the cash dividend is recognised as income in revenue and any excess in value of the shares received over this is recognised in capital. Dividend income is shown gross of withholding tax. Interest income arises from cash and cash equivalents and quoted bonds and is recognised in the Statement of Comprehensive Income using the effective interest method.

    Special dividends are reviewed on a case by case basis in determining whether the dividend is to be treated as revenue or capital. Amounts recognised as revenue will form part of the distributable revenue. Amounts recognised as capital are included in realised gains. The tax accounting treatment follows the treatment of the principal amount.

    r.        Loan payable and finance costs

    Loan payable is initially measured at fair value and is subsequently measured at amortised cost using the effective interest rate method. The effective interest rate method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability or, where appropriate, a shorter period, to the net carrying amount on initial recognition.

    s.        Related parties

    Related parties are individuals and companies who have the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions (see Note 13).

    t.        Business and geographical segments

    The directors are of the opinion that the Fund is engaged in a single segment of business investing predominantly in securities and REITs domiciled in Canada and the U.S. to which the Fund is solely exposed and therefore no segmental reporting is provided.

    u.        Investor relations fee

    The Investment Advisor and Investment Manager are paid an additional fee for investor relations services totalling as the lesser of 15 basis points of the market value of the Fund or £200,000 per annum, with the fee to be calculated daily based on the closing market value of the Fund and payable quarterly in arrears.

    Investor relations fee for the year ended 31 December 2024 total £173,211 (31 December 2023: £170,748).

    3.        Securities (at fair value through profit and loss)

      2024 2023
      GBP GBP
    Quoted/listed Equities 169,952,944 146,643,502

    Please refer to Note 22 for the Schedule of Investments.

    4.        Cash and cash equivalents

      2024 2023
      GBP GBP
    Cash at bank 1,345,531 4,433,118

    Cash and cash equivalents comprise cash held by the Fund and bank balances with an original maturity of three months or less. The carrying value of these assets approximates their fair value.

    5.        Other payables and accruals

      2024 2023
      GBP GBP
    Investment management fees (Note 13) 254,113 220,372
    Corporate Broker’s fees 18,151 15,741
    Audit fees 39,000 39,000
    Administration fees 36,302 31,481
    General expenses 17,970 22,334
    Registrar’s fees 10,286 9,466
    Tax service fees 6,894 6,840
    Custodian fees 3,560 3,148
    Investor relations fee (Note 13) 48,653 40,111
      434,929 388,493

    6.        Stated capital

    The authorised share capital of the Fund is split into two management shares of no par value and an unlimited number of redeemable participating preference shares of no par value, the latter of which are attributable solely to the Fund.

      No. of shares GBP
    Management shares issued    
    2 management shares of no par value issued at 100.00 pence each 2 2
    At 31 December 2024 and 2023 2 2
    Redeemable participating preference shares issued (excluding shares held in treasury)    
    At 31 December 2023 106,487,250 49,704,412
    28 August 2024, 20,000 shares of no par value repurchased at £ 1.075 each (20,000) (21,500)
    30 August 2024, 20,000 shares of no par value repurchased at £ 1.08 each (20,000) (21,600)
    At 31 December 2024 106,447,250 49,661,312
    Total   49,661,314

    The holders of redeemable participating preference shares are entitled to receive in proportion to their holdings, all of the revenue profits of the Fund (including accumulated revenue reserves).

    Each redeemable participating preference shareholder is entitled to one vote for each share held, provided all amounts payable in respect of that share have been paid.

    Management shares are non-redeemable, have no right in respect of the accrued entitlement, and have no right to participate in the assets of the Fund on a winding-up. In all other respects, the management shares have the same rights and restrictions as redeemable participating preference shares. Each management share entitles the holder to one vote for each share held.

    Redeemable participating preference shares are redeemed at the absolute discretion of the directors. Since redemption is at the discretion of the directors, in accordance with the provisions of IAS 32, the redeemable participating preference shares are classified as equity. The Fund will not give effect to redemption requests in respect of more than 25 per cent. of the shares then in issue, or such lesser percentage as the directors may decide.

    At the year end, there were 18,235,000 (31 December 2023: 18,195,000) treasury shares in issue. Treasury shares have no value and no voting rights.

    FCA regulation of ‘non-mainstream pooled investments’

    On 1 January 2014, the FCA introduced rules relating to the restrictions on the retail distribution of unregulated collective investment schemes and close substitutes (non-mainstream pooled investments). UK investment trusts are excluded from these restrictions, as are other “excluded securities” as defined by the FCA.

    As reported in last year’s annual report, the Board believes that the Company’s shares are “excluded securities” under the FCA’s definitions of such and, as a result, the FCA’s restrictions on retail distribution do not apply. This status is reviewed annually and the Board intends to conduct the Company’s affairs to retain such status for the foreseeable future.

    Retained Earnings

    This reserve records all net gains and losses and transactions with owners not recorded elsewhere. This reserve is available for distribution to the shareholders. Dividends paid to shareholders are recognised directly in this reserve.

    7.        Net asset value per redeemable participating preference share

    The NAV per share of 134.05p (31 December 2023: 121.55p) is based on the net assets at the year end of £142,694,390 (31 December 2023: £129,439,090) and on 106,447,250 redeemable participating preference shares, being the number of redeemable participating preference shares in issue at the year end (31 December 2023: 106,487,250 shares).

    8.        Dividend and interest income

          2024  
      Revenue Capital Total 2023
      GBP GBP GBP GBP
    Interest Income 85,246 85,246 91,389
    Dividend income 9,017,257 9,017,257 9,004,249
      9,102,503 9,102,503 9,095,638

    9.        Net movement in the fair value of securities

          2024  
      Revenue Capital Total 2023
      GBP GBP GBP GBP
    Gains on sale of securities 5,635,000 5,635,000 608,988
    Gains/(losses) on the revaluation of securities at year end 7,217,158 7,217,158 (7,408,583)
    Net movement in the fair value of securities (at fair value through profit or loss) 12,852,158 12,852,158 (6,799,595)

    10.        Profit/(loss) per redeemable participating preference share – basic and diluted

    Basic profit/(loss) per redeemable participating preference share is calculated by dividing the net profit attributable to redeemable participating preference shares of £18,941,694 (31 December 2023: £1,659,589 loss) by the weighted average number of redeemable participating preference shares outstanding during the year of 106,473,698 shares (31 December 2023: 106,487,250 shares). The allocation between revenue and capital can be found on the Statement of Comprehensive Income of the Fund on page 61.

    11.        Dividends

    Dividends of 1.325 pence per share were paid on a quarterly basis during the year in the months of January, April, July and October being 5.3 pence per share for the year and totalling £5,643,294 (31 December 2023: £5,537,337). On 31 January 2025 a dividend of £1,463,650 was paid of 1.375 pence per share. In accordance with the requirements of IFRS, as this was approved on 2 January 2025, being after the reporting date, no accrual was reflected in the 2024 Financial Statements for this amount of £1,463,650 (31 December 2023: £1,410,956).

    Dividends payable in respect of the financial year, which is the basis on which the requirements of Section 1158/1159 of the Corporation Tax Act 2010 are considered (see note 12) comprise the dividends paid in April, July and October of the financial year together with the dividend paid in January following the financial year end. For 2024 these dividends amounted to 5.35 pence per share (for 2023: 5.225 pence per share)

    12.        Taxation

    The Fund is subject to UK corporation tax at a rate of 25% (2023: 19% for three months and 25% for nine months of the year). The Company adopted UK tax residency on 11 October 2011. Since that date the Company has been managed in such a way as to be able to meet the conditions for approval as an investment trust under Section 1158 of the Corporation Tax Act 2010. As an investment trust, all capital gains are exempt from UK corporation tax. On 7 December 2012, the Company received approval from HM Revenue & Customs to be treated as an investment trust in accordance with Section 1158 of the Corporation Tax Act 2010 and will seek to remain so approved.

    The Fund incurred £1,343,801 (2023: £1,341,655) of withholding tax on foreign dividends during the year and this expense has been included in the Statement of Comprehensive Income.

    13.        Related party transactions

    The directors are regarded as related parties and key management personnel. Total directors’ fees earned during the year amounted to £126,000 of which £Nil was due at year end (2023: £125,215 of which £Nil was due at the year end). Each non-executive director, other than Mr. Orrico, earned a fee of £29,000 in respect of the financial year (2023: £29,000), the Chairman earned a fee of £36,000 (2023: £36,000) and the Chairman of the Audit Committee £32,000 (2023: £32,000). Mr Orrico waived any right to charge a fee in 2024 and 2023.

    The directors held an interest in shares and received dividends during the year. Their interest in shares and the dividends received during the year are disclosed within the Directors’ Remuneration Report.

    The Investment Advisor and Investment Manager are also regarded as a related party due to common ownership. Total management fees paid during the year amounted to £937,865 (2023: £916,770), of which £254,113 (2023: £220,372) was outstanding at 31 December 2024.

    The Investment Advisor and Investment Manager are also paid an additional fee for investor relations services. The fee for the year ended 31 December 2024 amounted to £173,211 (31 December 2023: £170,748), of which £48,653 (2023: £40,111) was outstanding at 31 December 2024.

    The fees for the above are all arm’s length transactions.

    14.        Loan payable

    The Fund has a credit facility agreement with RBC whereby RBC provides a credit facility, with a maximum principal amount of the lesser of CAD 75,000,000 and 25 per cent. of the total asset value of the Fund. The credit facility was amended on 3 April, 2024 to replace Banker’s Acceptances with CORRA (Canadian Overnight Repo Rate Average administered and published by the Bank of Canada) loans.

    At 31 December 2024, the amount drawn down under the credit facility was CAD 52,000,000 (GBP equivalent at amortised cost of £28,884,872) (31 December 2023: CAD 37,000,000 (GBP equivalent at amortised cost of £21,831,966)). The loan value of CAD 52,000,000 was made up of three loans as follows:

    Issue date Maturity date Loan amount
    12 December 2024 13 January 2025 CAD10,000,000
    16 December 2024 15 January 2025 CAD10,000,000
    18 December 2024 18 February 2025 CAD32,000,000

    As at 31 December 2024, the interest paid on the Banker’s Acceptance and Term CORRA loans totalled £1,458,822 (year ended 31 December 2023 [Banker’s Acceptance only]: £1,388,175) with £48,282 accrued at year end.

    Interest on Prime Loans is Prime Rate minus 0.35 per cent. In the case of Term CORRA loans, the Term CORRA rate plus 0.60 per cent. per annum is payable.

    15.        Security agreement

    In connection with entry into the credit facility agreement, the Fund has entered into a general security agreement with RBC, pursuant to which the Fund has granted RBC interests in respect of collateral, being all present and future personal property, including the securities portfolio, as security for the Fund’s obligations under the credit facility agreement.

    16.        Financial instruments

    Fair values

    The carrying amounts of the investments, accrued income, other receivables, cash and cash equivalents, loan payable and other payables approximate their fair values.

    Management of capital

    The Investment Manager manages the capital of the Fund in accordance with the Fund’s Investment Objectives and Policy.

    The capital structure of the Fund consists of proceeds from the issue of preference shares, loans and reserve accounts. The Investment Manager manages and adjusts its capital in response to general economic conditions, the risk characteristics of the underlying assets and working capital requirements. Generally speaking, the Fund will reduce leverage when investments are likely to decrease in value and will increase leverage when investment appreciation is anticipated. In order to maintain or adjust its capital structure, the Fund may borrow or repay debt under its Credit Facility or undertake other activities deemed appropriate under the specific circumstances. The Fund and the Company do not have any externally imposed capital requirements. However, the Fund is subject to bank covenants in respect of leverage and complied with those covenants for the whole of both 2024 and 2023.

    Investment and trading activities

    It is intended that the Fund will continue throughout its life to be primarily invested in a Canadian and U.S. equities portfolio. In 2015, the percentage of the value of portfolio assets which may be invested in securities listed on a recognised stock exchange outside Canada was increased to up to 40 per cent. At year end, 4.36% of the portfolio was invested in securities outside of Canada.

    The Fund’s investing activities expose it to various types of risk that are associated with the financial instruments and markets in which it invests. The most important types of financial risk to which the Fund is exposed are market price risk, interest rate risk and currency risk.

    Credit risk

    Credit risk is the risk that an issuer or counterparty may be unable or unwilling to meet a commitment that it has entered into with the Fund.

    The Fund’s principal financial assets are bank balances and cash, other receivables and investments as set out in the Statement of Financial Position which represents the Fund’s maximum exposure to credit risk in relation to the financial assets. The credit risk on bank balances is limited because the counterparties are banks with high credit ratings of A, A- and BBB+ assigned by Standard and Poor’s rating agency. All transactions in listed securities are settled upon delivery using approved brokers.

    The risk of default is considered minimal as delivery of securities sold is only made once the broker has received payment. Payment is made on a purchase once the securities have been received by the broker. The trade will fail if either party fails to meet its obligations. Where the Investment Manager makes an investment in debt or corporate securities, the credit rating of the issuer is taken into account to manage the Company’s exposure to risk of default. Investments in debt or corporate securities are across a variety of sectors and geographical markets, to avoid concentration of credit risk.

    The Fund’s maximum exposure to credit risk is the carrying value of the assets on the Statement of Financial Position.

    Market price risk

    Market price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices (other than those arising from interest rate risk or currency risk), whether those changes are caused by factors specific to the individual financial instrument or its issuer, or factors affecting similar financial instruments traded in the market. The Fund’s exposure to market price risk is comprised mainly of movements in the value of the Fund’s investments.

    It is the business of the Investment Manager to manage the portfolio and borrowings to achieve the best returns. The directors manage the risk inherent in the portfolio by monitoring, on a formal basis, the Investment Manager’s compliance with the Company’s stated Investment Policy and reviewing investment performance.

    Country risk

    On 17 January 2012, the FRC released “Responding to the increased country and currency risk in financial reports”. This update from the FRC included guidance on responding to the increased country and currency risk as a result of funding pressures on certain European countries, the curtailment of capital spending programs (austerity measures) and regime changes in the Middle East.

    The Fund invests primarily in Canadian and U.S. securities. The Investment Manager monitors the Company’s exposure to foreign currencies on a daily basis. The Board has reviewed the disclosures and believes that no additional disclosures are required because the Canadian and U.S. economies are stable.

    Fair value measurements

    IFRS 13 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under IFRS 13 are as follows:

    •        Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities; or

    •        Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices); or

    •        Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs).

    The level in the fair value hierarchy within which the fair value measurement is determined on the basis of the lowest level input that is significant to the fair value measurement in its entirety. For this purpose, the significance of an input is assessed against the fair value measurement in its entirety. If a fair value measurement uses observable inputs that require significant adjustment based on unobservable inputs, that measurement is a level 3 measurement. Assessing the significance of a particular input to the fair value measurement in its entirety requires judgment, considering factors specific to the asset or liability.

    The determination of what constitutes ‘observable’ requires significant judgment by the Directors. The Directors consider observable data to be that market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market.

    The following tables present the Fund’s financial instruments by level within the valuation hierarchy as of 31 December 2024 and 31 December 2023:

      Level 1 Level 2 Level 3 Total
    31 December 2024 GBP GBP GBP GBP
    Financial assets        
    Securities (at fair value through profit or loss) 169,952,944 169,952,944
             
      Level 1 Level 2 Level 3 Total
    31 December 2023 GBP GBP GBP GBP
    Financial assets        
    Securities (at fair value through profit or loss) 146,643,502 146,643,502

    The Fund holds securities that are traded in active markets. Such financial instruments are classified as Level 1 of the IFRS 13 fair value hierarchy. There were no transfers between Level 1, 2 and 3 in the year.

    Market Price sensitivity

    At 31 December 2024, if the market prices of the securities had been 30% higher with all other variables held constant, the increase in net assets attributable to holders of redeemable participating preference shares for the year would have been £50,985,883 (2023: £43,993,051) higher, arising due to the increase in the fair value of financial assets at fair value through profit or loss.

    At 31 December 2024, if the market prices of the securities had been 30% lower with all other variables held constant, the decrease in net assets attributable to holders of redeemable shares for the year would have been equal, but opposite, to the figures stated above.

    Interest rate risk

    Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.

    The Fund’s interest rate sensitive assets and liabilities mainly comprise cash and cash equivalents, debt securities and loan payable. The cash and cash equivalents are subject to floating rates and are considered to be part of the investment strategy of the Fund. No other hedging is undertaken in respect of this interest rate risk.

    There were no fixed rate assets or liabilities at 31 December 2024 and 31 December 2023.

    The following table details the Fund’s exposure to interest rate risk at 31 December 2024 and 31 December 2023:

      Floating rate assets
      Weighted   Weighted  
      average interest 2024 average interest 2023
      at year end GBP at year end GBP
    Assets        
    Floating rate assets        
    Cash and cash equivalents * 1,345,531 * 4,433,118
        1,345,531   4,433,118

    *        Interest on bank balances is not material to the financial statements and are based on prevailing bank base rates.

      Floating rate liabilities
      2024 2023
      GBP GBP
    Liabilities    
    Floating rate liabilities    
    Loan payable (See Note 14) 28,884,872 21,831,966
      28,884,872 27,831,966

    The above analysis excludes short-term debtors and creditors as all material amounts are non-interest bearing.

    Interest rate sensitivity analysis

    At 31 December 2024, had interest rates been 50 basis points higher and all other variables were held constant, the Company’s net assets attributable to redeemable participating preference shares for the year would have decreased by £137,697 (31 December 2023: £86,994) due to an increase in interest payable on the loan and to a lesser extent an increase in interest earnings on cash and cash equivalents.

    Liquidity risk

    Liquidity risk is the risk that the Fund cannot meet its liabilities as they fall due. The Fund’s primary source of liquidity consists of cash and cash equivalents, securities at fair value through profit or loss and the credit facility.

    The Fund’s investments are considered to be readily realisable, predominantly issued by Canadian and U.S. companies and REITs listed on a Canadian Stock Exchange and actively traded.

    As at 31 December 2024, the Fund’s ability to manage liquidity risk was as follows:

      Less than   3 months to More than  
      1 month 1-3 months 1 year 1 year Total
      GBP GBP GBP GBP GBP
    Assets          
    Securities (at fair value through profit or loss) 169,952,944 169,952,944
    Accrued dividend income 719,453 24,221 743,674
    Cash and cash equivalents 1,345,531 1,345,531
      172,017,928 24,221 172,042,149
    Liabilities          
    Other payables and accruals (434,929) (434,929)
    Interest payable (21,788) (26,494) (48,282)
    Loan payable (11,109,566) (17,775,306) (28,884,872)
      (11,566,283) (17,801,800) (29,368,083)
      160,451,645 (17,777,579) 142,674,066

    As at 31 December 2023, the Fund’s ability to manage liquidity risk was as follows:

      Less than   3 months to More than  
      1 month 1-3 months 1 year 1 year Total
      GBP GBP GBP GBP GBP
    Assets          
    Securities (at fair value through profit or loss) 146,643,502 146,643,502
    Other receivables 557,895 74,517 632,412
    Cash and cash equivalents 4,433,118 4,433,118
      151,634,515 74,517 151,709,032
    Liabilities          
    Other payables and accruals (388,493) (388,493)
    Interest payable (71,270) (71,270)
    Loan payable (21,831,966) (21,831,966)
      (22,291,729) (22,291,729)
      129,342,786 74,517 129,417,303

    Currency risk

    The Fund is denominated in GBP, whereas the Fund’s principal investments are denominated in CAD and USD. Consequently, the Fund is exposed to currency risk. The Fund’s policy is therefore to actively monitor exposure to currency risk. The Board reserves the right to employ currency hedging but, other than in exceptional circumstances, does not intend to hedge. The Board considers that exposure was significant at the year end. The fund does not employ any derivative contracts to hedge against exposure to currency risk in line with the decision of the board of directors.

    The Fund’s net exposure to CAD currency at the year end was as follows:

      2024 2023
      GBP GBP
    Assets    
    Securities (at fair value through profit or loss) 169,952,944 146,643,502
    Cash and cash equivalents 757,724 4,193,885
    Accrued income 743,674 632,412
      171,454,342 151,469,799
      2024 2023
      GBP GBP
    Liabilities    
    Loan payable 28,884,872 21,831,966
    Interest payable 48,282 71,270
    General expenses
      28,933,154 21,903,236

    The Fund’s net exposure to USD currency at the year end was as follows:

      2024 2023
      GBP GBP
    Assets    
    Securities (at fair value through profit or loss)
    Cash and cash equivalents 101,771 82,692
      101,771 82,692

    Sensitivity analysis

    At 31 December 2024, had GBP strengthened against the CAD by 5%, with all other variables held constant, the decrease in net assets attributable to shareholders would amount to approximately £7,126,059 (31 December 2023: £6,478,328). Had GBP weakened against the CAD by 5%, this would amount to an increase in net assets attributable to shareholders of approximately £7,126,059 (31 December 2023: £6,478,328).

    At 31 December 2024, had GBP strengthened against the USD by 5%, with all other variables held constant, the decrease in net assets attributable to shareholders would amount to approximately £5,088 (31 December 2023: £4,135). Had GBP weakened against the USD by 5%, this would amount to an increase in net assets attributable to shareholders of approximately £5,088 (31 December 2023: £4,135).

    17.        Cash Flow statement reconciliation of financing activities

          Non-cash changes  
            Foreign    
      1 January     exchange Fair value 31 December
      2024 Cash flows Acquisition movements changes 2024
      GBP GBP GBP GBP GBP GBP
    Financial liabilities held at amortized cost 21,831,966 8,744,249 (1,691,343) 28,884,872
    Total 21,831,966 8,744,249 (1,691,343) 28,884,872
          Non-cash changes  
            Foreign    
      1 January     exchange Fair value 31 December
      2023 Cash flows Acquisition movements changes 2023
      GBP GBP GBP GBP GBP GBP
    Financial liabilities held at amortized cost 27,877,663 (5,205,252) (840,445) 21,831,966
    Total 27,877,663 (5,205,252) (840,444) 21,831,966

    18.        Post year end events

    On 2 January 2025, the Company declared a quarterly dividend of 1.375 pence per share. The ex-dividend date was 9 January 2025 and the record date was 10 January 2025. On 31 January 2025, the dividend of £1,463,650 was paid.

    No redeemable preference shares were purchased by the Company subsequent to year end.

    The loan of CAD 10,000,000 maturing on 13 January 2025, was renewed with a current maturity date of 14 April 2025.

    The loan of CAD 10,000,000 maturing on 15 January 2025, was renewed with a current maturity date of 14 April 2025.

    The loan of CAD 32,000,000 maturing on 18 February 2025, was renewed with a maturity date of 18 March 2025. On 18 March 2025, CAD 2,000,000 was paid down, and CAD 30,000,000 was renewed with a maturity date of 17 April 2025.

    These loans are expected to be renewed for another 30-60 days upon their respective maturities.

    Since the Company’s year end, on 10 February 2025 the Company, together with three other UK-listed closed-end funds, received a requisition notice from Saba, marking the second phase of Saba’s recent activist campaign in the UK-listed closed-end fund sector. The first phase commenced on 18 December 2024 with Saba requisitioning general meetings at seven UK-listed closed-end funds, proposing resolutions (each of which later failed) to remove the current independent directors of those seven funds and replace them with Saba’s own appointees, with a view to also terminating the management contracts and, in due course, replacing the investment managers with Saba. The requisition notice received by the Fund on 10 February 2025 was for the approval by shareholders of the taking of all necessary steps to implement a scheme or process by which shareholders would become (or have the option to become) shareholders of a UK-listed open-ended investment company (or similar open-ended investment vehicle) implementing a substantially similar strategy to the Company. Such scheme or process could entail shareholders rolling into an existing or newly established UK-listed open-ended investment company (or similar open-ended investment vehicle), in either case managed by the Company’s existing investment manager or one of its affiliates. Following consultation with a number of the Company’s largest shareholders including Saba, and following constructive discussions with Saba, on 21 February 2025 the Company announced that Saba had agreed to withdraw its requisition notice for a period of 60 days to enable the Company and its advisers to formulate proposals that are in the best interests of all shareholders. At the current time, the Board is in the process of considering a number of strategic options in the best interests of shareholders as a whole. A further announcement regarding future proposals which the Fund may put to shareholders will be made in due course.

    19.        Controlling party

    In the directors’ opinion there is no ultimate controlling party.

    20.        Contingent Liabilities

    At 31 December 2024 there were no contingent liabilities, guarantees or financial commitments (2023: £nil)

    21.        Going Concern and Material Uncertainty

    The accompanying financial statements have been prepared on a going concern basis, which assumes the Company will continue to operate and meet its obligations as they fall due. However, the Company’s ability to continue as a going concern is subject to material uncertainty.

    Since the Company’s year end, on 10 February 2025 the Company, together with three other UK-listed closed-end funds, received a requisition notice from Saba, marking the second phase of Saba’s recent activist campaign in the UK-listed closed-end fund sector. The first phase commenced on 18 December 2024 with Saba requisitioning general meetings at seven UK-listed closed-end funds, proposing resolutions (each of which later failed) to remove the current independent directors of those seven funds and replace them with Saba’s own appointees, with a view to also terminating the management contracts and, in due course, replacing the investment managers with Saba.

    The requisition notice received by the Company on 10 February 2025 was for the approval by shareholders of the taking of all necessary steps to implement a scheme or process by which shareholders would become (or have the option to become) shareholders of a UK-listed open-ended investment company (or similar open-ended investment vehicle) implementing a substantially similar strategy to the Company. Such scheme or process could entail shareholders rolling into an existing or newly established UK-listed open-ended investment company (or similar open-ended investment vehicle), in either case managed by the Company’s existing investment manager or one of its affiliates.

    Following consultation with a number of the Company’s largest shareholders including Saba, and following constructive discussions with Saba, on 21 February 2025 the Company announced that Saba had agreed to withdraw its requisition notice for a period of 60 days to enable the Company and its advisers to formulate proposals that are in the best interests of all shareholders.

    At the current time, the Board is in the process of considering a number of strategic options in the best interests of shareholders as a whole. A further announcement regarding future proposals which the Company may put to shareholders will be made in due course. Although the Board is confident that the Company will have sufficient financial resources to meet its obligations due within twelve months from the date of approval of the financial statements, the uncertain future outcome of the Board’s deliberations indicates the existence of a material uncertainty that may cast significant doubt on the Company’s ability to continue as a going concern. Nevertheless, the Board believes that it is appropriate to continue to adopt the going concern basis in preparing the financial statements.

    22.        Schedule of Investments – Securities (at fair value through profit or loss)

    As at 31 December 2024

          Bid-Market    
        Book Cost Value % of % of
    Description Shares/Units GBP GBP Net Assets Portfolio
    Equities          
    Bermuda – Quoted Investments 4.36%          
    (2023: 0%)          
    Utilities:          
    Brookfield Infrastructure          
    Partners L.P. 180,000 4,337,056 4,523,371 3.17% 2.66%
    Brookfield Renewable Partners L.P. 160,000 3,079,282 2,890,265 2.03% 1.70%
        7,416,338 7,413,636 5.20% 4.36%
    Canada – Quoted Investments 95.64%          
    (2023: 100%)          
    Materials:          
    Nutrien Ltd. 135,000 5,334,935 4,814,331 3.37% 2.83%
    Energy:          
    ARC Resources Ltd. 160,000 2,043,557 2,311,679 1.62% 1.36%
    Canadian Natural Resources Ltd. 265,000 3,505,545 6,521,038 4.57% 3.84%
    Cenovus Energy Inc. 140,000 1,724,436 1,694,542 1.19% 1.00%
    Paramount Resources Ltd. 160,000 2,419,480 2,812,942 1.97% 1.66%
    Parkland Corporation 120,000 2,301,990 2,164,366 1.52% 1.27%
    Peyto Exploration & Development Corp. 365,000 2,684,145 3,467,018 2.43% 2.04%
    Suncor Energy Inc. 100,000 2,432,647 2,844,049 1.99% 1.67%
    Topaz Energy Corp. 315,000 2,923,886 4,852,075 3.40% 2.85%
    Tourmaline Oil Corp. 220,000 8,765,732 8,103,429 5.68% 4.77%
    Whitecap Resources Inc. 575,000 3,149,422 3,251,492 2.28% 1.91%
        31,950,840 38,022,630 26.65% 22.37%
    Financials:          
    AGF Management Limited Class B 975,000 4,654,905 5,762,532 4.04% 3.39%
    Bank of Montreal 85,000 5,280,172 6,576,197 4.61% 3.87%
    Canadian Imperial Bank of Commerce 115,000 3,533,767 5,794,555 4.06% 3.41%
    Manulife Financial Corporation 235,000 3,183,396 5,759,310 4.04% 3.39%
    National Bank of Canada 45,000 2,113,561 3,269,295 2.29% 1.92%
    Power Corporation of Canada 155,000 3,483,393 3,852,936 2.70% 2.27%
    Royal Bank of Canada 65,000 4,915,407 6,256,102 4.38% 3.68%
    The Bank of Nova Scotia 105,000 4,189,715 4,499,791 3.15% 2.65%
    The Toronto-Dominion Bank 108,000 4,803,184 4,591,162 3.22% 2.70%
        36,157,500 46,361,880 32.49% 27.28%
    Pipelines:          
    Enbridge Inc. 235,000 6,421,061 7,956,255 5.58% 4.68%
    Gibson Energy Inc. 385,000 5,489,785 5,220,302 3.66% 3.07%
    Keyera Corp. 150,000 1,980,830 3,648,659 2.56% 2.15%
    Pembina Pipeline Corporation 180,000 3,827,050 5,310,262 3.72% 3.12%
    South Bow Corporation 35,000 516,704 658,492 0.46% 0.39%
    TC Energy Corporation 160,000 4,921,769 5,941,396 4.16% 3.50%
        23,157,199 28,735,366 20.14% 16.91%
    Power and Utilities:          
    Alta gas Ltd. 200,000 2,877,589 3,711,706 2.60% 2.18%
    Capital Power Corporation 140,000 2,463,033 4,943,646 3.46% 2.91%
        5,340,622 8,655,352 6.06% 5.09%
    Real Estate:          
    Allied Properties Real Estate Investment Trust 165,000 1,741,388 1,567,282 1.10% 0.92%
    Chartwell Retirement Residences 525,000 3,300,753 4,388,973 3.08% 2.58%
    Choice Properties Real Estate Investment Trust 510,000 3,933,239 3,767,809 2.64% 2.22%
    Dream Industrial Real Estate Investment Trust 480,000 3,416,733 3,143,563 2.20% 1.85%
    First Capital Real Estate Investment Trust 400,000 4,133,660 3,755,033 2.63% 2.21%
    Granite Real Estate Investment Trust 50,000 1,901,782 1,915,011 1.34% 1.13%
    Nexus Industrial Real Estate Investment Trust 510,000 2,422,787 2,175,697 1.52% 1.28%
    RioCan Real Estate Investment Trust 390,000 3,566,552 3,947,118 2.77% 2.32%
    Sienna Senior Living Inc. 360,000 3,065,893 3,119,566 2.19% 1.84%
    SmartCentres Real Estate Investment Trust 275,000 3,609,356 3,730,315 2.61% 2.19%
        31,092,143 31,510,367 22.08% 18.54%
    Telecommunications:          
    BCE Inc. 240,000 8,116,899 4,439,382 3.11% 2.62%
    Total Equities   148,566,476 169,952,944 119.10% 100.00%
    Total investments (2024)   148,566,473 169,952,944 119.10% 100.00%
    Total investments (2023)   132,440,939 146,643,502 113.28% 100.00%

    Independent Auditors’ Report

    To the Shareholders of Middlefield Canadian Income PCC (The “Company”)

    Opinion

    We have audited the financial statements of Middlefield Canadian Income PCC (the “Company”), which comprise the Statement of Financial Position as at 31 December 2024, and notes 1 to 4 to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK-adopted International Financial Reporting Standards (‘IFRS’).

    In our opinion the financial statements:

    give a true and fair view of the state of affairs of the Company as at 31 December 2024 and of its results for the year then ended;

    have been properly prepared in accordance with UK-adopted IFRS; and

    have been prepared in accordance with the Companies (Jersey) Law 1991.

    Separate opinion in relation to IFRS as adopted by the European Union

    As explained in note 1, in addition to complying with the Listing Rules obligation to apply UK-adopted IFRS, the Fund has also applied IFRS as adopted by the European Union.

    In our opinion the financial statements give a true and fair view of the financial position of the Fund as at 31 December 2024 and of its financial performance and cash flows for the year then ended in accordance with IFRS as adopted by the European Union.

    Basis for opinion

    We conducted our audit in accordance with International Standards on Auditing (UK) (‘ISAs (UK)’) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of this report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in Jersey, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

    Material uncertainty relating to going concern

    We draw attention to note 2n to the financial statements of the Fund which indicates that the Company’s ability to continue as a going concern is dependent on the outcome of the directors review of a number of strategic options for the future of the Fund and Company as described in note 2n. As stated in note 2n these events presented by the directors indicate that a material uncertainty exists that may cast significant doubt on the Company’s ability to continue as a going concern. Our opinion is not qualified in respect of this matter.

    In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

    Our evaluation of the directors’ assessment of the Company’s ability to continue to adopt the going concern basis of accounting, included:

    Considering the appropriateness of the directors’ conclusion in relation to the matters described in 2n and discussing this with the board;

    Review of the directors’ statement in note 2n and their identification of any material uncertainties to the Company’s ability to continue over a period of at least twelve months from the date of approval of the financial statements;

    Consideration as part of our risk assessment of the nature of the Company, its business model and related risks including where relevant the requirements of the applicable financial reporting framework and the system of internal control; and

    Evaluation of the directors’ assessment of the Company’s ability to continue as a going concern, including challenging the underlying data and key assumptions used to make the assessment, and evaluation of the directors’ plans for future actions in relation to their going concern assessment.

    Other than the above, based on the work we have performed, we have not identified any material uncertainties, other than as disclosed in note 2n to the financial statements of the Fund, relating to events or conditions that, individually or collectively, may cast significant doubt on the Company’s ability to continue as a going concern for a period of at least twelve months from the date of approval of the financial statements.

    Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

    Other information

    The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusions thereon.

    In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements of this other information, we are required to report that fact.

    Independent Auditors’ Report continued

    Other information (continued)

    We have nothing to report in this regard.

    Matters on which we are required to report by exception

    We have nothing to report in respect of the following matters where the Companies (Jersey) Law 1991 requires us to report to you if, in our opinion;

    adequate accounting records have not been kept; or

    the financial statements are not in agreement with the accounting records and returns; or

    proper returns adequate for our audit have not been received from branches not visited by us; or

    we have not received all the information and explanations we require for our audit.

    Responsibilities of directors

    As explained more fully in the Statement of Directors’ Responsibilities set out on page 40, the directors are responsible for the preparation of the financial statements in accordance with UK-adopted IFRS and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

    In preparing the financial statements, the directors are responsible for assessing the 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 the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

    Auditor’s responsibilities for the audit of the financial statements

    Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

    As part of an audit in accordance with ISAs (UK), we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

    Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than the one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

    Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

    Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

    Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.

    Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

    We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

    Independent Auditors’ Report continued

    To the Shareholders of Middlefield Canadian Income PCC (The “Company”)

    The extent to which the audit was considered capable of detecting irregularities, including fraud

    Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is explained below.

    The objectives of our audit are to obtain sufficient appropriate audit evidence regarding compliance with laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements, to perform audit procedures to help identify instances of non-compliance with other laws and regulations that may have a material effect on the financial statements, and to respond appropriately to identified or suspected non-compliance with laws and regulations identified during the audit.

    In relation to fraud, the objectives of our audit are to identify and assess the risk of material misstatement of the financial statements due to fraud, to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud through designing and implementing appropriate responses and to respond appropriately to fraud or suspected fraud identified during the audit.

    However, it is the primary responsibility of the directors to ensure that the entity’s operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

    We obtained an understanding of the legal and regulatory frameworks that the entity operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. This included compliance with Companies (Jersey) Law 1991.

    Our testing included:

    enquiries of the directors regarding known or suspect instances of non-compliance with laws and regulations;

    enquiries of the directors regarding known or suspect instances of irregularities, including fraud;

    undertaking analytical procedures to identify unusual or unexpected relationships;

    review of minutes of meetings throughout the year;

    testing the appropriateness of journal entries and other adjustments; and

    agreement of the financial statement disclosures to underlying supporting documentation.

    Owing to the inherent limitations of an audit there is an unavoidable risk that some material misstatement of the financial statements may not be detected, even though the audit is properly planned and performed in accordance with ISAs (UK). However, the principal responsibility for ensuring that the financial statements are free from material misstatement, whether caused by fraud or error, rests with the directors who should not rely on the audit to discharge those functions.

    In addition, as with any audit, there remains a higher risk of non-detection of fraud, as this may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.

    Use of our report

    This report is made solely to the Company’s shareholders as a body, in accordance with Article 113A of the Companies (Jersey) Law 1991. Our audit work has been undertaken so that we might state to the Company’s shareholders those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s shareholders as a body, for our audit work, for this report, or for the opinions we have formed.

    Philip Crosby

    For & on behalf of

    RSM Channel Islands (Audit) Limited

    Chartered Accountants and Recognised Auditors

    Jersey, C.I.

    Date 24 March 2025

    Statement of Financial Position of the Company

    As at 31 December 2024

        2024 2023
      Notes GBP GBP
    Current assets      
    Other receivables   2 2
    Net assets   2 2
    Equity attributable to equity holders      
    Stated capital 2 2 2
    Total Shareholders’ equity   2 2

    The financial statements and notes on pages 84 to 85 were approved by the directors on 24 March 2025 and signed on behalf of the Board by:

    Michael Phair        Andrew Zychowski

    Director                Director

    Notes to the Financial Statements of the Company

    For the year ended 31 December 2024

    1.        Basis of accounting

    The separate financial statements of the Company have been prepared showing results of the Company only. They have been prepared in accordance with UK-adopted IFRS in accordance with the accounting policies set out in Note 2 to the financial statements of the Fund.

    The financial statements of the Fund have been prepared on the historical cost basis, except for the measurement at fair value of investments and derivatives, and in accordance with UK-adopted IFRS and interpretations issued by the IFRSIC.

    A separate Statement of Comprehensive Income, Statement of Changes in Equity and Cash Flow Statement have not been prepared as there have been no results or cash flows for the Company for this year or the preceding year.

    There are no standards and interpretations in issue but not effective that the directors believe would or might have a material impact on the financial statements of the Company.

    Judgements and estimates used by the directors

    The preparation of financial statements in compliance with IFRS requires the directors to make judgements, estimates and assumptions that affect the application of policies and reported amount of assets and liabilities, income and expenses. The estimates and associated liabilities are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent. For the purposes of these financial statements, there were no specific areas in which judgement was exercised and no estimation was required by the directors.

    2.        The Company’s stated capital

    The authorised share capital of the Company is split into two management shares of no par value.

      No. of shares GBP
    Management shares issued    
    At 31 December 2024 and 2023 2 2

    3.        Taxation

    The Company adopted UK tax residency on 11 October 2011. Since that date, the Company has been managed in such a way as to be able to meet the conditions for approval as an investment trust under Section 1158 of the Corporation Tax Act 2010. Accordingly, no UK tax has been provided for. On 7 December 2012, the Company received approval from HM Revenue & Customs to be treated as an investment trust in accordance with Section 1158 of the Corporation Tax Act 2010 and will seek to remain so approved.

    4.        Ultimate holding company

    The ultimate holding company is Middlefield Limited.

    Definitions

    AGM                                        Annual General Meeting

    AIC                                          The Association of Investment Companies

    AIC Code                                The AIC Code of Corporate Governance published in February, 2019

    AIF                                          Alternative investment fund

    AIFM                                       Alternative investment fund manager

    AIFMD                                     Alternative Investment Fund Managers Directive

    Annual Financial Report          Annual report and financial statements

    Auditor                                     RSM Channel Islands (Audit) Limited

    Benchmark                              The S&P TSX Composite High Dividend Index

    CAD                                        Canadian Dollar

    Cell or Fund                            Middlefield Canadian Income – GBP PC

    Cell AGM                                 An annual general meeting of the holders of Fund Shares

    Company or MCT                   Middlefield Canadian Income PCC

    CORRA                                  Canadian Overnight Repo Rate Average administered and published by the Bank of Canada

    Credit Facility                         The on-demand credit facility with RBC

    ESG                                       Environmental, Social and Governance

    EU                                         European Union

    FCA                                       Financial Conduct Authority

    FRC                                       Financial Reporting Council

    Fund Shares                          The redeemable participating preference shares of no par value in the Fund

    GBP                                      Great British Pounds or Sterling

    IFRSIC                                  International Financial Reporting Standards Interpretations Committee

    IFRS                                      International Financial Reporting Standards

    JFSC                                     Jersey Financial Services Commission

    Listing Rules                         The listing rules made by the FCA under Part VI of the Financial Services and Market Authority

    NAV                                       Net Asset Value of the Company in GBP

    Prime Loan                           Loans to which the Prime Rate can be applied

    Prime Rate                            Annual interest rate set by Canada’s major banks and financial institutions

    RBC                                      Royal Bank of Canada

    REIT                                     Real estate investment trust

    SID                                       Senior Independent Director

    SORP                                   Statement of recommended practice

    Term CORRA loan                The amount drawn under the Credit Facility

    UK Code                                The 2019 UK Corporate Governance Code published by the FRC in July 2018

    USMCA                                  Free trade agreement between the United States, Mexico and Canada

    2        LR.11.2.6: No more than 10% of the Company’s total assets may be invested in other listed closed-ended investment companies unless such investment companies themselves have published investment policies to invest no more than 15% of their total assets in other closed-ended investment companies, in which case the limit is 15%.

    Alternative Performance Measures

    An APM is a measure of performance or financial position that is not defined in applicable accounting standards and cannot be directly derived from the financial statements. The Company’s APMs are set out below and are cross-referenced where relevant to the financial inputs used to derive them as contained in other sections of the Annual Report.

    Benchmark

    The Company’s Benchmark index, used for performance comparative purposes, is the S&P/TSX Composite High Dividend Index. Prior to 31 October 2024, the Benchmark was calculated gross of withholding tax. Beginning 31 October 2024, the Benchmark is calculated net of a 15% withholding tax in sterling terms with dividends reinvested.

    Discount or Premium

    Investment trust shares can frequently trade at a discount to NAV. This occurs when the share price (based on the mid-market share price) is less than the NAV and investors may therefore buy shares at less than the value attributable to them by reference to the underlying assets. The discount is the difference between the share price and the NAV, expressed as a percentage of the NAV.

    Net Asset Value (NAV) per Redeemable Participating Preference Share

    This is the value of the Company’s assets attributable to one redeemable participating preference share. It is calculated by dividing ‘equity shareholders’ funds’ by the total number of redeemable participating preference shares in issue (excluding treasury shares).

    Gearing/(Net Cash)

    Investment companies can borrow to purchase additional investments. This is called ‘gearing’. It allows investment companies to take advantage of a long-term view on a sector or to take advantage of a favourable situation or a particularly attractive stock without having to sell existing investments. Gearing works by magnifying a company’s performance. If a company ‘gears up’ and then markets rise and returns on the investments outstrip the costs of borrowing, the overall returns to investors will be even greater. But if markets fall and the performance of the assets in the portfolio is poor, then losses suffered by the investor will also be magnified. The Company may achieve gearing through borrowings or the effect of gearing through an appropriate balance of equity capital and borrowings.

    Ongoing Charges

    Ongoing charges are those expenses of a type which are likely to recur in the foreseeable future, whether charged to capital or revenue, and which relate to the operation of the investment company as a collective fund. Ongoing charges are based on costs incurred in the year as being the best estimate of future costs and include the annual management charge.

    Yield

    The yield is the amount of cash (in percentage terms) that is returned to the owners of the security, in the form of interest or dividends received from it. Normally, it does not include price variations, distinguishing it from performance (with dividends reinvested).

    LONDON, ENGLAND

    Middlefield International Limited

    288 Bishopsgate

    London, England

    EC2M 4QP

    Telephone +44 (0) 20 7814 6644

    Fax +44 (0) 20 7814 66 11

    TORONTO, CANADA

    Middlefield Group

    Suite 3100

    8 Spadina Ave

    Toronto, Ontario

    Canada M5V 0S8

    Telephone 001 (416) 362-0714

    www.middlefield.co.uk

    The MIL Network

  • MIL-OSI Australia: Search for missing woman ongoing on Flinders Island

    Source: New South Wales Community and Justice

    Search for missing woman ongoing on Flinders Island

    Tuesday, 25 March 2025 – 2:42 pm.

    Police are continuing to search the Flinders Island area for 68-year-old Victoria Jean Paine, who has not been heard from since Wednesday.
    “Police are continuing to search the White Beach area for missing woman Victoria Paine,” said Inspector Luke Manhood. 
    “We are undertaking broad investigations to track Victoria’s last known movements and at this stage we believe she has most likely left home on foot late on Wednesday afternoon, potentially to go swimming.”  
    “Significant resources have conducted land and sea searches, and police divers are continuing to search the area off White Beach today.” 
    “At this time there is no indication of any suspicious circumstances relating to Victoria’s disappearance; however, police are pursuing all avenues of inquiry in our search for her.”
    Anyone who has seen Victoria or heard from her is asked to contact police on 131 444 or Crime Stoppers Tasmania anonymously on 1800 333 000 or online at crimestopperstas.com.au – quote ESCAD 499-21032025. 

    MIL OSI News

  • MIL-OSI Australia: Driver reported over Victor Harbor crash

    Source: New South Wales – News

    A driver has been reported following investigations into a crash at Victor Harbor in January.

    Just after 11am, Saturday 11 January emergency services were called to the intersection of Crozier Road and Lindsay Street following a collision between a Harley Davidson and a Toyota SUV.

    The rider of the motorbike a 65-year-old man from Victor Harbor was taken to hospital with life threatening injuries.

    The driver of the Toyota an 82-year-old man from Hindmarsh Island was not injured.

    Following an investigation by Hills Fleurieu Highway Patrol, the driver of the Toyota was reported for cause serious harm by careless use of a vehicle. The 82-year-old man will be summonsed to appear in court at a later date.

    MIL OSI News

  • MIL-OSI Australia: Doorstop interview, Parliament House

    Source: Australian Parliamentary Secretary to the Minister for Industry

    Jim Chalmers:

    Tonight’s Budget will be a responsible budget. It will help with the cost of living, strengthen Medicare and build Australia’s future. We know that cost of living is front of mind for most Australians, and it will be absolutely front and centre tonight in our Budget. Our economic plan is all about ensuring more Australians are working, earning more and keeping more of what they earn. And that’s the motivation behind the cost of living help that people will see in tonight’s Budget.

    The Budget is about strengthening Medicare and the election will be an opportunity to secure it for the future. We’ve made a lot of progress together in our economy, but we know there’s more work to do because people are under pressure and the global economic environment is so uncertain.

    But in this context and in this global economic environment, we’ve got inflation down, real wages and incomes are up, unemployment is very low, interest rates have started to come down, we’ve got the debt down and growth is rebounding solidly in our economy as well. So, we have made a lot of progress together and the Budget is about building on that progress together as well.

    Our Budget and our economy are both now in much better condition than we found them 3 years ago. We’ve got the Liberal debt down by $177 billion, and that is saving Australians something like $60 billion in debt interest. We’ve helped engineer the biggest ever improvement in the budget in a single term, in dollar terms, a $207 billion improvement in the budget.

    We’ve delivered 2 surpluses, we’ve shrunk the deficit for this year, we’ve engineered that $207 billion improvement – that means less debt and less debt interest at the same time. So that we can make room to strengthen Medicare and help with the cost of living and build Australia’s future as well. So, we have made good progress together as Australians. The Budget will reflect that. We do know that there’s more work to do because people are still under pressure and the global outlook is uncertain and it is challenging.

    So, the Budget tonight will be a platform for prosperity in a new world of uncertainty. It will recognise that people need and deserve a bit more extra help when it comes to the cost of living. It will make our economy more resilient in the face of all of this global economic uncertainty. And I’m looking forward to telling you all about it tonight and to take some questions now, please.

    Journalist:

    Treasurer, what more cost‑of‑living relief can we expect in this Budget, especially for working Australians, and is this Budget about the next few weeks or the next few years?

    Chalmers:

    This is a budget to build Australia’s future. It strikes the right balance between helping people with the cost of living and investing in a more competitive, more productive and dynamic economy into the future so that we’re more resilient to these global shocks which are becoming a regular feature of the world’s economy. Despite all of this global economic uncertainty, the Australian economy is turning a corner.

    We see that with lower inflation, higher real wages, low unemployment. We see that with growth rebounding solidly and we’ve been able to get the debt down and interest rates have started to be cut as well. So, we’ve made a lot of progress together. A big part of that progress is being willing in the first 3 budgets and again in the fourth to help people with the cost of living in the most responsible way we can.

    Journalist:

    Can you just clarify a bit about that? What do you mean about resilience? What measures are there to protect against that global uncertainty, and specifically tariffs that we are expecting Donald Trump to impose?

    Chalmers:

    Our best defence against global economic uncertainty is a more resilient economy. And that’s what the billions of dollars, for example, that we’re investing in green metals is all about. That’s what the modest amount of money that we’ll be devoting to the Buy Australia promotion is all about, but also making our economy more competitive and dynamic.

    It’s unusual in budgets on the eve of an election for it to have proper economic reform. But you’ll see some economic reform in the Budget tonight, which will be all about making our economy more competitive so we can lift living standards and boost wages.

    Journalist:

    Treasurer, what’s in the Budget for northern New South Wales?

    Chalmers:

    You’ll see in the Budget that we’re very enthusiastic investors in all of our regions, including in northern New South Wales. We know that they’ve had an especially rough time, as have the good people of southeast Queensland in recent times. We’ve provisioned, for example, another $1.2 billion to rebuild local communities and some of that will flow to the Northern Rivers and northern New South Wales. And that’s because we know it’s a really beautiful, important part of Australia and we’ll invest in it enthusiastically once again.

    Journalist:

    If people are still under pressure Treasurer as you say, can’t you do a bit better than just $150 off these energy bills?

    Chalmers:

    You’ll see tonight how the cost‑of‑living package comes together. The energy rebates are an important part of the cost‑of‑living package, but not the only part. The Prime Minister announced the policy for even cheaper medicines on Thursday. The whole motivation of strengthening Medicare is because more bulk billing means less pressure on families.

    We have shown a willingness and an enthusiasm to do what we responsibly can to help people with the cost of living. All of those measures reinforce each other. It’s not just energy rebates, it’s also cheaper medicines. But really one of the centrepieces of this Budget is Labor’s efforts to strengthen Medicare. The Budget is about strengthening Medicare and the election is Australians’ opportunity to protect it and safeguard it against Peter Dutton.

    The election will be a referendum on Medicare and the Budget takes its responsibilities to strengthening Medicare very seriously. We created Medicare, we believe in it, we’re strengthening it by investing in bulk billing in record ways in tonight’s Budget.

    Journalist:

    Treasurer the full extent of Donald Trump’s tariffs won’t be known until April 2, to what extent have you been able to tuck measures away just in case. We won’t necessarily see announced today but are there in response if necessary?

    Chalmers:

    We’re not uniquely impacted by policy developments out of Washington D.C. but we’ve got a lot of skin in the game because we’re a trade exposed economy. And so we will continue to engage with the Americans, we’ll continue to stand up and speak for our interests. Our best defence against this global economic uncertainty is a more resilient, more competitive, more productive economy. And you’ll see that that is a major feature of tonight’s Budget.

    Journalist:

    Treasurer, it wasn’t anticipated that you would be handing down this budget were it not for a natural disaster we probably would be in a campaign by now. So, is this an election winning budget or an election losing budget?

    Chalmers:

    First of all, there are a series of assumptions in your question, Chloe, which I’m not necessarily going to come at. I’m really pleased that we get this opportunity, this rare opportunity, but welcome one, to hand down 4 budgets in a single parliamentary term – it hasn’t happened since the 1940s. But from my point of view, it’s a very welcome opportunity to put the economy front and centre on the eve of an election. This is not a budget for the election, it’s a budget to build Australia’s future.

    But we want the economy to be front and centre. Our political opponents have spent all of their time trying to dismiss and diminish the progress that Australians have made together in our economy and none of their time coming clean on what their secret cuts will mean for Medicare, for the progress we’ve made together or that they will make people worse off. So, this is their big opportunity this week. We do expect the economy to be central to the election campaign and I think that’s a very good thing.

    Journalist:

    How does it feel to be returning to deficits tonight, if your last 2 were surpluses?

    Chalmers:

    When we came to office they were all deficits and we turned 2 of those into Labor surpluses. And because we did that, we have made a meaningful difference to debt. We’ve got $177 billion of Liberal debt down this year, saving Australians tens of billions of dollars in debt interest. So, we’ve delivered 2 surpluses in the first 2 years.

    We’ve shrunk the deficit this year and we’re managing the economy and the budget in the most responsible way we can, given all of these pressures on people and coming at us from around the world. So the responsible economic management that we have made a hallmark, a defining feature of this government, would be unrecognisable to our predecessors. When we came to office, they were all deficits. We turned 2 of them into surpluses and we’ve shrunk the deficit this year as well.

    Journalist:

    On Medicare Treasurer, you said the election would be a referendum on Medicare. Does it not blunt your attack a little bit that the Opposition has already matched the cheaper medicines policy, they’ve matched the bulk billing, the $8.5 billion?

    Chalmers:

    We remember what Peter Dutton did when he was the Health Minister. He said before the election he was all for Medicare, and then after the election he tried to gut it. He tried to impose a GP tax and undermine universal Medicare in this country, which is one of the most important things we have going for us. The election will be a referendum on Medicare and the Budget will be about strengthening it. Peter Dutton and Angus Taylor have both said in different ways over the course of the last week or 2 that the best predictor of future performance is past performance.

    That’s a pretty chilling admission from Dutton and Taylor because last time Dutton was the Health Minister, he went after Medicare and undermined it. He cut tens of billions of dollars out of health and so that’s the risk here. The reason they haven’t come clean on their secret cuts is because Peter Dutton’s secret cuts would interrupt the progress we’re making in the economy and make people worse off. And where that will be most consequential will be Medicare.

    Journalist:

    Treasurer, will taxes be higher or lower as a result of your budget?

    Chalmers:

    You’ll see tonight all of the figures when it comes to, for example, tax‑to‑GDP and the like. You see a lot of speculation before budgets. Not all of it is right. For example, one commentator was saying he expects this year tax‑to‑GDP to go up. You’ll see tonight the tax‑to‑GDP goes down in 24–25. You see predictions about gross debt this year not being correct.

    And so I encourage you to pore over the numbers in the Budget tonight. What you will see is the impact of the tax cuts that are already flowing in the economy are helping to make sure that more Australians are working, earning more and keeping more of what they earn. That’s really the defining purpose of this government, in addition to strengthening Medicare. We’re managing the Budget in the most responsible way we can in the face of these external shocks. Tonight, you will see a Budget which is all about helping with the cost of living, strengthening Medicare and building Australia’s future.

    I’ll see you later on. Thanks very much.

    MIL OSI News

  • MIL-OSI Australia: Interview with Stephen Cenatiempo, 2CC

    Source: Australian Parliamentary Secretary to the Minister for Industry

    Cenatiempo:

    Let’s talk federal politics with the Assistant Minister for Competition, Charities and Treasury, and the Member for Fenner, Andrew Leigh. Good morning.

    Leigh:

    Good morning Stephen. Happy Budget day!

    Cenatiempo:

    Well look, I’ve got to say I hate Budget week Andrew, but I thank you anyway, I want to ask you something – your role as Assistant Minister for Treasury. What does that mean? How does that tie into the overall Treasury, Treasurer, finance portfolio, et cetera.

    Leigh:

    I’m part of the Treasury economics team, and I have particular responsibility for the issues of competition, multinational tax, for the Mint and for the Australian Bureau of Statistics.

    Cenatiempo:

    Okay. Now the Budget will be handed down tonight. Now pox on both your houses. I mean, this is going to be a cash splash which all budgets leading into elections are, and the Opposition has basically said they will match every dollar. Isn’t it time for some responsible economic management rather than just throwing cash around that we don’t have?

    Leigh:

    Well Stephen, in less than 3 years we’ve reduced Liberal Party debt by $177 billion.

    Cenatiempo:

    Well, it’s not Liberal Party debt. Stop saying that. But okay, you say you’ve reduced debt. Okay.

    Leigh:

    This is compared to what they were forecasting in their last budget and what we’ve achieved. We turned 2 big Liberal deficits into 2 Labor surpluses. We shrunk this year’s deficit. We have made huge reprioritisations and savings. Some $95 billion of reprioritisation savings over the last term.

    Cenatiempo:

    The vast majority of that turnaround has been receipts that the government wasn’t anticipating, so you can’t take credit for that?

    Leigh:

    Well, the reprioritisations and savings are government decisions, and that $95 billion compares to zero in the Liberals’ last budget. So we’ve made tough decisions, and some of that has involved curtailing the use of consultants and contractors, which Canberrans will know is a much more expensive way of doing things. We had that shadow public service workforce of 50,000, rather than having properly trained public servants doing their jobs. We’ve managed to get down the wait times for Veterans Affairs, and we’ve managed to ensure that we have the public service as a steward of the nation’s finances.

    Cenatiempo:

    Yeah, I’m sure that resonates here in Canberra, but I don’t know that it resonates in the rest of the country Andrew. But I want to talk about this latest cash splash, an extension of $150 of this energy rebate. There has been no attempt from the government to actually fix the underlying problem, and that is the cost of electricity. All you’re doing is giving us our own money back to pay electricity bills that you’ve made higher.

    Leigh:

    Well, I think Canberrans know the benefits of having renewable energy, given that we’re 100 per cent renewable energy.

    Cenatiempo:

    Well, we’re not. That’s again, again that’s another lie but anyway. I’m not saying you’re perpetrating that lie, because it’s something that we just tend to throw around when we know it’s not true.

    Leigh:

    Stephen, it is a fact that the ACT is 100 per cent renewable energy.

    Cenatiempo:

    Well hang on, hang on Andrew. Andrew, no, no, I’m going to stop you there because I hate it when people say this. We produce 5 per cent of our own electricity. Ninety-five per cent comes from across the border, and of that 95 per cent somewhere between 70 per cent and 80 per cent is made from fossil fuels. We do not have 100 per cent renewable electricity in Canberra, full stop.

    Leigh:

    We have always relied on electricity from New South Wales. We choose now to draw it from renewable sources in New South Wales and the ACT.

    Cenatiempo:

    You can’t make that determination. You just, that’s just something you say.

    Leigh:

    No, this a fact. And what that meant was when you had the overseas crisis which drove up gas prices, the ACT wasn’t affected by that in the way that other jurisdictions were.

    Cenatiempo:

    Well, my electricity bills going up.

    Leigh:

    By moving to renewable energy, we’re able to make ourselves less dependent on global crises. Alongside the renewable energy rollout, we’re delivering energy bill relief. This energy bill relief will continue for another half a year, and Canberrans will see it taken directly off their bill.

    Cenatiempo:

    But Andrew, this is the point. It’s not energy bill relief. The energy bills are still what they are, and they’re still rising. You’re just giving us back our own money to cut a little bit off the top.

    Leigh:

    Well, what people are going to see very clearly Stephen, is that $150 in rebates automatically applied to their energy bills in quarterly instalments. I think that’s going to be pretty important for many Australians.

    Cenatiempo:

    Why should I subsidise your electricity bill by $150 Andrew?

    Leigh:

    Well, we’re not the only sources of revenue Stephen. One of the things the Albanese government has done is focused on multinational taxation, making sure multinationals pay their fair share. That is one of the sources of government revenue which goes into paying these energy bills.

    Cenatiempo:

    But my point is, you as a well‑paid public servant, don’t need the $150 – yet those Canberrans that desperately do need it are subsidising, to an extent, your $150.

    Leigh:

    Yeah, I mean we certainly looked at targeted ways of doing this. It turns out that the cost of targeting can be bigger than the benefits. In this case, flat energy bill relief provides a straightforward, simple way of doing things and ensures that every Australian is getting energy bill relief, just as every Australian income taxpayer got a tax cut last year.

    Cenatiempo:

    I just, you know it seems to me that you know when fiscal, economic management is the order of the day, all we’ve seen is the Prime Minister stand up for the last 2 weeks and promised to throw a billion dollars of this, billions of these, billions of that, billions of that. It’s like an Oprah Winfrey Show.

    Leigh:

    I guess what people aren’t seeing are those savings and reprioritisation that we talked about before. Those are demonstrated in our first 2 surpluses and in a much smaller deficit this year than the one we inherited. Those are the quiet decisions that have been made that underpin this Budget. The responsible economic management that we’ve put in place very careful reprioritisations and savings, infrastructure portfolio and public service and a whole range of other areas. Now we came into office after sports rorts, the car park rorts, with so much wasted. Waste and mismanagement under JobKeeper – $20 billion going to firms with rising revenue.

    Cenatiempo:

    And at the time, you supported all that but yeah.

    Leigh:

    I was a vociferous critic of the JobKeeper rorts and waste, saying very clearly that we shouldn’t have been giving JobKeeper to firms with rising revenue. $20 billion out the door through that one decision alone, I was very critical of the sports rorts, very critical the car park rorts. I’m on the record on most of those things while the former Morrison government was in office, and that’s what’s changed.

    Cenatiempo:

    But hang on. When you say rorts – you use the term rorts and I’m going to pull you up on this, because rorts means anything the other side does if we do it, it’s responsible. That’s the reality of it. So you know, you use these terms, and it’s just pure politicking Andrew. We’re not talking about reality.

    Leigh:

    We had an Auditor‑General report very clearly casting at the former government over sports rorts. A Minister resigned over that Stephen. This was a very clear rort. I don’t think rorts come much clearer than when a Minister says I’m stepping down because I’ve done the wrong thing. And the Auditor‑General says this is outrageous.

    Cenatiempo:

    Well, yeah. Okay, alright. I want to read something to you for a moment. This is from a report that’s been done by the Vice President of Crestview Strategy here in Australia in a pre‑budget reflection. She says ‘Framed as responsible relief, the package continues Labor’s patent of targeted subsidies and short‑term support. But there’s growing criticism that these handouts while politically popular, do little to address structural issues and may in fact worsen them. As AFR Editor‑at‑large, Michael Stutchbury put it – ‘This is a government that treats voters like mugs with short‑term cash splashes while ignoring long‑term fiscal consequences the promised $275 cut to household power bills from 2022 remains unmet, and this rebate looks more like a political band aid than an economic fix’. You can’t argue with any of that?

    Leigh:

    We certainly need to be doing both things Stephen. You need to be dealing with those immediate cost‑of‑living pressures and making investments in productivity in the future. The energy investments we talked about are a part of that, but also the investments in better infrastructure around competition. So, the supermarket report that came out last week…

    Cenatiempo:

    Yeah, which said there was no evidence of price gouging by the way.

    Leigh:

    …which said very clearly that there were patterns such as high‑low pricing, that margins had increased and that our supermarkets are among the most profitable in the world. It then made a series of recommendations…

    Cenatiempo:

    Do we want our supermarkets to not be profitable?

    Leigh:

    We do not need the most profitable supermarkets in the world. I don’t think we need those margins to be rising. They were some of the salient points that the ACCC was making, that the squeeze at the checkout was being matched by an increase in profit margins. And you talk about structural reform Stephen, some of the work we’ve done in competition really is about structural reform because competition is so fundamental to productivity growth which ultimately drives living standards growth. So we’ve had the biggest merger shake up in half a century. We’ve had a whole lot of careful work being done by the Competition Taskforce in order to produce a more dynamic and competitive economy.

    Cenatiempo:

    Well, some economists would disagree with you there Andrew, but is there anything in the Budget that’s going to come out tonight that we don’t already know about?

    Leigh:

    Absolutely, there’s always some exciting bits coming out in the Treasurer’s speech. So, everyone should be tuning in at 7.30 to hear Jim stand up and deliver his fourth Budget.

    Cenatiempo:

    Alright, we’ll be broadcasting that live here on 2CC. Andrew, next time we catch up I think we’ll officially be in an election campaign won’t we?

    Leigh:

    I think that’s likely, but the Prime Minister will make the decision.

    Cenatiempo:

    But I mean, he doesn’t have a choice anymore, does he? I mean he’s got to go. Well, I mean the 17th of May is the absolute latest he can go?

    Leigh:

    We’ll have a May election. The only question there is which Saturday in May it will be.

    Cenatiempo:

    Righto. Alright, well he’s got to call it sooner rather than later. Andrew, good to talk to you. We’ll catch up in a couple weeks.

    Leigh:

    Likewise, thanks Stephen.

    Cenatiempo:

    Andrew Leigh, Assistant Minister for Competition, Charities, Treasury, and the Member for Fenner.

    MIL OSI News

  • MIL-OSI Security: Report calls for multi-agency approach to prevent domestic abuse deaths

    Source: United Kingdom National Police Chiefs Council

    Findings from the Domestic Homicide Project released today reveal that 262 people died in England and Wales as a result of domestic abuse in the past year.

    The annual report tracks the scale and nature of domestic abuse-related deaths in quick-time, both from the previous year and across a four-year period, and is the only dataset of its kind in England and Wales.

    The findings and analysis were informed by families bereaved by fatal domestic abuse who continue to drive awareness and change across policing, government and partners. This year, specific research was also undertaken to examine deaths where someone had fallen from height in partnership with the Killed Women Network.

    Key findings:

    262 deaths were recorded between 1 April 2023 and 31 March 2024:

    •             98 suspected suicide following domestic abuse (SVSDA)
    •             80 intimate partner homicides (IPH)
    •             39 adult family homicides
    •            28 unexpected deaths
    •            11 child deaths
    •             6 ‘other’ (where the victim and suspect lived together, but were not related or intimate partners

    22 cases of deaths due to a fall from height were recorded across 13 forces during the four-year period, of those:

    • 36% were recorded as SVSDA, 27% unexpected deaths, 23% IPH and 14% AFH
    • Notably, three victims (14%) were pregnant at the time of their death
    • In 70% of cases the suspect was arrested

    For the second year in a row, suspected suicides following domestic abuse have overtaken the number of homicides involving current or previous partners. This reflects increased awareness and progress made against recommendations in the project’s last report, which focused on improving policing’s ability to better recognise and record the link between domestic abuse and suicide.

    Over four years (1 April 2020 – 31 March 2024), the number of people killed by their current or previous partner consistently represents around a third of domestic abuse-related deaths each year.

    Assistant Commissioner Louisa Rolfe, national policing lead for domestic abuse, said:

    “The sustained nature of domestic homicide shows how deeply ingrained violence against women and girls is in our communities.

    “The Domestic Homicide Project has now recorded over 1000 domestic abuse-related deaths across a four year period. The scale and impact is incomprehensible and as a society, we cannot delay action to prevent future deaths.”

    Multi-agency footprint

    The report demonstrates the need for a multi-agency response that spans the wider criminal justice system, healthcare and local authorities such as social services, to tackle domestic abuse and prevent future deaths, particularly suicides. In cases of SVSDA, nine in ten victims and/or prior domestic abuse perpetrators were known to partner agencies.

    Across the four-year dataset, the most commonly recorded risk factors in relation to the suspects were mental ill health, a history of coercive and controlling behaviour (CCB), alcohol use and drug misuse, representing a key opportunity to intercept perpetrators through healthcare, substance misuse and mental health services.

    Some of the risk factors were more prominent in certain types of deaths; for example, CCB was prominent in cases of IPH, SVSDA and unexpected deaths, whilst suspected mental ill health was particularly notable in cases of AFH.

    AC Rolfe continues: “The data reinforces the critical need for policing to work with other agencies to identify those at risk of being both a perpetrator or a victim of domestic abuse. A preventative approach is the only way to stop the widespread harm of domestic abuse in all its forms.”

    Recommendations and police response

    Police forces have made significant changes in relation to the recommendations made in last year’s Domestic Homicide Report, with most forces incorporating:

    • Specific training for officers to raise awareness of the link between domestic abuse (DA) and suicide. Review teams are proactively working to better identify cases of suicide with links to DA.
    • Updated unexpected death policies, there are explicit procedures to prompt officers to consider DA or CCB in unexpected deaths or suspected suicides and carry out system checks.
    • Growing number of cases of SVSDA submitted for Domestic Homicide Reviews and increasing rate of posthumous charges for domestic abuse offences, reflecting improved ability to identify these cases.

    AC Rolfe said: “We have a much better understanding of the complex nature of domestic abuse than ever before, but there is more for policing to do to ensure that every domestic-abuse related death is properly recognised, and where appropriate, adequately investigated.

    “54% of suspects of domestic homicide were previously known to police as perpetrators of domestic abuse, highlighting the importance of a prompt, robust police response from the outset of a report. That is why the broader police response to domestic abuse is focused on driving improvements and consistency in offender management and better protection for victims.”

    New protective orders with longer-term, more robust safety measures and quicker charging decisions for cases are currently being piloted in select forces, with the aim of better supporting victims through the criminal justice system.

    In addition, police forces are rolling out video technology to respond to non-urgent reports of domestic abuse, which has shown to increase arrest rates, secure quicker convictions and bring the response time down from 32 hours to an average of three minutes. Alongside this work, select police forces have also began piloting Raneem’s Law, embedding specially trained domestic abuse support in police contact rooms to get the right support to victims reporting domestic abuse.

    The recommendations from this year’s report focus on better information sharing and a more joined-up approach across policing, government and other agencies, including healthcare and mental health and substance misuse services, to better recognise and intercept domestic abuse, particularly in young people. Additional recommendations highlight the need to continue to strengthen policing and the wider criminal justice system’s approach to investigating and prosecuting in cases of SVSDA.

    AC Rolfe said: “We are incredibly grateful to the families of those bereaved by domestic abuse for sharing their insights with us, they continue to be a driving force in effecting change and preventing future deaths.”

    Julie Devey, Chair of Killed Women, said:

    ‘’Every life lost following domestic abuse leaves behind a family heartbroken. For too long, these deaths have been treated as ‘unavoidable tragedies’ – but they are not. They are preventable. Today’s important report reflects that too often perpetrators or victims are known to agencies, but they fail to act. We must ensure a system that joins the dots and intervenes before it’s too late. 

    “We also welcome the report findings which make clear what we have long said: women are dying in suspicious circumstances – for example from falls – or from suicide, where there is a history of domestic abuse, without adequate investigation. We welcome the recommendation which compels police, in all cases of unexpected deaths, to investigate the history of domestic abuse. If the government is serious about ending violence against women, these recommendations should be enforced.’’

    Minister for Safeguarding and Violence Against Women & Girls, Jess Phillips said:

    “Every death related to domestic abuse is a life cut short and a devastating tragedy. The better we understand the links between domestic abuse and homicides, suicides and unexpected deaths, the better equipped we are to prevent them from happening in the first place. That’s why the government has funded this vital research to shine a light on the scale of the problem.

    “This report rightly demands coordinated action across government, police and partner agencies to tackle these issues head on – and we are already cracking on with work to put the voices of victims, their families and friends, and key stakeholders front and centre of this. Our upcoming violence against women and girls strategy will set out our ambition and concrete actions to strengthen our response to perpetrators and deliver on our mission to halve violence against women and girls in a decade.” 

    MIL Security OSI

  • MIL-OSI Australia: Successful operation enhances safety on metropolitan public transport

    Source: New South Wales – News

    Last week, officers from SAPOL’s Public Transport Safety Section, metropolitan districts, and the Dog Operations Unit conducted a successful operation in conjunction with prescribed officers from a number of public transport stakeholders including the Department for Infrastructure and Transport, Wilson Security, Torrens Transit and Torrens Connect.

    The operation targeted fare evasion and general behaviour on the metropolitan public transport network.

    The operation was conducted at a number of interchanges including West Lakes, Arndale, Tea Tree Plaza, Salisbury, Mawson Lakes and Noarlunga, as well as Mitcham, Blackwood and Adelaide Railway Stations.

    The operation led to three arrests, two reports and thirty-four expiation notices for various public transport and controlled substance offences.

    Acting Assistant Commissioner John De Candia, Metropolitan Operations Service, hailed the operation as a success. He emphasised that this was one of many similar operations conducted throughout the year, and not a response to any increase in poor behaviour on the network.

    “These operations are designed to enhance traveller safety and discourage criminal behaviour across the public transport network,” he said. “We are committed to ensuring a safe and pleasant experience for all commuters.”

    The collaboration between different branches and units of SAPOL, along with the Department for Infrastructure and Transport, highlights the importance of a unified approach to public safety. By working together, these agencies can more effectively address issues and ensure that the public transport system remains a secure and reliable option for everyone.

    Community feedback has been overwhelmingly positive, with many commuters expressing their appreciation. Regular operations like these not only deter potential offenders but also reassure the public that their safety is a top priority.

    MIL OSI News

  • MIL-OSI United Kingdom: expert reaction to UKHSA’s new Priority Pathogens reference tool

    Source: United Kingdom – Executive Government & Departments

    Scientists comment on the UK Health Security Agency’s new Priority Pathogens reference tool for R&D funders.

    Prof Martin Hibberd, Professor of Emerging Infectious Disease, London School of Hygiene & Tropical Medicine (LSHTM), said:

    “I am pleased to see a guidance description for pathogens in a UK context being released, and that it will be up-dated yearly. As mentioned in the report, these lists cannot be comprehensive and different perspectives are likely to lead to different conclusions, but it’s release is likely to lead to more widespread consultations and honing of the findings for next year. While all the pathogen families are important, the three identified as priorities (Covid-19; Nipah virus; and avian influenza) are not surprising and I expect perhaps a more detailed, UK specific, priority list next year.”

     

    Darius Hughes, UK General Manager at Moderna, said:

    “This important work directly supports Moderna’s strategic partnership with the UK Government to strengthen national pandemic preparedness. By aligning our scientific innovation with the UKHSA’s priority pathogen list, we can help accelerate the development of vaccines where they are most urgently needed. This ensures our joint efforts are focused, forward-looking, and capable of responding rapidly to emerging biological threats—ultimately supporting the UK’s ambition to lead in global health security and protect public health through sustained innovation and collaboration.”

     

    Prof Miles Carroll, Professor of Emerging Viruses, Pandemic Sciences Institute, University of Oxford, said:

    “This new Priority Pathogen Families R&D Tool from UK Health Security Agency is aligned with similar prioritisation from the UK Vaccines Network and the World Health Organization, but with a UK focus for obvious reasons.

    “The new R&D Tool is consistent with existing evidence, which is helping guide funders, policymakers and scientists on the most urgent research gaps in epidemic and pandemic pathogen threats.  Tools like this are important if we are to develop effective diagnostics, vaccines and treatments to support the UK Biological Security strategy.”

    Prof Robert Read, Professor of Infectious Diseases, University of Southampton, and Editor in Chief, Journal of Infection, said:

    “Lists like this have been made for many years, and they represent an effort to prioritise infections for advisory and funding purposes, ostensibly to align research funding as closely as possible to public health need.  Unfortunately, pathogens emerge or change constantly, and it is difficult to predict big infectious disease problems coming down the line.  For this reason, I think this list is at best pointless, and at worst potentially harmful to the public health.

    “Pointless because the list of viruses is so long that its tricky to name a significant viral pathogen that has not been included.  Potentially harmful because a prescriptive list like this could misdirect funding towards certain infections, and away from problems that need urgently to be solved.  For example, the list of bacteria of concern includes Yersinia pestis (the cause of plague, a massive problem in 14th-18th Century Europe) for which there is now good available treatment and potential vaccine candidates, but does not include Bordetella pertussis (the cause of Whooping Cough) which caused serious problems for the public during 2024 because vaccines remain sub-optimal and antibiotic treatment only works during the early phase.”

    Prof Mark Woolhouse, Professor of Infectious Disease Epidemiology, and Director of the Tackling Infections to Benefit Africa, University of Edinburgh, said:

    “A key recommendation of the UK Covid Inquiry’s Interim Report for Module 1 (Preparedness) was that prior to 2020 the UK was overly focussed on the risk of an influenza pandemic.  When Covid arrived, it took too long to adjust our response to a different threat, which was part of the reason we ended up in lockdown.

    “Since the pandemic, there have been many initiatives to better understand the diversity of pandemic threats that the UK and the world may face in the coming years.  The UKHSA’s pathogen prioritization exercise is a welcome contribution to this global effort.

    “Of the highest priority pathogens identified by the UKHSA, no one could argue with the inclusion of coronaviruses and influenza viruses (the latter being members of the Orthomyxoviridae family).

    “The UKHSA are also right to be concerned about another family of viruses, the Paramyxoviridae.  This is a group that includes the measles virus, itself a continuing cause for concern with large outbreaks regularly reported from around the world.

    “A novel measles-like virus would pose a threat far worse than Covid.  Such a virus would have a much higher R number than the original variants of Covid – making it impossible to control by even the strictest lockdown.  It would also be considerably more deadly, and (unlike Covid) it would be a threat to children.  This is the kind of pandemic that public health agencies around the world are most concerned about.

    “That said, there are many potential kinds of novel pandemic threats – so-called Disease X – and the UKHSA report is a timely reminder that we should not put all our eggs in one basket.  The possibility of different kinds of threat – different transmission routes, different types of disease, different populations at risk – means that our response needs to be scalable, adaptable and quick.  Knowledge, information and data collected in the first few weeks of the next pandemic will be crucial to tailoring our response appropriately.  We need the systems to gather that data in place in advance and ready to be activated, possibly at very short notice.”

    ‘Priority pathogen families research and development (R&D) tool: A reference tool to help guide England-based funders of research and development’ was published by the UK Health Security Agency at 00:01 UK time on Tuesday 25 March 2025.

    Declared interests

    Prof Mark Woolhouse: “I am a consultant for the Coalition for Epidemic Preparedness Innovation (CEPI) and a member of the Scottish Committee for Pandemic Preparedness (SCoPP).”

    Prof Martin Hibberd: “I have no conflicts with this topic, but I do work on some of the pathogens listed and have been funded by Industry (most recently J&J) – amongst other government support, to work on them.”

    Prof Miles Carroll: “I consult for PicturaBio diagnostics. I am a member of the WHO R&D BluePrint Pathogen Prioritisation Committee, UKVN, APHA SAB and MRC/UVRI SAB.”

    Darius Hughes: In December 2023, Moderna entered a 10-year strategic partnership with the UK government to establish an mRNA research development and manufacturing facility in the UK. The strategic partnership is managed by the UK Health Security Agency on behalf of the UK government.

    For all other experts, no reply to our request for DOIs was received.

    MIL OSI United Kingdom

  • MIL-OSI United Kingdom: £2 billion new investment to support biggest boost in social and affordable housebuilding in a generation

    Source: United Kingdom – Executive Government & Departments 3

    Press release

    £2 billion new investment to support biggest boost in social and affordable housebuilding in a generation

    Hard working families to get safe and secure homes as Chancellor announces £2 billion injection of new grant funding to deliver up to 18,000 new social and affordable homes.

    • Landmark announcement part of Plan for Change to deliver security for working people by growing the economy and building 1.5 million homes.

    • £2 billion of new funding will only support development on sites that will deliver in this Parliament, getting spades in the ground quickly to build homes in places such as Manchester and Liverpool.

    Helping hard working families get safe and secure homes and kickstarting economic growth are driving the government’s agenda, as the Chancellor and Deputy Prime Minister today (Tuesday 25 March) announced up to 18,000 new social and affordable homes will be built with a £2 billion injection of investment to deliver the Prime Minister’s Plan for Change.

    The announcement hails a significant milestone on the government’s promise to build 1.5 million new homes whilst driving economic growth by getting Britain building again. It follows the government’s plan to inspire the next generation of British engineers, brickies and chippies, by training 60,000 construction workers to tackle skills shortages and get more young people into jobs.

    The £2 billion investment boost comes as a down payment from the Treasury ahead of more long term investment in social and affordable housing planned later this year, which will provide additional funding for 2026-27 and well as for future years. This forms part of the government’s plan for tackling the housing crisis that has held working families back from the stability and security that comes with a safe roof over your head.

    Thousands of new affordable homes will start construction by March 2027 and will complete by the end of this Parliament. The government is encouraging providers to come forwards as soon as possible with projects and bids to ramp up the delivery of new housing supply, in turn making the dream of home ownership a reality for more people across the country.

    Today’s investment will also unlock development and opportunity on sites that are ready and waiting for spades in the ground in places such as Manchester or Liverpool.

    The Chancellor announced plans on a visit to an affordable housing site in Stoke-On-Trent with the Deputy Prime Minister, working hand in hand to deliver the biggest boost to affordable and social housing in a generation.

    Deputy Prime Minister and Housing Secretary, Angela Rayner said:

    Everyone deserves to have a safe and secure roof over their heads and a place to call their own, but the reality is that far too many people have been frozen out of homeownership or denied the chance to rent a home they can afford thanks to the housing crisis we’ve inherited.

    This investment will help us to build thousands more affordable homes to buy and rent and get working people and families into secure homes and onto the housing ladder. This is just the latest in delivering our Plan for Change mission to build 1.5 million homes, and the biggest increase in social and affordable housing in a generation.

    Chancellor of the Exchequer, Rachel Reeves said:

    We are fixing the housing crisis in this country with the biggest boost in social and affordable housebuilding in a generation. Today’s announcement will help drive growth through our Plan for Change by delivering up to 18,000 new homes, as well as jobs and opportunities, getting more money into working people’s pockets.

    At the conclusion of the current Spending Review process on 11 June 2025, the government will announce further long-term investment into the sector in England, delivering the biggest boost to social and affordable housing in a generation.

    Kate Henderson, Chief Executive at the National Housing Federation, says:

    This funding top-up is hugely welcome and demonstrates the government’s commitment to delivering genuinely affordable, social housing for families in need across the country. The additional £2 billion will prevent a cliff edge in delivery of new homes, ahead of the next funding programme being announced.

    Social housing is the only secure and affordable housing for families on low incomes, and the dire shortage has led to rocketing rates of poverty, overcrowding and homelessness. Investment in social housing is not only key to tackling the housing crisis, but is also excellent value for money, reducing government spending on benefits, health, and homelessness as well as boosting growth. Housing associations are ready to work with the government to deliver a generation of new social homes.

    Charlie Nunn, CEO, Lloyds Banking Group said:

    A safe and lasting home is the foundation for good lives and livelihoods, and we welcome this boost to building much-needed social and affordable homes.  As the UK’s biggest commercial supporter of social housing, we’re working across the private, public and community sectors to help increase provision of good quality, genuinely affordable housing for those in need.

    David Thomas, CEO at Barratt Redrow said:

    To increase construction activity and build the homes the UK desperately needs, we need support for demand across all tenures. As well as providing more much-needed affordable homes, this welcome investment will help unlock mixed-tenure developments and to create jobs and economic growth across the country.

    Stephen Teagle, Chair of The Housing Forum said:

    This additional funding signals that the Government is listening to the sector and reaffirms its strong commitment to accelerating the delivery of much-needed affordable housing while driving economic growth. It represents an unprecedented intervention which, when paired with sustained, long-term investment, will be instrumental in meeting the growing demand for affordable homes.

    Now, it’s up to the industry to rise to the challenge — accelerating delivery, building momentum towards the government’s target of 1.5 million new homes, and ensuring we provide the housing this country urgently needs.


    Guidance

    • The majority of this funding will fall in 2026/27, but a tail of funding will cover completions of homes after this. All projects funded through this £2 billion will need to start by March 2027, and will need to finish by June 2029.

    • The funding will be made available to providers on the same terms as the Affordable Homes Programme for 2021-26, and will act as a bridge to the future grant programme to be announced at Spending Review. We will ask Homes England, GLA and bidders to prioritise homes for social rent, in line with the government’s commitment to support this tenure. 

    • Full details of wider long-term and future grant investment will be announced at the Spending Review. At this point we will set out the full funding for 26/27 and beyond, to supplement this down payment of £2 billion.

    Updates to this page

    Published 25 March 2025

    MIL OSI United Kingdom

  • MIL-OSI Security: ICE, Law Enforcement Partners Arrest 370 Alien Offenders During Enhanced Operation in Massachusetts

    Source: Federal Bureau of Investigation FBI Crime News (b)

    BOSTON — U.S. Immigration and Customs Enforcement and federal law enforcement partners apprehended 370 illegal aliens in Massachusetts during an enhanced targeted enforcement operation focusing on transnational organized crime, gangs, and egregious illegal alien offenders March 18-23.

    “The Commonwealth is a safer place for our residents to live and work because ICE and our federal law enforcement partners arrested hundreds of alien offenders and removed them from the streets of Massachusetts,” said ICE Enforcement and Removal Operations Boston acting Field Office Director Patricia H. Hyde. “Throughout this enhanced enforcement operation, we targeted the most dangerous alien offenders in some of the most crime-infested neighborhoods in and around Boston. Our efforts resulted in 370 arrests throughout the commonwealth. ICE and our federal law enforcement partners are committed to protecting the homeland through the eradication of transnational criminal organizations, dismantling dangerous criminal gangs preying on the American public, locating and arresting criminal alien offenders, and making our communities a safer place to live.”

    During the six-day enhanced operation, ICE and federal law enforcement partners targeted egregious criminal alien offenders including transnational criminal organizations known to operate in and around Boston and throughout Massachusetts. These organizations include the notorious MS-13, Tren de Aragua, Trinitarios, and 18th Street gangs.

    “This week’s enhanced enforcement operations with our partners from the FBI, DEA, ATF, DSS and CBP prove that we are taking a whole of government approach to protecting our communities from foreign nationals involved in transnational gangs, drug traffickers, child predators, violent criminals and dangerous individuals living in New England,” said ICE Homeland Security Investigations New England Special Agent in Charge Michael J. Krol. “ICE will use every resource and authority we have to prioritize the safety and security of our communities.”

    “Everyone should agree that we cannot and will not tolerate individuals who not only violate our immigration laws but then commit crimes that endanger our communities. Those who enter and remain in this country unlawfully are breaking the law,” said U.S. Attorney for the District of Massachusetts Leah B. Foley. “My office remains committed to working alongside our law enforcement partners to ensure that dangerous individuals are identified, prosecuted, and removed, so that the people of Massachusetts can live and work in safe and secure communities.”

    205 of those arrested had significant criminal convictions or charges. Six were foreign fugitives currently facing charges or convictions for murder, drug trafficking, organized crime, and money laundering

    “Safeguarding the integrity of the immigration and citizenship process is critical. We simply can’t permit violent and dangerous criminals to enter or remain in the United States under false pretenses, with unknown allegiances and intentions. It’s a direct threat to public safety and our national security,” said Special Agent in Charge of the FBI Boston Division Jodi Cohen. “There’s no question our communities are safer today because of this enhanced, targeted operation. FBI Boston, like all our federal partners, will continue to support ICE with these efforts.”

    Law enforcement officials seized approximately 44 kilograms of methamphetamines, 5 kilograms of fentanyl, 1.2 kilograms of cocaine, three firearms and ammunition from illegal alien offenders during the operation.

    “DEA is proud to have worked with our federal partners in this successful enforcement effort using all of the resources of the federal government to remove violent criminal aliens from our communities, said DEA New England Field Division acting Special Agent in Charge Stephen Belleau. “DEA has prioritized investigations on those involving violent, illegal criminal aliens responsible for flooding our communities with deadly and dangerous drugs. DEA’s core mission is to keep the American public safe by seizing deadly and dangerous drugs before they get into our communities, and to bring justice to the criminals responsible for manufacturing, distributing, and supplying these drugs.”

    ICE and their federal law enforcement partners made many of the apprehensions after local jurisdictions refused to honor immigration detainer requests to turn over the offenders and instead chose to release aliens from custody, forcing officers and agents to make at-large arrests in Massachusetts communities.

    “The successful outcome of this immigration enforcement operation demonstrates the dedication and collaboration of our law enforcement partners,” said Special Agent in Charge of the ATF Boston Field Division James M. Ferguson. “By targeting individuals who pose a threat to public safety, we are reinforcing our commitment to protecting our communities and upholding the integrity of our nation’s immigration laws.”

    “The Diplomatic Security Service is fully committed to supporting the Administration’s priority to reduce illegal immigration and root out those who endeavor to exploit the U.S. travel system,” said Diplomatic Security Service Boston Field Office Special Agent in Charge Matthew O’Brien. “This enhanced operation definitively made our communities safer. DSS proudly coordinates with our U.S. and international law enforcement partners to conduct passport, visa fraud, and human trafficking investigations and assist in apprehending fugitives to protect the integrity of U.S. borders and prevent illegal immigration.”

    Among those arrested during the enhanced targeted operation include:

    • A Dominican alien who illegally re-entered the U.S. after removal charged with multiple drug distribution crimes, arrested in Boston.
    • A Dominican alien who illegally re-entered the U.S. after removal charged with trafficking fentanyl, arrested in Boston.
    • A Chilean alien convicted of 4 counts of indecent assault and battery on a child under 14 years old, arrested in Marlborough.
    • A Brazilian alien charged with manslaughter, homicide by a motor vehicle, homicide while under the influence of liquor, breaking and entering in the nighttime with intent to commit a crime, and larceny, arrested in Worcester.
    • A Honduran alien who illegally re-entered the U.S. after removal convicted of rape of a child, assault and battery of a person over 14 and failure to register as a sex offender, arrested in Salem.
    • A Brazilian alien wanted for murder and convicted for firearms trafficking in his native country, arrested in Milford.
    • A Brazilian alien wanted for homicide in in his home country, arrested in Lowell.
    • A Russian alien charged with unlawful possession of ammunition and wanted in his native country for armed robbery and membership in a criminal organization, arrested in Medford.
    • A Dominican alien wanted for homicide in his native country, arrested in Dorchester.
    • A Brazilian alien wanted in his native county for failure to serve a sentence after his convictions for homicide and illegal possession of a firearm arrested in Marlborough.
    • A Salvadoran alien previously deported from the U.S. and documented 18th Street gang member convicted of assault and battery and sentenced to two and a half years committed arrested in Wakefield.
    • A Guatemalan alien charged with rape and convicted of enticing a minor under the age of 16, released by the New Bedford District Court without the ICE detainer being honored, arrested in New Bedford.
    • A Jamaican alien previously deported from the U.S. convicted of possession with intent to distribute cocaine, armed robbery, possession of a firearm, and assault arrested in Pittsfield.
    • A Brazilian alien wanted for in his native country for drug trafficking, money laundering, membership in a criminal organization arrested in West Yarmouth.

    Partner law enforcement participating in the operation were the Boston offices of the FBI, DEA, U.S. Customs and Border Protection, ATF, U.S. Marshals Service and DSS, as well as the U.S. Attorney’s Office for the District of Massachusetts.

    Members of the public can report crimes and suspicious activity by dialing 866-DHS-2-ICE (866-347-2423) or completing the online tip form.

    Learn more about ICE’s mission to increase public safety in our communities on X: @EROBoston and @HSINewEngland.

    MIL Security OSI

  • MIL-OSI Submissions: Universities sign UK-Borneo strategic forestry research partnership – University of Birmingham

    Source: University of Birmingham

    24 March 2025 – The University of Birmingham and the University College Sabah Foundation (UCSF) have forged ties to create new opportunities exploring how forest ecosystems will behave in in the future as atmospheric carbon dioxide levels rise.

    Professor Robin Mason, Pro-Vice-Chancellor (International) at the University of Birmingham joined UCSF Vice-Chancellor Datuk Dr Rafiq Idris by video link to sign the Memorandum of Understanding (MoU).  

    The MoU will see Birmingham climate change experts working with their counterparts in Borneo to explore the potential for major forest experiments and to investigate how the island’s forests respond to pressures cause by climate change – particularly in relation to biodiversity.

    The partners will explore opportunities to develop a global research and education centre around forestry management and biodiversity focussed on the needs of the people and nature of Sabah State and beyond.  

    Their partnership also aims to establish knowledge-exchange initiatives around energy infrastructure optimisation and decarbonisation – particularly related to sustainable energy derived from biomass sources.  

    Professor Robin Mason commented: “The University of Birmingham has an excellent track record in this space – particularly in relation to research at our own large-scale Free-Air CO2 Enrichment (FACE) facility and its counterpart in the Amazon.

    “As we prepare to contribute to the global discussion on climate change at COP 30 later this year, we look forward to developing our partnership with University College Sabah Foundation in Borneo – pushing forward the boundaries of global forestry research and adding to our understanding of the impact of elevated carbon levels on the world’s forests.”

    Development of the partnership has been supported by UK-Malaysia strategic business advisers WIPPD. Initial discussions between the partners will get to grips with Sabah State’s energy priorities, as well as exploring opportunities for educational and training initiatives.

    Datuk Dr Rafiq Bin Idris commented: “This collaboration marks a significant milestone for UCSF’s partnership with the University of Birmingham. This collaboration reflects our shared commitment to advancing research and innovation. UCSF with other stakeholders will work together to participate and support in this global forestry and carbon research wherever possible. By working together, we aim to strengthen collaboration, enrich learning experiences and conduct research in strategic areas of mutual interest. We are happy to formalise this relationship through the signing of this MoU.”

    Mature forests are recognised as medium-term (decades long) carbon stores and natural climate solutions. The long-running FACE experiment at the University of Birmingham’s Institute of Forest Research (BIFoR), in central England, has contributed significantly to increasing global understanding of how forests may behave in response to changes in atmospheric carbon levels.

    FACE experiments mimic future atmospheric composition and provide valuable data on interaction between forests, atmosphere, and climate. In 2017, researchers at BIFoR established the long-term FACE experiment in a 180-year-old deciduous woodland dominated by 26-m tall English (or ‘pedunculate’) oak trees – six 30 metre diameter plots, three exposed to elevated CO2 with the other three plots acting as a control. The southeast Asian rainforests are one of the most important ecosystems for which a FACE experiment has yet to be attempted.

    Notes:  

    The University of Birmingham is ranked amongst the world’s top 100 institutions. Its work brings people from across the world to Birmingham, including researchers, teachers and more than 8,000 international students from over 150 countries.

    The most significant results to date from BIFoR FACE are published in Norby, R. J., … and A. R. MacKenzie (2024). Enhanced woody biomass production in a mature temperate forest under elevated CO2. Nature Climate Change. 14, 983–988. https://www.nature.com/articles/s41558-024-02090-3 .  

    The University of Birmingham is committed to achieving operational net zero carbon. It is seeking to change society and the environment positively, and use its research and education to make a major global contribution to the UN Sustainable Development Goals. Find out at www.birmingham.ac.uk/sustainability

    The University of Birmingham is ranked 38th in the 2025 QS World Sustainability Rankings and rose 19 places in the 2024 People and Planet sustainability league table. Our global sustainability research is unlocking effective and equitable climate action and sustainability solutions.

    MIL OSI – Submitted News

  • MIL-OSI Security: Violent Level 3 Sex Offender From Harwich Sentenced to Decade in Prison for Child Pornography Offense

    Source: Office of United States Attorneys

    Defendant previously convicted of lewdness and indecent assault and battery on a child

    BOSTON – A Level 3 sex offender from Harwich, with prior violent convictions involving minor victims, was sentenced today in federal court in Boston for possessing child sexual abuse material (CSAM).

    Jonathan Fleischmann, 37, was sentenced by U.S. District Court Judge Allison D. Burroughs to 10 years in prison to be followed by five years of supervised release. Fleischmann was also ordered to pay restitution in the amount of $7,500. In July 2024, Fleischmann pleaded guilty to one count of possession of child pornography.

    “Despite his prior predatory behavior and the fact that he was already facing serious charges in state court – charges that involved ambushing and attempting to kidnap a young girl at gunpoint outside her home – this defendant continued to demonstrate a complete disregard for the safety and well-being of children by downloading hundreds of atrocious CSAM from the dark web. Each image and video he viewed or shared re-victimized the real, vulnerable children depicted in them. These crimes do not exist in a vacuum; they cause significant harm to the children and families affected,” said United States Attorney Leah B. Foley. “Today’s sentence reflects the seriousness with which we treat these crimes and our commitment to protecting children from individuals like Mr. Fleischmann, who refuse to learn or take steps toward remediating their vile tendencies.”

    “Over and over, Fleischman committed deeply disturbing sex crimes aimed at children. For years, he has been a threat to the community but after today’s sentence, he will be off the streets for a decade,” said Homeland Security Investigations New England Special Agent in Charge Michael J. Krol. “Child sexual abuse material immortalizes the abuse of a child and those who download, trade, and possess CSAM are perpetuating the trauma those children experienced. We are committed to protecting kids and seeking justice for those victimized through child exploitation.”

    Fleishmann is a Level 3 sex offender due to prior convictions in Barnstable District Court of Indecent Assault and Battery on a Child Under 14 in 2006, as well as Open and Gross Lewdness and Possession of Child Pornography in 2017 for masturbating to CSAM in a Honey Dew Donuts parking lot.

    Additionally, in September 2020, Fleischmann was charged in Barnstable Superior Court with home invasion, armed kidnapping and assault to rape for invading a Yarmouth home and forcibly taking a 16-year-old female at gunpoint into her house as she arrived home from school. That investigation also revealed that Fleishmann had accessed a dark web hidden service on his cellphone dedicated to the trafficking of child pornography. He was later released in April 2021 on conditions including cash bail and GPS monitoring.

    Fleischmann is prohibited from possessing digital devices due to his prior convictions.

    On March 18, 2023, law enforcement was notified that Fleischmann was observed downloading suspected CSAM media files onto a cell phone at his workplace in Brewster. Specifically, while the phone was left open and charging on a counter, Fleischmann’s co-workers saw that it displayed media files in the process of downloading, with file names that were consistent with CSAM.

    When approached by law enforcement at his residence later that day, Fleishmann initially denied owning the cell phone but eventually agreed to produce it – retrieving the device from a hidden location beneath a bathroom sink. A subsequent search of the cell phone revealed approximately 255 image files and 55 video files depicting CSAM – including files portraying child rape, sadistic or masochistic conduct and the abuse of infants or toddlers.

    Fleischmann has remained in federal custody since his May 2023 arrest in this case. In May 2024, Fleischmann was sentenced to 12 years in state prison in connection with the Yarmouth home invasion. Following today’s hearing, the defendant was released into state custody to serve the 12-year state sentence, which will run concurrently with the federal sentence imposed today.

    U.S. Attorney Foley and HSI SAC Krol made the announcement today. Valuable assistance was provided by the Cape & Islands District Attorney’s Office and the Brewster Police Department. Assistant U.S. Attorney Luke A. Goldworm of the Major Crimes Unit prosecuted the case.

    This case was brought as part of Project Safe Childhood, a nationwide initiative to combat the growing epidemic of child sexual exploitation and abuse, launched in May 2006 by the Department of Justice. Led by the U.S. Attorneys’ Offices and the DOJ’s Child Exploitation and Obscenity Section, Project Safe Childhood marshals federal, state and local resources to locate, apprehend and prosecute individuals who exploit children, as well as identify and rescue victims. For more information about Project Safe Childhood, please visit https://www.justice.gov/psc.
     

    MIL Security OSI

  • MIL-OSI United Kingdom: Kabaddi World Cup ends in spectacular style in city

    Source: City of Wolverhampton

    Sell out crowds packed into WV Active Aldersley on Saturday and Sunday to watch the semi finals and finals of the competition which was being hosted outside of Asia for the first time ever.

    England, Scotland and Wales were involved in the action as well as tournament favourites India who ended up winning both the men’s and women’s competitions.

    The finals brought a week of action to a close, with Wolverhampton joining Coventry, Birmingham and Walsall in hosting the competition across the region.

    Councillor Bhupinder Gakhal, the City of Wolverhampton Council’s Cabinet Member for Resident Services, said the event had been a triumph for Wolverhampton and West Midlands.

    He said: “There’s only one word to describe the Kabaddi World Cup and that is ‘wow’.

    “From start to finish the event has been a triumph for everyone involved. It’s been a celebration of different cultures and communities and its legacy will be the impact on local school children and everyone who had the chance to experience it first hand.

    “Wolverhampton has had fantastic exposure on TV with the whole world watching and it has been brilliant to see what we have achieved together as a city.”

    The first match on finals day was a feisty affair between Wales and Scotland for the men’s third place, with Scotland coming out as the winners 67-56. 

    The women’s final then followed with a match between India and England in which India were crowned champions, with a dominant display throughout and a scoreline of 57-34.

    The men’s final was the last game and an entertaining affair with India starting strong but then with England putting up a real fight in the second half to close the gap in the scoreline, the match finishing 44-41.

    The event was then capped off by the closing ceremony which saw the first, second and third placed nations collect their medals and India lift the World Cup for both their men’s and women’s teams.  

    British Kababbi League Chief Executive Prem Singh said: “We are honoured to have played a role in this historic moment – hosting the first Kabaddi World Cup outside of Asia.

    “The positive impact of this tournament has been evident through the incredible support from our community, fans filling the venues, engaging across social media and tuning in via broadcasters around the world. We hope this event has contributed to the sport’s long term legacy and helped showcase Kabaddi’s power to bring unite and inspire people.”

    The tournament was supported by £500,000 of funding support from the UK Government’s Commonwealth Games Legacy Enhancement Fund.

    MIL OSI United Kingdom

  • MIL-OSI Security: Boston Man Pleads Guilty to Extortion Conspiracy

    Source: Office of United States Attorneys

    Defendant involved in Massachusetts State Police Commercial Driver’s License bribery scheme

    BOSTON – A Boston man pleaded guilty on March 21, 2025 to his role in an extortion conspiracy involving former Massachusetts State Police (MSP) troopers who allegedly conspired to give false passing scores to certain Commercial Driver’s License (CDL) applicants who had failed or had taken only partial CDL skills test, in exchange for bribes.

    Eric Mathison, 48, pleaded guilty to one count of conspiracy to commit extortion. U.S. District Court Judge Indira Talwani scheduled sentencing for June 13, 2025. In January 2024, Mathison was charged in a 74-count indictment along with five others in the alleged conspiracy and related schemes.

    Mathison, who worked for a water company that employed drivers who needed CDLs to drive their delivery vehicles, admitted to his role in an alleged conspiracy with others including former MSP Sergeant Gary Cederquist, then in charge of MSP’s CDL Unit, to give false passing scores to certain CDL applicants affiliated with the water company. It is alleged that Cederquist gave passing scores to multiple applicants who actually failed the CDL skills test, as well as others who took only a partial test, in exchange for bribes of free inventory from the water company, such as cases of bottled Fiji, VOSS and Essentia water, cases of bottled Arizona Iced Tea and coffee and tea products, all of which Mathison delivered to an office trailer at the CDL test site in Stoughton. Mathison admitted to his alleged communications with Cederquist about particular CDL applicants, their performance on the skills test, and inventory from the water company that Cederquist allegedly requested and that Mathison delivered. For example, Mathison admitted that he received texts, allegedly from Cederquist, describing one water company applicant as “an idiot,” who had “no idea what he’s doing,” and “should have failed about 10 times already.” It is alleged that Cederquist then gave this applicant a passing score. On another occasion, Mathison admitted that he asked Cederquist, “Hows the trailer holding,” to which Cederquist allegedly responded, “In desperate need of restocking,” along with a specific request for, among other things, premium bottled water, tea, energy drinks and a “truckload of large water.”

    The charge of conspiracy to commit extortion provides for a sentence of up to 20 years in prison, up to three years of supervised release and a fine of up to $250,000. Sentences are imposed by a federal district court judge based upon the U.S. Sentencing Guidelines and statutes which govern the determination of a sentence in a criminal case.

    United States Attorney Leah B. Foley; Michael J. Krol, Special Agent in Charge of Homeland Security Investigations in New England; and Christopher A. Scharf, Special Agent in Charge, U.S. Department of Transportation Office of Inspector General, Northeast Region made the announcement today. Assistant U.S. Attorneys Christine J. Wichers and Adam W. Deitch of the Public Corruption & Special Prosecutions Unit are prosecuting the case.

    MIL Security OSI

  • MIL-OSI United Kingdom: Foot and Mouth disease controls amended in Germany

    Source: United Kingdom – Executive Government & Departments

    Press release

    Foot and Mouth disease controls amended in Germany

    Import ban amended following outbreak of foot and mouth disease in Germany.

    As of 24 March 2025, the import ban currently in place due to the outbreak of foot and mouth disease on cattle, pigs, sheep, deer, buffaloes and their products such as meat, and dairy from Germany will be amended.

    This decision follows rigorous technical assessment of the measures applied in Germany and the current situation. If the situation changes, we will not hesitate to take necessary action in response to the FMD outbreaks in the European Union to protect our domestic biosecurity.

    Great Britain has officially recognized regionalisation for FMD in Germany at the containment zone level, which covers a 6km radius around the outbreak. Consequently, the export of affected commodities can resume from areas outside this zone, provided all other import requirements are satisfied.

    Personal imports of packaged and unpackaged meat, meat products, milk and dairy products, certain composite products and animal by products of pigs and ruminants will remain in place at a country level.

    FMD poses no risk to human or food safety, but is a highly contagious viral disease of cattle, sheep, pigs and other cloven-hoofed animals. Livestock keepers should therefore be absolutely rigorous about their biosecurity.

    Foot and mouth disease is a notifiable disease and must be reported. If you suspect foot and mouth disease in your animals, you must report it immediately by calling:  

    • 03000 200 301 in England   

    • 0300 303 8268 in Wales   

    • your local  Field Services Office in Scotland

    Updates to this page

    Published 24 March 2025

    MIL OSI United Kingdom

  • MIL-OSI Global: More girls are getting excluded from school – here’s why they feel misjudged by teachers

    Source: The Conversation – UK – By Emma Clarke, Senior Lecturer and Programme Leader in Teacher Education, University of York

    Tero Vesalainen/Shutterstock

    More children are being permanently excluded from their school in England. In the 2023-24 autumn term, over 1,000 more pupils were excluded than in the autumn term the previous year. Rates of permanent exclusion have risen rapidly since the pandemic, with no sign of slowing down.

    What is perhaps unexpected is that the rate of permanent exclusions is rising much faster among girls than boys. Girls are also more at risk of “hidden” or “grey” exclusions – when a pupil stops going to school but isn’t formally excluded. But partly because schools are seen as environments in which girls are more likely to thrive than boys, the issues girls face may be overlooked.

    Stereotypes of schools as places where “good girls” are the hardworking majority – and boys are the disruptive ones – have repercussions for both girls and teachers.

    In my research I interviewed 12 girls at risk of permanent exclusion aged between 12 and 16 in two different secondary schools and one pupil referral unit. I found that they struggled with being heard.

    Girls in my study were unanimous that they wanted teachers to listen and take time for them, but felt this did not happen. They resorted to shouting before they could be shouted at. “When they shout it doesn’t mean we’re going to listen, we’re going to shout back,” one said.

    Girls reported teachers did not know them, listen or allow them to explain and so responded with aggression: “Why should I bother about them when they ain’t bothered about me?”

    Consequences of exclusion

    Research from Agenda Alliance, a charity, has found that 74% of girls in youth custody were previously permanently excluded, compared to 63% of boys. After permanent exclusion, girls (unlike boys) are more likely to suffer significant mental health issues.

    There has been very little progress in managing girls’ behaviour over the last two decades. Research has found consistent reports of girls being sidelined in education as far back as the 1970s.

    Research also suggests that girls using their voice in ways that do not fit gender stereotypes – such as being loud and shouting at teachers – was particularly problematic. This damaged relationships with teachers.

    In my research, girls believed both male and female teachers were sexist, singling them out for behaviour ignored in boys. This resulted in a deeply held sense of unfairness, particularly when teachers simply linked behaviour to their hormones. “Certain teachers overlook the girls, they pin it on your hormones,” one said.

    This results in girls feeling they have no voice, and avoiding some lessons, teachers or situations by truanting – inside school or not attending at all – or by trying to “get in before they [teachers] do” and behaving aggressively.

    These two extremes mean girls either end up using their voice in ways schools cannot manage, or remain systematically silenced: not present at school at all. Neither helps them to address the problems they are experiencing and the resulting behaviour.

    Appearance and behaviour

    I also found that girls struggled with how visible they were at school. Many girls in my study talked about facing sanctions over their uniform. They argued that teachers punished them for minor infringements, and that there was a double standard: teachers could wear two pairs of earrings, for instance, but they could not. One said that staff “don’t care about education it’s about earrings and that”.

    Girls felt singled out in ways boys were not, suggesting teachers were sexist and only interested in them looking right.

    Girls felt they received too much scrutiny over their appearance.
    Rawpixel.com/Shutterstock

    However, girls told me that modifying their uniform was central to fitting in with peers and not being bullied. This results in girls treading a fine line between not standing out too much to other girls and not attracting the censure of staff.

    Girls reported being too visible in other ways. They told me that trips to the toilet were policed by staff standing outside. Girls also felt too visible in class, with significant anxiety expressed in my research about being picked on in class. “My face goes all blotchy and I start shaking, it’s hard to breathe,” one said.

    This fear was so significant girls chose to walk out of lessons rather than face embarrassment in front of their peers. “If a teacher picks on me to answer a question I just won’t come to the next lesson,” one girl said. They chose this despite risking being put in isolation – working in seclusion away from the rest of the school and their peers, where they once again became invisible. “It’s like a prison, they boarded up the windows and don’t listen to you.”

    With some schools shifting to zero-tolerance approaches, permanent exclusion – once a last resort – may now be perceived as a reasonable response to school improvement drives.

    Striking the balance between being appropriately seen and heard is a challenge for many girls in school, even those who appear to manage it successfully. But for those who struggle, the current and widespread problems in schools make it less likely that teachers will “take more notice of how you behave, [because] there might be something behind it”. Without significant and widespread change in schools, more girls will either disappear from the system or be silenced by it.

    Emma Clarke received funding in a one off grant from British Educational Research Association. She is a member of Universities and Colleges Union.

    ref. More girls are getting excluded from school – here’s why they feel misjudged by teachers – https://theconversation.com/more-girls-are-getting-excluded-from-school-heres-why-they-feel-misjudged-by-teachers-249753

    MIL OSI – Global Reports

  • MIL-OSI United Kingdom: Aberdeen law professor elected to the Royal Society of Edinburgh Professor Abbe Brown is among the new Fellows of the Royal Society of Edinburgh (RSE) recognised as outstanding individuals whose contributions are shaping society in Scotland and beyond.

    Source: University of Aberdeen

    Professor Abbe BrownProfessor Abbe Brown is among the new Fellows of the Royal Society of Edinburgh (RSE) recognised as outstanding individuals whose contributions are shaping society in Scotland and beyond.
    The Professor of Intellectual Property Law at the University of Aberdeen is among the 2025 cohort celebrating leading minds from across science, the arts, business, public life, and academia.
    Others include cartoonist and artist Kate Charlesworth whose vast library of work includes commissions from national newspapers, theatres, wildlife trusts, Greenpeace, New Scientist, Aardman Animations, and Spitting Image.
    Pioneer of space technology, Professor Asad Madni, has also been elected as an Honorary Fellow alongside David Field, Chief Executive of the Royal Zoological Society of Scotland and Professor Patricia Findlay who is professor of work and employment relations at the University of Strathclyde.
    The Royal Society of Edinburgh (RSE), Scotland’s National Academy was established in 1783 for ‘the advancement of learning and useful knowledge’. Its 1800-strong fellowship providesindependent expert advice to policymakers and inspire the next generation of innovative thinkers.
    Professor Brown’s research explores the levels of intersection between intellectual property and other legal fields and the possible impact on key societal challenges including health, digital technology, disability, climate change and ocean governance. She maintains strong links with the legal profession and with policy making in Scotland.
    She said: “I am honoured to become a Fellow of the Royal Society Edinburgh. I look forward to contributing to its ongoing impact in addressing key societal challenges, in Scotland and more widely.”
    President of the RSE, Professor Sir John Ball PRSE, said: “It is my sincere pleasure to welcome each of our new Fellows – from the worlds of academia, public service, business, and the arts – to Scotland’s National Academy.
    “They represent excellence in their fields and will reinforce our ability to tackle the challenges that Scotland, and indeed the wider world, faces now and in the future.
    “Across a range of disciplines, they have each shown an unshakeable commitment to their research, work or craft, and it is exactly this superlative level of accomplishment that makes them belong as Fellows of the RSE.
    “I would like to extend my heartfelt congratulations to all of our new Fellows, and I hope they will avail themselves of all that our great National Academy has to offer them.”

    MIL OSI United Kingdom

  • MIL-OSI United Kingdom: Oxford City Council secures £450,000 of National Lottery funding to support the Leys Youth Hub

    Source: City of Oxford

    Oxford City Council is celebrating after securing £450,000 in National Lottery funding from the Reaching Communities programme to support the Leys Youth Hub. 

    This vital funding will help sustain the staffing team and activity programme over the next four years, ensuring the hub provides opportunities for young people in Blackbird Leys. 

    The Leys Youth Hub, located at Blackbird Leys Leisure Centre, last year received funding from the Youth Investment Fund to create a dedicated space for young people. The new facility, which will be run by Oxford City Council’s Youth Ambition service and is in partnership with Oxfordshire County Council’s Targeted Youth Support Service (TYSS), will feature a climbing wall, teaching kitchen, music and media studio and social areas, offering a diverse range of activities designed to empower and engage young people. 

    Construction contractors ODS started the building work on site in September 2024, with the Youth Hub expected to open at the end of Spring 2025. 

    The additional funding from The National Lottery Community Fund, the largest community funder in the UK, will be crucial in supporting the hub’s operations for its first four years, with a tapered approach in the third and fourth years to work towards a sustainable, community-led model. The Youth Investment Fund has funded the construction work and staffing programme to date. 

    Oxford City Council will continue working closely with partners, including Oxfordshire County Council’s Targeted Youth Support Service (TYSS), and young people to shape the programme and ensure it meets the needs of the local community. 

    Councillor Chewe Munkonge, Cabinet Member for a Healthy Oxford, said: 

    “We are delighted to receive this funding from The National Lottery Community Fund, which will make a real difference to young people in Blackbird Leys. The Leys Youth Hub is an investment in their future, providing a safe and supportive space where they can develop new skills, build their confidence, and have their own community space to form connections and have fun. This funding ensures we can continue to deliver a high-quality programme that truly benefits the community, and I’m looking forward to seeing the newly-completed Hub open soon!” 

    Helen Bushell, Head of Regional Funding for London, the South East and East at The National Lottery Community Fund, said:  

    “Thanks to National Lottery players, we’re proud to support amazing projects like the Leys Youth Hub, which strengthens society and helps the community in Oxford come together. We know the best way for children and young people to achieve their potential is by helping them connect with others and enjoy enriching activities, empowering them to shape the decisions that affect their communities.” 

    Nick Temple, CEO for Social Investment Business, delivery partner for the Youth Investment Fund, added: 

    “Securing National Lottery Funding for the Leys Youth Hub is very welcome news for young people in Blackbird Leys. The Youth Investment Fund is all about prioritising the needs of young people and creating a more equal society for future generations. Along with funding the building and renovation of hundreds of youth centres across England, we want to make sure that they are sustainable long into the future, so young people have every opportunity to have fun, make friends and explore their passions. We are thrilled that the Leys Youth Hub has a secure future and look forward to celebrating when the new building opens its doors to young people in Spring.” 

    National Lottery players raise over £30 million a week for good causes across the UK. Thanks to them, last year (2023/24) The National Lottery Community Fund awarded over half a billion pounds (£686.3 million) of life-changing funding to communities across the UK, supporting over 13,700  projects to turn their great ideas into reality.  

    To find out more visit www.TNLCommunityFund.org.uk    

    MIL OSI United Kingdom

  • MIL-OSI Global: Five ways cannabis can contribute to a green future

    Source: The Conversation – UK – By Julyan Levy, PhD Candidate, Social Sciences, Coventry University

    24K-Production/Shutterstock

    Cannabis legalisation could raise £1.5 billion for the UK economy, according to a recent report from the charity Transform. But aside from this plant’s economic benefits, cannabis also has many ecological advantages.

    My research into the potential role of cannabis in shaping a fairer and healthier world never fails to excite me. Cannabis flowers became legally allowed as a medicine in the UK in 2018, but its origins as a medicinal herb in Britain dates back to at least Anglo-Saxon times. Its popularity is evident in the many place names scattered across the country, from Hemel Hempstead in Hertfordshire to Littlehempston in Devon.

    Hemp is a colloquial term for the cannabis plant, Cannabis sativa. Hemp often refers to strains of cannabis that have had its main psychoactive chemical, tetrahydrocannabinol (THC), bred out of the female flowers.

    Due to the negative associations cannabis has picked up over the past 50 years of prohibition, hemp farmers have distanced themselves from using the term cannabis. In the UK, this association has resulted in strict conditions for growing hemp creating a barrier for farmers.

    In recent years, cannabidiol (CBD), the main non psychoactive chemical found in female cannabis flowers, has become popular as a wellness product. CBD is abundant in low-THC hemp flowers, so it’s easy for the lines between hemp and cannabis to become blurred.

    It’s all cannabis. This plant has some incredible environmental benefits, from improving soil health to storing carbon. Here are five ways that cannabis plants can contribute to a greener planet:

    1. Productive harvests

    Hemp stems have a woody core, known as shivs, that can be mixed with lime to make hempcrete, a carbon-neutral alternative to concrete. Concrete production is one of the major sources of global greenhouse gas emissions. Hempcrete could be used to build eco-friendly social housing across the UK.

    Hemp seeds are a nutritious food source, high in protein and omega-3. With the UK’s food system in crisis, hemp seeds and the oil they produce could be a more widespread sustainable homegrown food source if hemp could be grown on an industrial scale.

    But industrial monocultures of crops are harmful to biodiversity. One alternative is agroecologyworking with nature to prioritise biodiversity through small-scale farming.

    Hemp is ideally suited to agroecology, but it’s not an easy crop to grow in the UK
    because licensing laws make it very difficult for hemp farmers to tap into a global market worth billions.

    Farmers at one community farm, Hempen in Oxfordshire, sowed their first hemp crop over an area of 30 acres. In 2019, Hempen were forced to destroy their CBD harvest as their licence wasn’t renewed.

    In California, THC strains are allowed. One farming community started producing its own CBD-based medicines on just one acre of land. Others use the plant in other interesting ways, from rehabilitating formally incarcerated people to off-grid market gardens.

    Hemp offers potential as a fast-growing crop that enriches soil health.
    MAR007/Shutterstock

    2. Healthy soils

    Soil is essential for growing 98.8% of our food. Yet, it is often contaminated with toxic chemicals from industrial processes or the legacies of war.

    A process known as phytoremediation cleans the soil of these toxic contaminants. Hemp’s deep roots have a high tolerance for absorbing dangerous heavy metals. It is also a great break crop – this is a way for farmers to rotate the types of crops they grow to keep the soil healthy.




    Read more:
    Hemp is more sustainable than timber – here’s how it could transform low-carbon construction


    3. Plastic alternatives

    Plastic is poisoning our bodies and our planet. Recent reports suggest that the human brain may contain enough microplastics to make a spoon.

    Bioplastics made from hemp are biodegradable, composting down into organic matter leaving no microplastics. Hemp bioplastics are already being used by a number of commercial companies from building cars to packaging.

    Bioplastics do not offer a complete solution, but with the right infrastructure they could help reduce the need to derive more plastics from fossil fuels.

    4. Carbon storage

    Trees and other plants remove carbon dioxide from the air through the process of photosynthesis. Hemp is great at this, storing twice as much carbon dioxide than trees.

    Hemp is easy to grow without synthetic chemical inputs. It requires virtually no pesticides and reaches maturity much more quickly than trees. Once it absorbs the carbon, it’s easily stored in hempcrete blocks that can be used in construction.

    5. Energy storage

    It’s very difficult to store excess energy from renewable sources for use at a later date when the sun might not be shining or the wind isn’t blowing. Big batteries are one solution but these require mining precious metals.

    Another solution are supercapacitors – mega-efficient energy storage solutions that can be as small as a coin. Graphene, a flat material stronger than steel, is an essential element in the production of supercapacitors but it’s expensive and energy-intensive to make.

    The whole stem biomass (unused plant waste) from cannabis could provide a low-cost way to make graphene. Research shows that supercapacitors using hemp-based graphene perform much more efficiently than current commercial models.

    Hemp has many other known uses, from textiles to paper. The UK could lead the way in hemp innovation. The previous UK government did announce some minor changes to hemp licensing. Now, further changes to legislation could help farmers to harness the potential of this wondercrop in the fight against climate change.


    Don’t have time to read about climate change as much as you’d like?

    Get a weekly roundup in your inbox instead. Every Wednesday, The Conversation’s environment editor writes Imagine, a short email that goes a little deeper into just one climate issue. Join the 40,000+ readers who’ve subscribed so far.


    Julyan Levy is affiliated with The Green Party of England and Wales.

    ref. Five ways cannabis can contribute to a green future – https://theconversation.com/five-ways-cannabis-can-contribute-to-a-green-future-251523

    MIL OSI – Global Reports

  • MIL-OSI United Kingdom: King’s Counsel appointments ceremony 2025: Lord Chancellor speech

    Source: United Kingdom – Executive Government & Departments 3

    Speech

    King’s Counsel appointments ceremony 2025: Lord Chancellor speech

    Lord Chancellor’s speech at the 2025 King’s Counsel appointment ceremony, recognising those who have been formally appointed to the rank of KC and Honorary KC.

    It is a great honour and a pleasure to be here today…

    To preside over the formal appointment of those receiving the rank of King’s Counsel.

    Those two letters – KC…

    Do not just set you apart from your peers…

    And widen the eyes of your bank manager and your clerks.

    They are a public recognition, from the Crown …

    Of your skill, expertise, and contribution to the law.

    It is a momentous achievement.

    For many, the pinnacle of a career that is as much a vocation as a profession. 

    My warmest congratulations to each of you.  

    And how fitting that we celebrate you here, in Westminster Hall.

    After Magna Carta first decreed that the rule of law was greater than the rule of a King…

    It was here that the principal courts of England first sat:

    King’s Bench, Common Pleas, and Chancery.

    Here, the ideal of justice became reality…

    Laying the foundations of English and Welsh common law…

    Which underpins not just our justice system, but those of so many other nations across the world.

    These ancient walls have borne witness to some of the most defining cases in our history.

    Here, Charles the First was tried…

    The gunpowder plotters faced justice…

    And one of my predecessors, Sir Thomas More, was handed down his grisly fate…

    A warning, perhaps, to any Lord Chancellor who strays too far from the good graces of their premier.

    Happily, reshuffles are a little less bloody these days.

    Through the centuries, this hall has stood as a symbol of an unshakable principle:

    That no one, however powerful, is above the law.

    That principle has been defended, time and again, by advocates of the highest calibre.

    And into that long line, you now enter.

    As leaders in the law, and guardians of the rule of law…

    It falls to you, to strengthen, and uphold its values.

    To ‘take silk’ is a distinction earned not just through talent, of course – though we have that here in abundance.

    It takes years – often decades – of dedication, perseverance, and sacrifice.

    I know the journey to this moment has not been easy.

    The road was paved by endless late nights, spent poring over a brief…

    Hours upon hours of painstaking research…

    Countless weekends lost to work…

    Cancelled plans…

    And the many times this career has pulled you away from the ones you love…

    And who, despite your commitment to this vocation, still love you back – most of the time.

    They are here today, cheering you on.

    And I consider this honour as much a tribute to them, as it is to you.

    Today is also about more than personal achievement.

    The rank of King’s Counsel is not simply a mark of excellence…

    It is a symbol of the strength of our legal system, recognised not just in this country but across the world.

    It underpins the global reputation of our legal services sector…

    Which stands as a guarantee of integrity, expertise, and the highest standards of advocacy.

    And with this distinction comes a broader duty:

    To ensure that cases are argued fairly…

    To test and challenge the law, so it remains robust and just…

    And, in doing so, to shape the legal precedents that will influence justice for generations…

    As you hand it down to the next generation.

    You are the guardians of the rule of law – and it falls upon my office to ensure you are protected.

    That is why I have been so concerned, of late, to read reports of judges and lawyers being subjected to physical attacks – just for doing their jobs.

    Recently, a family court judge was assaulted in his own courtroom…

    And during the appalling riots of last summer, lawyers feared for their safety after threats, and their work addresses, circulated on social media…

    Simply because of who they represent.

    Now, in this country, there will always be room for opposing views…

    For legitimate disagreements over policy.

    To speak freely is a cornerstone of our democracy – part of what it means to be British.

    Judges dispense the law – and we can all debate the law…

    But as Lord Chancellor, what I will not accept…

    What I will never countenance…

    Are attacks on those who are doing their duty…

    Upholding the law of our land.

    Our legal profession and judiciary argue, and make decisions on, some of the most difficult issues of our time…

    You must be able to do so free from undue influence…

    And without risk to your safety and security.

    Anything less is unacceptable.

    Your job is to protect the law…

    And we should protect you.

    From the bar and the bench, you underpin the rule of law in this country.

    But it is not only those who practice who do so.

    That is why, alongside the 105 new Kings Counsel today…

    We welcome nine King’s Counsel, Honoris Causa, to your number.

    Each has been nominated for their outstanding contribution to the law outside of the courtroom.

    Their work may often be behind the scenes…

    But it has enriched our legal system immeasurably, and we thank you for it.

    First, Professor Martin Dixon, nominated for his scholarship in property law…

    Rebecca Hilsenrath, for her advocacy around equality, diversity, and human rights.

    Rachel Horman-Brown, who has shaped both policy and the law around coercive control.

    Dr Laura Janes, for her work on access to justice, and the rights of children in custody.  

    Susanna McGibbon, for her leadership in many high-profile cases and inquiries.  

    Professor Renato Nazzini , for his work in competition law.

    Sue Willman, for founding the Asylum Support Appeals Project.

    Douglas Wilson, for shaping the law around the use of military force, cyberspace, and investigatory powers.

    And finally, Professor Adrian Zuckerman, for his contribution to civil law.

    Thank you all for the enduring contributions you have made to legal thought and practice.

    And I think that leaves me only to offer my warmest congratulations to all of you, Kings Counsel Honoris Causa and Pro Meritis.

    You leave this room with the right to wear a very lovely full-bottomed wig…

    A really rather strange monkey jacket…

    And, of course, the eponymous silk.

    But with great outfits, comes great responsibility.

    You are the custodians of your profession…

    Upholders of legal excellence….

    And guardians of the rule of law.

    But most importantly, today, you are husbands and wives…

    Fathers and mothers…

    Sons and daughters…

    And I hope today you will raise a glass to those who helped you get here.

    Updates to this page

    Published 24 March 2025

    MIL OSI United Kingdom

  • MIL-OSI USA: ICE, law enforcement partners arrest 370 alien offenders during enhanced operation in Massachusetts

    Source: US Immigration and Customs Enforcement

    BOSTON — U.S. Immigration and Customs Enforcement and federal law enforcement partners apprehended 370 illegal aliens in Massachusetts during an enhanced targeted enforcement operation focusing on transnational organized crime, gangs, and egregious illegal alien offenders March 18-23.

    “The Commonwealth is a safer place for our residents to live and work because ICE and our federal law enforcement partners arrested hundreds of alien offenders and removed them from the streets of Massachusetts,” said ICE Enforcement and Removal Operations Boston acting Field Office Director Patricia H. Hyde. “Throughout this enhanced enforcement operation, we targeted the most dangerous alien offenders in some of the most crime-infested neighborhoods in and around Boston. Our efforts resulted in 370 arrests throughout the commonwealth. ICE and our federal law enforcement partners are committed to protecting the homeland through the eradication of transnational criminal organizations, dismantling dangerous criminal gangs preying on the American public, locating and arresting criminal alien offenders, and making our communities a safer place to live.”

    During the six-day enhanced operation, ICE and federal law enforcement partners targeted egregious criminal alien offenders including transnational criminal organizations known to operate in and around Boston and throughout Massachusetts. These organizations include the notorious MS-13, Tren de Aragua, Trinitarios, and 18th Street gangs.

    “This week’s enhanced enforcement operations with our partners from the FBI, DEA, ATF, DSS and CBP prove that we are taking a whole of government approach to protecting our communities from foreign nationals involved in transnational gangs, drug traffickers, child predators, violent criminals and dangerous individuals living in New England,” said ICE Homeland Security Investigations New England Special Agent in Charge Michael J. Krol. “ICE will use every resource and authority we have to prioritize the safety and security of our communities.”

    “Everyone should agree that we cannot and will not tolerate individuals who not only violate our immigration laws but then commit crimes that endanger our communities. Those who enter and remain in this country unlawfully are breaking the law,” said U.S. Attorney for the District of Massachusetts Leah B. Foley. “My office remains committed to working alongside our law enforcement partners to ensure that dangerous individuals are identified, prosecuted, and removed, so that the people of Massachusetts can live and work in safe and secure communities.”

    205 of those arrested had significant criminal convictions or charges. Six were foreign fugitives currently facing charges or convictions for murder, drug trafficking, organized crime, and money laundering

    “Safeguarding the integrity of the immigration and citizenship process is critical. We simply can’t permit violent and dangerous criminals to enter or remain in the United States under false pretenses, with unknown allegiances and intentions. It’s a direct threat to public safety and our national security,” said Special Agent in Charge of the FBI Boston Division Jodi Cohen. “There’s no question our communities are safer today because of this enhanced, targeted operation. FBI Boston, like all our federal partners, will continue to support ICE with these efforts.”

    Law enforcement officials seized approximately 44 kilograms of methamphetamines, 5 kilograms of fentanyl, 1.2 kilograms of cocaine, three firearms and ammunition from illegal alien offenders during the operation.

    “DEA is proud to have worked with our federal partners in this successful enforcement effort using all of the resources of the federal government to remove violent criminal aliens from our communities, said DEA New England Field Division acting Special Agent in Charge Stephen Belleau. “DEA has prioritized investigations on those involving violent, illegal criminal aliens responsible for flooding our communities with deadly and dangerous drugs. DEA’s core mission is to keep the American public safe by seizing deadly and dangerous drugs before they get into our communities, and to bring justice to the criminals responsible for manufacturing, distributing, and supplying these drugs.”

    ICE and their federal law enforcement partners made many of the apprehensions after local jurisdictions refused to honor immigration detainer requests to turn over the offenders and instead chose to release aliens from custody, forcing officers and agents to make at-large arrests in Massachusetts communities.

    “The successful outcome of this immigration enforcement operation demonstrates the dedication and collaboration of our law enforcement partners,” said Special Agent in Charge of the ATF Boston Field Division James M. Ferguson. “By targeting individuals who pose a threat to public safety, we are reinforcing our commitment to protecting our communities and upholding the integrity of our nation’s immigration laws.”

    “The Diplomatic Security Service is fully committed to supporting the Administration’s priority to reduce illegal immigration and root out those who endeavor to exploit the U.S. travel system,” said Diplomatic Security Service Boston Field Office Special Agent in Charge Matthew O’Brien. “This enhanced operation definitively made our communities safer. DSS proudly coordinates with our U.S. and international law enforcement partners to conduct passport, visa fraud, and human trafficking investigations and assist in apprehending fugitives to protect the integrity of U.S. borders and prevent illegal immigration.”

    Among those arrested during the enhanced targeted operation include:

    • A Dominican alien who illegally re-entered the U.S. after removal charged with multiple drug distribution crimes, arrested in Boston.
    • A Dominican alien who illegally re-entered the U.S. after removal charged with trafficking fentanyl, arrested in Boston.
    • A Chilean alien convicted of 4 counts of indecent assault and battery on a child under 14 years old, arrested in Marlborough.
    • A Brazilian alien charged with manslaughter, homicide by a motor vehicle, homicide while under the influence of liquor, breaking and entering in the nighttime with intent to commit a crime, and larceny, arrested in Worcester.
    • A Honduran alien who illegally re-entered the U.S. after removal convicted of rape of a child, assault and battery of a person over 14 and failure to register as a sex offender, arrested in Salem.
    • A Brazilian alien wanted for murder and convicted for firearms trafficking in his native country, arrested in Milford.
    • A Brazilian alien wanted for homicide in in his home country, arrested in Lowell.
    • A Russian alien charged with unlawful possession of ammunition and wanted in his native country for armed robbery and membership in a criminal organization, arrested in Medford.
    • A Dominican alien wanted for homicide in his native country, arrested in Dorchester.
    • A Brazilian alien wanted in his native county for failure to serve a sentence after his convictions for homicide and illegal possession of a firearm arrested in Marlborough.
    • A Salvadoran alien previously deported from the U.S. and documented 18th Street gang member convicted of assault and battery and sentenced to two and a half years committed arrested in Wakefield.
    • A Guatemalan alien charged with rape and convicted of enticing a minor under the age of 16, released by the New Bedford District Court without the ICE detainer being honored, arrested in New Bedford.
    • A Jamaican alien previously deported from the U.S. convicted of possession with intent to distribute cocaine, armed robbery, possession of a firearm, and assault arrested in Pittsfield.
    • A Brazilian alien wanted for in his native country for drug trafficking, money laundering, membership in a criminal organization arrested in West Yarmouth.

    Partner law enforcement participating in the operation were the Boston offices of the FBI, DEA, U.S. Customs and Border Protection, ATF, U.S. Marshals Service and DSS, as well as the U.S. Attorney’s Office for the District of Massachusetts.

    Members of the public can report crimes and suspicious activity by dialing 866-DHS-2-ICE (866-347-2423) or completing the online tip form.

    Learn more about ICE’s mission to increase public safety in our communities on X: @EROBoston and @HSINewEngland.

    MIL OSI USA News

  • MIL-OSI United Kingdom: ‘Labour austerity will increase poverty and exacerbate inequality in Wales’ – Plaid Cymru

    Source: Party of Wales

    Ben Lake MP outlines alternative fiscal options instead of wide-ranging cuts

    Plaid Cymru’s Treasury spokesperson, Ben Lake MP, has written to Chancellor of the Exchequer Rachel Reeves ahead of the 2025 Spring Statement, urging the UK Government to reconsider planned spending cuts and ensure Wales receives fair funding.

    The Spring Statement, set to be delivered in the House of Commons on Wednesday, 26 March, will provide an update on the UK economy, public finances, and the Government’s economic objectives. The Office for Budget Responsibility (OBR) will publish its latest economic and fiscal forecast alongside the statement, with expectations that the UK’s economic outlook will be downgraded.

    Ben Lake MP has raised concerns that the UK Government’s response to this downturn – cutting public spending – will disproportionately impact the most vulnerable communities in Wales, exacerbating poverty and inequality.

    He has also highlighted the potential financial implications for Wales of England-only decisions, such as the abolition of NHS England, which could reduce the funds allocated to Wales through the Barnett Formula.

    In his letter, Ben Lake MP proposes several alternatives to the Chancellor’s current fiscal approach. These include:

    • Charging National Insurance on limited liability partnerships, such as large corporate law firms;
    • Closing tax loopholes that allow overseas-based online vendors to avoid VAT;
    • Ending subsidies for oil and gas companies.

    The Plaid Cymru MP also calls on the Chancellor to address the longstanding funding disparities faced by Wales. He notes that Northern Ireland’s Barnett Formula allocation is 9% higher than that of Wales, leaving Welsh public services underfunded. 

    In his letter, Ben Lake MP writes:

    “The Office for Budget Responsibility is widely expected to downgrade the performance of the UK economy, and I am concerned that the Government’s response to cut public spending will harm the most vulnerable in Wales by increasing poverty and exacerbating inequality.

    “Spending decisions which apply to England only, such as the decision to abolish NHS England, will nevertheless have implications for Wales by potentially reducing the amount received through the Barnett Formula.

    “I note that several practical alternatives have been proposed to raise additional revenue for the UK Government, and I would be grateful to understand whether they have been considered in advance of the Spring Statement. It has been estimated that charging National Insurance on limited liability partnerships such as large corporate law firms, for example, or closing loopholes allowing overseas-based online vendors to avoid paying VAT, in addition to cutting the subsides for oil and gas companies could raise billions to help meet the Government’s current fiscal rules without the need for further austerity.

    “The Spring Statement is also an opportunity to give Wales financial parity with the devolved nations so that the Welsh Government has the economic levers to grow the economy and improve livelihoods. For instance, Northern Ireland’s Barnett Formula needs-based funding is 9% higher than Wales’s which means Welsh public services such as health and housing are missing out on additional funding. Wales also lacks the ability to invest in infrastructure such as schools, hospitals and transport projects given that the Welsh Government has an annual capital borrowing limit of £150 million compared to the Scottish Government’s £450 million. I would be grateful to know whether the UK Government will look to address these inequalities as part of its ongoing negotiations with the Welsh Government on the Welsh Government Fiscal Framework.

    “I urge you to use this Spring Statement to fulfil the UK Government’s promise of not returning to a policy of austerity, and to introduce fair funding and investment powers for Wales.”

    MIL OSI United Kingdom

  • MIL-OSI USA: ICE, law enforcement partners arrest more than 370 alien offenders during enhanced operation in Massachusetts

    Source: US Immigration and Customs Enforcement

    BOSTON — U.S. Immigration and Customs Enforcement and federal law enforcement partners apprehended 370 illegal aliens in Massachusetts during an enhanced targeted enforcement operation focusing on transnational organized crime, gangs, and egregious illegal alien offenders March 18-23.

    “The Commonwealth is a safer place for our residents to live and work because ICE and our federal law enforcement partners arrested hundreds of alien offenders and removed them from the streets of Massachusetts,” said ICE Enforcement and Removal Operations Boston acting Field Office Director Patricia H. Hyde. “Throughout this enhanced enforcement operation, we targeted the most dangerous alien offenders in some of the most crime-infested neighborhoods in and around Boston. Our efforts resulted in 370 arrests throughout the commonwealth. ICE and our federal law enforcement partners are committed to protecting the homeland through the eradication of transnational criminal organizations, dismantling dangerous criminal gangs preying on the American public, locating and arresting criminal alien offenders, and making our communities a safer place to live.”

    During the six-day enhanced operation, ICE and federal law enforcement partners targeted egregious criminal alien offenders including transnational criminal organizations known to operate in and around Boston and throughout Massachusetts. These organizations include the notorious MS-13, Tren de Aragua, Trinitarios, and 18th Street gangs.

    “This week’s enhanced enforcement operations with our partners from the FBI, DEA, ATF, DSS and CBP prove that we are taking a whole of government approach to protecting our communities from foreign nationals involved in transnational gangs, drug traffickers, child predators, violent criminals and dangerous individuals living in New England,” said ICE Homeland Security Investigations New England Special Agent in Charge Michael J. Krol. “ICE will use every resource and authority we have to prioritize the safety and security of our communities.”

    “Everyone should agree that we cannot and will not tolerate individuals who not only violate our immigration laws but then commit crimes that endanger our communities. Those who enter and remain in this country unlawfully are breaking the law,” said U.S. Attorney for the District of Massachusetts Leah B. Foley. “My office remains committed to working alongside our law enforcement partners to ensure that dangerous individuals are identified, prosecuted, and removed, so that the people of Massachusetts can live and work in safe and secure communities.”

    205 of those arrested had significant criminal convictions or charges. Six were foreign fugitives currently facing charges or convictions for murder, drug trafficking, organized crime, and money laundering

    “Safeguarding the integrity of the immigration and citizenship process is critical. We simply can’t permit violent and dangerous criminals to enter or remain in the United States under false pretenses, with unknown allegiances and intentions. It’s a direct threat to public safety and our national security,” said Special Agent in Charge of the FBI Boston Division Jodi Cohen. “There’s no question our communities are safer today because of this enhanced, targeted operation. FBI Boston, like all our federal partners, will continue to support ICE with these efforts.”

    Law enforcement officials seized approximately 44 kilograms of methamphetamines, 5 kilograms of fentanyl, 1.2 kilograms of cocaine, three firearms and ammunition from illegal alien offenders during the operation.

    “DEA is proud to have worked with our federal partners in this successful enforcement effort using all of the resources of the federal government to remove violent criminal aliens from our communities, said DEA New England Field Division acting Special Agent in Charge Stephen Belleau. “DEA has prioritized investigations on those involving violent, illegal criminal aliens responsible for flooding our communities with deadly and dangerous drugs. DEA’s core mission is to keep the American public safe by seizing deadly and dangerous drugs before they get into our communities, and to bring justice to the criminals responsible for manufacturing, distributing, and supplying these drugs.”

    ICE and their federal law enforcement partners made many of the apprehensions after local jurisdictions refused to honor immigration detainer requests to turn over the offenders and instead chose to release aliens from custody, forcing officers and agents to make at-large arrests in Massachusetts communities.

    “The successful outcome of this immigration enforcement operation demonstrates the dedication and collaboration of our law enforcement partners,” said Special Agent in Charge of the ATF Boston Field Division James M. Ferguson. “By targeting individuals who pose a threat to public safety, we are reinforcing our commitment to protecting our communities and upholding the integrity of our nation’s immigration laws.”

    “The Diplomatic Security Service is fully committed to supporting the Administration’s priority to reduce illegal immigration and root out those who endeavor to exploit the U.S. travel system,” said Diplomatic Security Service Boston Field Office Special Agent in Charge Matthew O’Brien. “This enhanced operation definitively made our communities safer. DSS proudly coordinates with our U.S. and international law enforcement partners to conduct passport, visa fraud, and human trafficking investigations and assist in apprehending fugitives to protect the integrity of U.S. borders and prevent illegal immigration.”

    Among those arrested during the enhanced targeted operation include:

    • A Dominican alien who illegally re-entered the U.S. after removal charged with multiple drug distribution crimes, arrested in Boston.
    • A Dominican alien who illegally re-entered the U.S. after removal charged with trafficking fentanyl, arrested in Boston.
    • A Chilean alien convicted of 4 counts of indecent assault and battery on a child under 14 years old, arrested in Marlborough.
    • A Brazilian alien charged with manslaughter, homicide by a motor vehicle, homicide while under the influence of liquor, breaking and entering in the nighttime with intent to commit a crime, and larceny, arrested in Worcester.
    • A Honduran alien who illegally re-entered the U.S. after removal convicted of rape of a child, assault and battery of a person over 14 and failure to register as a sex offender, arrested in Salem.
    • A Brazilian alien wanted for murder and convicted for firearms trafficking in his native country, arrested in Milford.
    • A Brazilian alien wanted for homicide in in his home country, arrested in Lowell.
    • A Russian alien charged with unlawful possession of ammunition and wanted in his native country for armed robbery and membership in a criminal organization, arrested in Medford.
    • A Dominican alien wanted for homicide in his native country, arrested in Dorchester.
    • A Brazilian alien wanted in his native county for failure to serve a sentence after his convictions for homicide and illegal possession of a firearm arrested in Marlborough.
    • A Salvadoran alien previously deported from the U.S. and documented 18th Street gang member convicted of assault and battery and sentenced to two and a half years committed arrested in Wakefield.
    • A Guatemalan alien charged with rape and convicted of enticing a minor under the age of 16, released by the New Bedford District Court without the ICE detainer being honored, arrested in New Bedford.
    • A Jamaican alien previously deported from the U.S. convicted of possession with intent to distribute cocaine, armed robbery, possession of a firearm, and assault arrested in Pittsfield.
    • A Brazilian alien wanted for in his native country for drug trafficking, money laundering, membership in a criminal organization arrested in West Yarmouth.

    Partner law enforcement participating in the operation were the Boston offices of the FBI, DEA, U.S. Customs and Border Protection, ATF, U.S. Marshals Service and DSS, as well as the U.S. Attorney’s Office for the District of Massachusetts.

    Members of the public can report crimes and suspicious activity by dialing 866-DHS-2-ICE (866-347-2423) or completing the online tip form.

    Learn more about ICE’s mission to increase public safety in our communities on X: @EROBoston and @HSINewEngland.

    MIL OSI USA News

  • MIL-OSI United Kingdom: Road maintenance in England

    Source: United Kingdom – Executive Government & Departments

    Written statement to Parliament

    Road maintenance in England

    Local highway authorities will receive £500 million to fix potholes and £4.8 billion investment for National Highways to keep the strategic road network working.

    Today (24 March 2025) I am announcing 2 key measures to boost funding for transport as part of the government’s commitment to renew national infrastructure, improve England’s road network and drive growth as part of the Plan for Change.

    First, I am setting out the details of what local highway authorities across England will need to do to unlock their full share of the £500 million funding uplift that the government has announced for the 2025 to 2026 financial year. This will help ensure that every penny of taxpayer funding for road repairs is delivering results and will help tackle the pothole plague that is the result of a decade of underinvestment by the previous government.

    For the first time ever, local highway authorities will have to publish a succinct report in plain English by the end of June detailing what they are doing to improve the state of their local roads. This will shine a spotlight on what councils are doing with taxpayers’ money and allow local people to hold their councils to account. It will help ensure that the additional funding provided by my department will be spent delivering the improvements that local people have every right to expect.

    The department has provided a template for these reports, which sets out the information that is required. Each authority will need to explain how much it is spending on highway maintenance and how this has changed over time. Authorities will also need to give an overall picture of the condition of their roads, and a summary of how many potholes they have filled in each of the last 5 years, as well as what they are doing to shift their focus to long-term preventative maintenance. They will need to explain what they are doing to minimise the disruption caused by utility companies’ streetworks and to make their highway networks more resilient to the changing climate.

    Local highway authorities will also be required to send some further, more technical information to the department by the end of October. This will summarise what each authority is doing to follow best practice and deliver innovation and efficiency. Authorities will have to provide information on matters such as whether or not they carry out customer satisfaction surveys to allow the public to have a say on local priorities; and whether they benchmark their performance with other authorities.

    Authorities that comply in full with the requirements will receive their full share of the £500 million funding uplift, which for most authorities will mean an increase of almost 40% on average in highway maintenance funding compared to the current financial year. Authorities that do not meet these requirements will forfeit the final 25% of the funding uplift, with this money then redistributed to other councils to allow them to do even more to fix their local roads. Second, I am providing details of a £4.8 billion interim settlement for National Highways in 2025 to 2026 to keep the strategic road network working for the people and businesses that rely on it every day.

    Delivery of this investment focuses heavily on operating, maintaining, and enhancing the strategic network. Crucially, there is also a record investment in renewals, essential to keeping this vital network in good repair to avoid unplanned disruption, drive productivity and better connect people and business to support growth across the country.

    The current Road Investment Strategy (RIS) expires at the end of March 2025, and we intend to set a new multi-year strategy. But this requires time to plan and the choices we make in that strategy will be informed by this year’s Spending Review.

    In the absence of a RIS, I am laying in Parliament statutory directions and guidance to National Highways to cover the exercise of its functions beyond the expiry of the second Road Investment Strategy, from 1 April 2025 to 31 March 2026 inclusive.

    Updates to this page

    Published 24 March 2025

    MIL OSI United Kingdom

  • MIL-OSI United Kingdom: Allister to host Briefing on the Future of UK Defence: How Should We Respond to the Latest European Union Proposals?

    Source: Traditional Unionist Voice – Northern Ireland

    Tomorrow morning the leader of the TUV, Jim Allister KC MP, will host a briefing for MPs and Peers in Westminster delivered by Lt Gen Jonathan Riley CB DSO on the future of UK Defence Policy.

    There has been much talk about an Reset in the UK’s relationship with the EU, at the heart of which is a paper published by the Council of Europe Presidency on 3rd December 2024, central to which are proposals for the UK to become engaged in EU defence integration.

    Lt Gen Jonathan Riley CB DSO will reflect on the implications of these proposals and UK’s relationship with NATO.

    Jim Allister said ‘There has seldom been a time when the question of UK defence and the future of UK defence policy has been more important. I am delighted to welcome General Riley to present to MPs and Peers on the consequences of the EU Reset proposals in relation to defence and the United Kingdom’s relationship with NATO.

    General Riley is the Former Deputy commander of the International Security Assistance Force in Afghanistan

    MIL OSI United Kingdom

  • MIL-OSI United Kingdom: Final phase of brand-new Council homes handed over in Methven

    Source: Scotland – City of Perth

    The houses are the final phase of a development that has seen the inclusion of 41 brand new Council homes in total.

    The latest properties to be handed over are a mix of two and three-bedroom semi-detached mid-terrace homes. Previously, a mix of semi-detached, terraced homes and flats were handed over to the Council at the development, providing high-quality accommodation for a wide range of tenants.

    The homes at Hayfield Brae have been built to the highest standard by the Council’s construction partner GS Brown and include energy efficiency measures such as air source heat pumps, solar panels, quality insulation and high levels of air tightness to make sure tenants’ bills are kept as low as possible and the development’s carbon footprint is minimised.   

    Safety features such as sprinkler systems, fire alarm systems, and electrical surge protection devices have also been included as standard. 

    The five homes cost almost £1.1m to build. The Council invested £440,000, with the Scottish Government contributing the rest. 

    The houses were visited by the Council’s Housing and Social Wellbeing Convener, Councillor Tom McEwan, who said: “This development has been underway for a few years now and it is fantastic to see it completed. This significant number of new Council homes will help to address the housing needs of different types of tenants in a rural location where there is high demand for accommodation.

    “I’m particularly pleased to see the high level of energy efficiency that has been built into the homes, with air source heat pumps fitted instead of traditional boilers. As a Council and as a Housing Service, we are committed to minimising the environmental impact of everything we do. The efficient heating systems, top-grade insulation and solar panels included in the homes will help tenants reduce their energy use.

    “As well as providing high-quality, energy-efficient homes, this new development will add vibrancy to life in the village of Methven, supporting the local community and economy.”

    The Methven project is part of Perth & Kinross Council’s ongoing multi-million-pound new build housing programme, which has seen over 500 new Council homes built for tenants since 2012.

    The Council’s house building programme has delivered new homes for affordable social rent in towns and settlements right across the region, including Methven, Scone, Abernethy, Alyth, Inchture, Stanley, Blairgowrie, Meigle, Auchterarder, Balbeggie, Rattray and in many sites in Perth. 

    MIL OSI United Kingdom

  • MIL-OSI Global: Time to stop blaming bats and newts for blocking development? A new fund could support nature and ease building delays

    Source: The Conversation – UK – By Graham Haughton, Professor, Urban and Environmental Planning, University of Manchester

    Great news for the greater horseshoe bat? ATTILA Barsan/Shutterstock

    For years, nature has been blamed as a blocker of economic growth. After some ministerial bluster about not letting newts and bats get in the way of growth ambitions, the UK government released more details of its plans to get Britain building again.

    The centrepiece of its aspirations to balance both nature and economic growth is a nature restoration fund, to be set up in England through changes to habitat regulations. This should allow developers to stay within their legal obligations towards nature through a payment scheme without delaying their projects.

    The broad concept is that, as an alternative to relocating important species or improving habitats on the site of a proposed development, a developer could pay into the nature restoration fund. This would pay for larger, more strategically located schemes to protect the species in question.

    The fund simplifies and streamlines the regulations while collecting funds to promote more, bigger, better and increasingly joined-up sites for nature.

    Protecting nature is not just about bats and newts. According to trade association the Home Builders Federation (HBF), there are 160,000 homes being delayed by what are known as “nutrient neutrality” measures. These rules were a response to growing public concerns about land and water pollution caused by nutrient loads – pollutants such as nitrogen and phosphorus – associated with livestock farming and spillages from sewage works.

    Government agency Natural England advised 74 local authorities that they should not allow any more house building in their areas unless this pollution could be mitigated. But this has led to lengthy and expensive project-by-project reviews to identify potential damage.

    How will a fund help?

    The fund will build on some schemes that are already known to work. One such scheme works for the protection of great-crested newts. Another successful scheme is Thames Basin Heaths project, working to protect and enhance heathland sites where rare birds such as nightingales breed. Crucially, this scheme allows new development to go ahead in adjacent areas.

    The fund will be run by Natural England, which aims to draw on these experiences to unblock development at a large scale rather than at single-site level, pooling contributions from developers to pay for mitigation measures when there is a risk to nature.

    If a particular “blocking” issue is identified, experts from Natural England will produce a plan, which must be approved by the environment secretary. A levy on developers will then pay for mitigation measures “in perpetuity” (often 30 years), allowing the development to get under way.




    Read more:
    The government has revealed its plans to get Britain building again. Some of them might just work


    Environmental experts have cautiously welcomed the general principles and approach of the nature restoration fund. But there has also been concern about whether the plan is well enough thought through. There are also questions on how well it will integrate with other schemes.

    A widespread worry is for the future of biodiversity net gain – which includes measures for creating and improving habitat banks using biodiversity units, effectively a form of “nature market”. This approach sets a target of 10% for biodiversity improvement based upon the combined distinctness, condition and significance of affected habitats over the lifetime of the development. But these measures are only just getting started.

    The concern is that providers of sites for these habitat banks – which might be councils, landowners, charities or private businesses, for example – might get cold feet and pull out if they can’t be certain that their plans will be compatible with the nature restoration fund.

    The Thames Basin Heaths scheme has been protecting the breeding grounds of nightingales.
    Erni/Shutterstock

    There is concern, too, about how payments from the nature restoration fund would be calculated. These will need to be locally appropriate and not pit nature restoration and biodiversity net gain against each other if, for example, landowners are forced to choose a particular scheme for their land that they are then committed to for decades. With two parallel systems in play, the relationship between them must be crystal clear, otherwise shared goals could be missed.

    Another question is whether Natural England can be both regulator and financial beneficiary of the new scheme. There have been calls from some of those already involved in nature markets for some form of independent oversight.

    And it will also be vital that the new scheme respects what’s known as the “mitigation hierarchy”. This hierarchy aims to avoid, reduce and then mitigate any impacts on nature on-site in that order. Then developers should consider off-site measures in areas where there could be greater gains for biodiversity.

    But a danger here is that this could disconnect people from nature even further by mitigating ecological loss miles away from the site of the damage. This disconnection is considered to be a critical underlying cause of biodiversity loss.

    There is much to like about the nature restoration fund, but there is a risk that little will be achieved without the government showing genuine ambition and allocating enough money and staff to properly monitor and enforce it over the long term. Only time will tell whether it achieves the government’s goal of speeding up development.

    At the moment, it is not clear how the fund will complement similar schemes and there is a danger of creating a complex patchwork in nature restoration funding. But if it works well, it could provide a richer funding ecosystem for nature recovery – a much-needed boost for England’s nature-depleted landscape.

    The authors do not work for, consult, own shares in or receive funding from any company or organisation that would benefit from this article, and have disclosed no relevant affiliations beyond their academic appointment.

    ref. Time to stop blaming bats and newts for blocking development? A new fund could support nature and ease building delays – https://theconversation.com/time-to-stop-blaming-bats-and-newts-for-blocking-development-a-new-fund-could-support-nature-and-ease-building-delays-252765

    MIL OSI – Global Reports

  • MIL-OSI Global: How we revealed the life story of PG Tips chimp – written in her bones

    Source: The Conversation – UK – By Stuart Black, Associate Professor, Department of Archaeology, University of Reading

    Chimpanzees helped to make PG Tips tea famous with their iconic TV ads in the 1970s. But what happened to these animals afterwards? Our new study, using techniques previously used only on human remains, reveals the fascinating life story of Choppers, a celebrity chimpanzee, also known as Ada Lott from the PG Tips ads.

    Zoos have transformed over the last century. They once focused on entertainment, but in the UK zoos now have a greater emphasis on education, conservation, research and welfare. And our new study, led by experts at National Museums Scotland, shows how these changes are written on Choppers’ body.

    Choppers died aged 46 in 2016, which is close to the average age for a wild or captive chimpanzee. Following her death, Choppers was donated to the National Museums of Scotland, which enabled an analytical investigation into her life through her remains. Researchers from across the UK created the most comprehensive osteobiography of a zoo animal by bringing together archival, chemical and metric analyses.

    Osteobiography involves the analysis of bones and other tissue. It is more commonly used in archaeology to reconstruct the life stories of ancient human subjects, such as Richard III, identifying where and how they lived in remarkable detail.

    As a celebrity, Choppers’ life has been extensively documented. This combination of
    archival material and osteobiographical analysis provides one of the most complete
    assessments of the life of an animal in zoo care.

    The findings of our study paint a rich picture of Choppers’ key life events, including evidence of injuries sustained when she was poached from the wild at just six weeks old. Choppers had a broken right arm, which seemed to have healed badly. Her lower arm bones were bowed and much shorter than her left side. She seems to have not been able to bear much weight on this arm, which likely contributed to joint disease here and elsewhere in her skeleton.

    It is also likely that many, if not all, of her social group were killed in her capture. The physical trauma would impact her throughout her life, impairing her movement and exacerbating degenerative issues associated with old age.

    Analysis of Choppers’ tooth enamel indicates a geographical and dietary shift between the ages of three and four, coinciding with her relocation to the UK from Sierra Leone. In the following three years she played the grandmother character in the PG Tips adverts, which ran in the UK throughout the 70s and 80s and featured a family of tea drinking chimps.

    A collection of PG Tips adverts using chimpanzees.

    The long-running ads helped PG Tips become the market leader of tea in Britain for 35 years. Her performance career was short, ending before the onset of puberty, and Choppers probably retired at around the age of six or seven. In part this is due to behavioural change as adult chimpanzees become less predictable, but also as a result of human perceptions of the cuteness of adult chimpanzees compared to infants.

    Choppers transitioned from a relatively active life with high levels of direct interaction with humans, to a sedentary life with two companion chimpanzees, Noddy and Brooke, who were also retired from the entertainment industry. She was cared for by Twycross Zoo in Leicestershire for the rest of her life.

    Choppers’ upper jaw was significantly elongated compared with wild chimpanzees, reflecting an early diet of sugary soft fruit, but also of her performance diet that mimicked that of humans. The PG Tips advertisements followed on from a longstanding trope in the mid-20th century of chimpanzees participating in tea parties, eating cake, drinking “tea” and apeing human behaviour. The chimpanzees drank fruit juice or milk rather than tea during tea parties and advertisements.

    In recent years there has been a shift towards tougher, less sugary vegetables in the diets of zoo primates, which is leading to improvements in their health and behaviour.

    Later in life, Choppers was housed for a time with another chimpanzee, Bobby. Together they had one daughter, Holly.

    Across the world today, there is considerable variation in zoo regulation, management and welfare. Despite accreditation of zoos and improved regulation, the illegal trafficking of chimpanzees and other primates into private collections and disreputable zoos continues. Choppers’ story is testament to the many thousands of chimpanzees that were (and still are) forcibly extracted from the wild for zoos, circuses, laboratories and private collections.

    Choppers was not an unusual chimpanzee, but her story is an individual one, which resonates with human attitudes towards wildlife, zoos, entertainment, welfare and quality of life.

    Stuart Black receives funding from The Wellcome Trust, UKRI and other research councils.

    David Cooper has received funding from The Wellcome Trust.

    Juliette Waterman received funding from the Wellcome Trust while this research was carried out.

    ref. How we revealed the life story of PG Tips chimp – written in her bones – https://theconversation.com/how-we-revealed-the-life-story-of-pg-tips-chimp-written-in-her-bones-252224

    MIL OSI – Global Reports