Category: Natural Disasters

  • MIL-OSI NGOs: New wave of violence in Ituri DRC further risks civilian lives

    Source: Médecins Sans Frontières –

    • People in Ituri province, northeastern DRC, are living amidst horrific violence, widespread displacement and a lack of aid.

    • Amid the violence, people in Ituri experience difficulties in accessing healthcare, but also our teams in providing it.

    • MSF calls on all state and non-state armed groups in Ituri to spare civilians, as well as healthcare facilities.

    KINSHASA – Médecins Sans Frontières (MSF) has witnessed a renewed spike in atrocities in eastern Democratic Republic of Congo (DRC)’s Ituri province, where our medical teams are providing care for civilians with horrific injuries. In a new report released today, Risking Their Lives to Survive, MSF underscores the extreme needs of many communities endangered by recent attacks, increased displacement, and reduced humanitarian aid.

    Risking their lives to survive pdf — 12.31 MB Download

    For decades, people in Ituri – in the northeast of DRC – have been both direct targets and treated as collateral damage in a complex conflict characterised by violence, ethnic divisions, and the participation of various armed groups. This conflict has also greatly hampered access to healthcare and the means for families to feed themselves, while the restricted provision of humanitarian aid has caused further suffering among a community that already gets little international attention.

    MSF calls on all state and non-state armed groups in Ituri to spare civilians, as well as healthcare facilities, which are sanctuaries essential to the survival of local communities.

    Violence in Ituri has displaced around 100,000 people since the beginning of the year, according to the UN. In January and February alone, it also reported an intensification of violence against civilians, with attacks leaving more than 200 people dead and dozens injured. In February, MSF’s medical teams treated children as young as four and pregnant women for machete and gunshot wounds, following militia attacks in Djugu territory.

    “These most recent attacks follow decades of violence and its devastating consequences for civilians, including women and children in Ituri,” said Alira Halidou, MSF head of mission in DRC. “The crisis here is characterised by repeated displacement, in which violence forces civilians to pick up and start their lives over, again and again. What is worse, is that the stories patients and communities tell us represent only the tip of the iceberg.” 

    Hindering access to healthcare

    Only a small proportion of people can access healthcare in Ituri, where health facilities also fall prey to attacks. In Djugu territory, the Fataki general hospital was obliged to suspend its activities and evacuate patients in mid-March following armed group threats. This closure affects thousands of people, left without access to medical care. 

    In Drodro health zone, also in Djugu, nearly 50 per cent of healthcare centres have been partially or fully destroyed and have had to be relocated. When violence escalated this time last year, a patient was killed in her bed in an armed attack on Drodro’s general hospital. 

    Not only do these attacks make patients reluctant to go to medical facilities, but they also put medical staff at risk. One doctor interviewed for the report recounted how, when a health centre was forced to shut down for two months, he still went in to perform caesarean sections.

    “It was dangerous, and I was risking my life, but we didn’t have a choice,” said the doctor. “We had to sneak there with the women, otherwise they would have died.” 

    Targeting the most vulnerable

    More than half of the 39 victims of violence MSF treated at Salama clinic, Bunia, up until mid-March 2025 were women and children. One mother, whose four-year-old child was injured, lost her 6-month-old baby and her husband during an attack wielded by machete. Two sisters aged four and 16 took machete blows to the head and arms, and their mother (eight months’ pregnant) was also severely injured by multiple machete wounds. We treated a nine-year-old boy with a gunshot wound to the abdomen, who had witnessed assailants attack and kill his mother and two siblings by machete.

    When civilians seek refuge in displacement camps, they are still not safe. In one instance in September 2024, our teams treated five civilians with bullet wounds following an attack on Plaine Savo camp, in Fataki health zone.

    When there is an upsurge in attacks against civilians, the number of victims of sexual violence coming to MSF facilities also increases. Women in particular face attack, as they go out in search of means to feed themselves and their families. In Drodro, in 2023 and 2024, around 84 per cent of the victims of sexual violence treated by MSF were attacked while working in fields, collecting firewood, or on the road.

    Exacerbating unmet needs

    Despite the efforts of the Ministry of Health, MSF, and other humanitarian organisations, people’s needs very much exceed the resources available. Food insecurity worsened sharply in Ituri in 2024 and is now chronic for 43 per cent of people. Poor hygiene conditions and dilapidated shelters in displacement camps mean that diarrhoeal and respiratory diseases spread easily, affecting children under five the most.

    People in Ituri must be guaranteed safe access to healthcare and must not be forced to risk their lives in search of food and other needs. 
     

    MIL OSI NGO

  • MIL-OSI Australia: Building a better and fairer education system to support a stronger economy

    Source: Murray Darling Basin Authority

    The Albanese Labor Government is building a stronger and fairer education system from early education to school education and in higher education.
     
    The Government knows that every stage of education is vital, because we need to give the next generation of Australians the best start in life, and the strongest foundation for success. The Budget continues the Government’s significant education reform agenda which includes:

    • Cutting the cost of early education and care for around 1 million families and building a universal early childhood education and care system.
    • Delivering full and fair funding for public schools attended by around 2.6 million students.
    • Cutting student debt by a further 20 per cent for 3 million Australians and making the repayment system fairer.

    The Budget builds on the Government’s significant education reform agenda by making important investments to help families and support students and teachers.
     
    Fully Funding Australian Public Schools
     
    The Albanese Labor Government is putting all public schools in Australia on a path to full and fair funding.
     
    The 10-year Better and Fairer Schools Agreement will see the Commonwealth increase its contribution to the Schooling Resource Standard to put every public school on a path to receive full funding.
     
    The Government will provide $407.5 million over four years from 2025–26 (and $7.2 billion from 2029–30 to 2035–36) to jurisdictions that have already signed updated Better and Fairer Schools Agreement (Full and Fair Funding 2025 – 2034) bilateral agreements.
     
    The Government is finalising bilateral agreements with other jurisdictions.
     
    This isn’t a blank cheque. This funding is tied to reforms to help students catch up, keep up and finish school, including:

    • Small group tutoring.
    • Year 1 phonics and early years numeracy checks.
    • More individualised support for students.
    • More mental health support.
    • More support to attract and retain teachers.

     Ex-Tropical Cyclone Alfred – Additional Supports for Families and Providers
     
    The Government has activated $2.5 million in additional support for families and early childhood education and child care providers affected by ex-Tropical Cyclone Alfred.
     
    A $10,000 Ex-Tropical Cyclone Alfred Support Payment will be available for Child Care Subsidy (CCS) approved early childhood education and care services who:

    • Are located where a CCS period of emergency has been declared.
    • Were closed, or partially closed, for eight days or more due to the cyclone.
    • Waived gap fees for families during the closure.

    Families who need extra help with the cost of child care may be eligible for Additional Child Care Subsidy (Temporary Financial Hardship) which usually covers the full cost of child care for up to 100 hours of care per fortnight, for up to 13 weeks.

    Boosting STEM Programs

    The Government will invest $7.01 million to expand successful science, technology, engineering and mathematics (STEM) initiatives, including:

    • $1.15 million for the CSIRO STEM Professionals in Schools Program.
    • $1.46 million for Let’s Count, an early education maths program.
    • $0.65 million for Little Scientists, a training program for early learning educators.
    • $0.7 million for Curious Minds Program, a STEM summer camp and mentoring program for female students.
    • $0.9 million for the National Lending Library, which provides digital technology equipment and lesson plans for schools.
    • $2.15 million for three Australian Academy of Science programs (Primary Connections; Science by Doing; and reSolve).

     Closing the Gap Programs for First Nations Students

    The Government is continuing to invest in programs that support First Nations students, with a further $35.1 million for two key initiatives:

    • $33.6 million for the Clontarf Foundation to support up to 12,500 First Nations boys and young men at school.
    • $1.5 million for the MultiLit phonics-based program in 42 regional and remote primary schools until the end of 2026.

     More Medical School Places and Support for First Nations Medical Students
     
    The Government is investing $48.2 million over four years to deliver medical training opportunities including:

    • 100 new medical places each year from 2026, increasing to 150 CSPs from 2028, with a focus on primary care.
    • Demand-driven medical places for First Nations students from 2026.

    This Budget builds on the Albanese Labor Government’s significant education reform agenda which includes:

    • Cheaper Child Care that has cut out-of-pocket costs for families – with the average family using child care $4,400 better off.
    • A 15 per cent pay rise for early educators, with eligible providers limiting fee growth for families.
    • A $1 billion Building Early Education Fund to build early childhood education and care centres where they’re needed most.
    • A Three Day Guarantee, ensuring at least three days of subsidies for early childhood education and care for every family.
    • Agreements to fully fund all public schools in Australia.
    • $3 billion in student debt wiped by fixing how indexation is calculated and a re-elected Labor Government will cut a further 20 per cent off all student loan debt and make the repayment system fairer, subject to the passage of legislation.
    • A Commonwealth Prac Payment for teaching, nursing, midwifery and social work students.
    • Doubling the number of University Study Hubs – in the regions and for the first time established them in our outer suburbs to bring university closer to where people live. 
    • A new funding system for universities that will deliver more university places and guarantees a place at university for everyone from a disadvantaged background who gets the marks to get in. 
    • An independent National Student Ombudsman to investigate student complaints about issues such as sexual assault, racism, homophobia, course administration and teaching provision. 
    • Establishing the Australian Tertiary Education Commission to guide tertiary education reform over the long-term, subject to the passage of legislation.

    A re-elected Albanese Labor Government will continue to protect and invest in education.

    MIL OSI News

  • MIL-OSI United Kingdom: Crack down on criminals using self-storage facilities 25 March 2025 Isle of Wight cracks down on criminals using self-storage facilities for illicit activities

    Source: Aisle of Wight

    Self-storage businesses across the Isle of Wight are joining forces to prevent criminals from using self-storage facilities to house counterfeits and illicit goods.

    The TickBox scheme, a national scheme designed to keep criminals out of self-storage facilities, was introduced to the Island in 2020. Since then, self-storage business including Barn Store, Cowes Movers, Isle of Wight Removals and Storage and InnerSpaces Self Storage, have joined the scheme ensuring their businesses are doing their utmost to keep their premises, and by extension their customers safe from illegal activity.

    In recent years, enforcement action by Trading Standards in England and Wales and the police have resulted in the seizure of thousands of counterfeit items estimated to be worth millions of pounds, disrupting criminal networks.

    The benefits that self-storage facilities offer, in terms of ease of rental and ready access, can make them attractive to criminals who want to operate ‘below the radar’ and store illicit goods, including counterfeit goods and unsafe consumer products.

    However, these counterfeit goods pose a serious risk to both self-storage businesses and the public storing their belongings there. Fake products do not undergo the same rigorous safety testing as genuine products and could be highly dangerous, like fake batteries. Electrical items or unsafe chemicals could cause fires or chemical leaks, putting not only stored goods but the lives of customers and staff at risk.

    Dominic Hampson, Operations Manager at InnerSpaces, based in Cowes, shared how Tick Box has been invaluable in highlighting potentially suspicious behaviour.

    ‘‘The scheme was very simple to implement, and we were supported throughout. It has strengthened our approach to customer verification and reinforced the importance of vigilance across all stages, from inquiry to contract completion.’’

    ‘‘We’ve worked hard to build the trust of our customers over the 15 years we’ve been operating on the Island. Fake and illicit goods would undermine that relationship and damage our standing within the community and industry.’’

    ‘‘Storing counterfeit products isn’t just about the immediate risks. It opens the door to a chain reaction of negative consequences, from compromising safety and security to fuelling larger societal issues. At InnerSpaces, we are committed to ensuring that our facility remains a safe, law-abiding environment for all.’’

    James Potter, Trading Standards and Community Safety Manager for the Isle of Wight Council said, “The appeal of cheaper goods may seem tempting, but counterfeit goods will be of a very poor quality and will not have gone through the same amount of rigorous testing as genuine products on the market to keep consumers safe. Purchasing counterfeit goods has further proven consequences, including contributing to job losses in the UK every year, a negative impact on the economy, impacting workers rights and being linked to organised criminal groups who are involved in serious crime. If you’re caught making or selling counterfeit goods, this can have serious implications with an imprisonment term of up to 10 years and/or an unlimited fine.

    We’re pleased to be part of the Tick Box scheme working in conjunction with the Intellectual Property Office and local businesses here on the Isle of Wight. It’s been great to work in partnership to prevent counterfeit and unsafe goods from being stored at these locations along with helping businesses be compliant. We look forward to continued partnership working as part of this scheme”.

    Tick Box is a free partnership between local Trading Standards, the Intellectual Property Office, and the Self-Storage Association UK.  It provides storage facilities with a voluntary code of practice to verify customers’ identities and the intended use of storage units.

    For more information about joining the scheme, visit Tick Box | Keep it real, keep it legal.

    MIL OSI United Kingdom

  • MIL-Evening Report: Albanese government bids for votes with ‘top-up’ tax cuts for all

    Source: The Conversation (Au and NZ) – By Michelle Grattan, Professorial Fellow, University of Canberra

    Tax cuts are the centrepiece of the Albanese government’s cost-of-living budget bid for re-election in May. The surprise tax measures mean taxpayers will receive an extra tax cut of up to A$268 from July 1 next year and up to $536 every year from July 1 2027.

    Delivering his fourth budget on Tuesday night, Treasurer Jim Chalmers described the tax relief as “modest”. It will cost the budget $3 billion in 2026-27, $6.7 billion in 2027-28 and just over $17 billion over the forward estimates.

    From July 1 2026 the 16% tax rate – which applies to taxable income between $18,201 and $45,000 – will be reduced to 15%. From July 1 2027, this will be further reduced to 14%.

    While cost of living is at the heart of the budget, apart from the tax changes, almost all the other measures have been announced. These include about $8.5 billion to strengthen Medicare (mostly to boost bulk billing) and $150 per household to extend energy relief until the end of the year. The government has also previously announced measures on cheaper medicines and improved access to childcare.

    The opposition has so far refused to say what a Coalition government would do on tax. It will now be under pressure to quickly produce a counter tax policy for the election, which is likely to be called this weekend.

    Chalmers presented a cautiously optimistic picture on the economy, while stressing the uncertain international times ahead.

    “Our economy is turning the corner,” he said. “This budget is our plan for a new generation of prosperity in a new world of uncertainty.”

    “It’s a plan to help finish the fight against inflation [and] rebuild living standards.”




    Read more:
    A ‘modest’ tax bribe, delivered against dark clouds of Trump-induced uncertainty


    After delivering two budget surpluses, this budget has deficits for the foreseeable future.

    This financial year’s deficit is estimated at $27.6 billion, rising to $42.1 billion in 2025-26 (in the December 2024 update it was expected to be $46.9 billion). The cumulative deficits across the forward estimates reach $179.5 billion.

    The budget predicts 335,000 in net migration in 2024-25, which is a fall of 100,000 from the previous year. It projects 260,000 for 2025-26.

    Chalmers described the global economy as “volatile and unpredictable” with “storm clouds” gathering. “Trade disruptions are rising China’s growth is slowing, war is still raging in Europe and a ceasefire in the Middle East is breaking down,” he told parliament.

    “Treasury expects the global economy to grow 3.25% for the next three years, its slowest since the 1990s. It’s already forecasting the two biggest economies in the world will slow next year – with risks weighing more heavily on both,” he said.

    Chalmers said Australia was “neither uniquely impacted nor immune” from the international pressures. “But we are among the best placed to navigate them.”

    Australia’s economic growth is forecast to increase from 1.5% this financial year to 2.5% in 2026-27, with the private sector “resuming its rightful place as the main driver of this growth.”




    Read more:
    The 2025 budget has few savings and surprises but it also ignores climate change


    Unemployment is projected to peak at 4.25%, lower than previously anticipated. Employment and real wage growth will be stronger and inflation was coming down faster, Chalmers said.

    “Treasury now expects inflation to be sustainably back in the [2%-3%] target band six months earlier than anticipated,” he said. “The worst is now behind us and the economy is heading in the right direction.”

    Chalmers told his Tuesday afternoon conference the budget is a “story of Australian exceptionalism”.

    He called the tax cuts “top up tax cuts” that built on the recalibrated stage 3 tax cuts. He claimed the average household with two earners would save $15,000 over four years through a combination of all these tax cuts and energy bill relief.




    Read more:
    Tax cuts are coming, but not soon, in a cautious budget


    Michelle Grattan does not work for, consult, own shares in or receive funding from any company or organisation that would benefit from this article, and has disclosed no relevant affiliations beyond their academic appointment.

    ref. Albanese government bids for votes with ‘top-up’ tax cuts for all – https://theconversation.com/albanese-government-bids-for-votes-with-top-up-tax-cuts-for-all-253021

    MIL OSI AnalysisEveningReport.nz

  • MIL-OSI NGOs: Oxfam: Humanitarian operations in Gaza severely hampered; famine risks increasing

    Source: Oxfam –

    Restoring ceasefire deal vital as death toll hits 50,000 and continues to rise amid Israeli airstrikes, aid and power blockades and renewed mass forced displacements 

    Oxfam and partners’ operations have been severely hampered as Israel’s renewed military assault and ground offensive on Gaza continues into its 7th day. 

    Oxfam is calling for a renewed ceasefire and for Israel to lift its 23-day siege which is again blocking aid supplies and increasing famine risks for desperate civilians. Israel imposed a complete blockade 23 days ago and cut off electricity to Gaza a few days later. 

    Israeli authorities are denying entry to trucks loaded with 63,000 metric tons of food for 1.1 million people. Operations have been forced to stop in vital areas such as food security and livelihood, as well as hygiene promotion, and essential repair work to damaged water infrastructure. 

    “For the past 535 days, Israel has been systematically weaponizing life-saving aid, inflicting collective punishment upon the population of Gaza. The denial of food, water, fuel and electricity is a war crime and a crime against humanity. Many within the international community are enabling this by their silence, inaction and complicity.” 

    Bushra Khalidi, Policy Lead

    Oxfam Office in the Occupied Palestinian Territory and Israel

    Bushra Khalidi, Oxfam’s OPT Policy Lead, said: 

    “During the 42-day ceasefire families in Gaza could finally fall asleep knowing their loved ones would still be beside them when they woke up. Even though aid that entered was not enough—far from enough—it was something. The price of food stabilized. Supermarkets reopened. Bakeries began running again. Many people even went to their homes or what was left of it, and tried to repair and rebuild, however little they could.” 

    Humanitarian agencies were able to mount operations that saw an average of more than 4,000 trucks per week entering Gaza despite Israeli authorities initially only partially opening the crossings and denying much of the urgently needed reconstruction materials. Oxfam reached almost 200,000 people with essential relief. 

    Israel’s renewed bombardment of residential areas, including Jabalia and Khan Younis, has killed almost 700 people, including at least 200 children since March 18. Israeli authorities have issued new mass forced displacement orders, forcing around 120,000 Palestinians to flee across at least 37% of Gaza. These orders are causing panic and chaos in the absence of anywhere safe in Gaza.  

    Oxfam says humanitarian operations have been gravely hindered by the absence of guarantees of safety for aid workers moving around Gaza. 

    Oxfam and its partners say their storage facilities containing food parcels are severely depleted. Israeli authorities have denied access to Oxfam shipments of six desalination units and seven trucks of water and sanitation infrastructure, up to 85% of which has been destroyed by Israel’s bombing campaign. 

    “Oxfam, through its partners has been able to initiate emergency water trucking across the Gaza Strip, and are maintaining some other aid programs, such as multi-purpose cash transfers, despite the severe challenges that all humanitarian workers now face around lack of protection,” said Khalidi. 

    “For the past 535 days, Israel has been systematically weaponizing life-saving aid, inflicting collective punishment upon the population of Gaza. The denial of food, water, fuel and electricity is a war crime and a crime against humanity. Many within the international community are enabling this by their silence, inaction and complicity.” 

    Oxfam’s health partner in Gaza, Juzoor for Health and Social Development, had its center in Jabalia destroyed in an airstrike on March 18. It had been serving over 1,000 patients daily. Dr Umaiyeh Khammash, Director of Juzoor, said: “Every airstrike that hits, threatens the lives and safety of our dedicated staff and the patients they serve. This center is not just a building; it’s the heartbeat of healthcare for countless families here. Without it, many will lose access to crucial medical care.”  

    In another attack yesterday (March 23), three sewage operators from the Abasan Al Kabira municipality working with Oxfam’s partner Coastal Municipalities Water Utility (CMWU) were killed while performing their duties when their clearly- marked truck was destroyed in an attack by Israeli military. 

    A renewed ceasefire must be permanent and accompanied by the safe return of Israeli hostages and illegally detained Palestinian prisoners. Israel must provide unfettered aid at scale. Oxfam said governments must stop transferring arms, while the international community must enforce international law. We reiterate our call for justice and accountability for all those affected.   

    MIL OSI NGO

  • MIL-OSI NGOs: Türkiye: Attacks on protesters is a ‘blatant assault’ on freedom of expression

    Source: Amnesty International –

    Turkish authorities must end the use of unnecessary and indiscriminate force against peaceful protesters

    Amnesty has reviewed footage of police beating protesters with batons and kicking them when they are on the ground

    Social media companies must take immediate steps to ensure that the accounts of people critical of the Turkish government are restored

    ‘The indiscriminate use of pepper spray, tear gas and water cannon against peaceful protesters is deeply shocking’ – Agnès Callamard

    Amnesty International have called for Turkish authorities to end the use of unnecessary and indiscriminate force by security forces against peaceful demonstrators and to investigate unlawful acts of violence committed by police against protesters.

    The call comes following the extension of a blanket protest ban in three cities and as authorities confirm that 1,133 protesters have been detained since the overwhelmingly peaceful protests began on 19 March, following the detention of Istanbul mayor, Ekrem İmamoğlu. It also comes amid reports of injuries, the throttling of social media and the detention of journalists covering the overwhelmingly peaceful protests in dawn raids.

    Commenting on the protests, Agnès Callamard, Amnesty International’s Secretary General, said:

    “The use of unnecessary and indiscriminate force by police against peaceful protesters in Türkiye must immediately stop.

    “Amnesty reviewed footage showing completely unwarranted police use of force against peaceful demonstrators with people beaten with batons and kicked when they were on the ground. “The indiscriminate use of pepper spray, tear gas and water cannon, against peaceful protesters is deeply shocking as is the police use of plastic bullets – sometimes fired at close range at the face and upper body – which have caused numerous injuries and even hospitalisations. These unlawful acts of violence must be investigated promptly and the perpetrators brought to justice.

    “The throttling of the Internet is a blatant assault on the right to freedom of expression. Authorities should refrain from resorting to such measures. Social media companies, namely X, must take immediate steps to ensure that the accounts of people critical of the Turkish government are restored.

    “It is crucial that Turkish authorities respect and protect the right to peaceful assembly, immediately lift the blanket protest bans and release all those unjustifiably and arbitrarily detained solely for exercising their rights to freedom of expression and peaceful protest.”

    Dawn raids

    In a series of dawn raids on 24 March, at least eight journalists who had been reporting on the protests were detained from their homes. Internet users experienced bandwidth restrictions that lasted for 42 hours, restricting access to social media and news sites and more than 700 accounts of journalists, activists and opposition figures on Twitter/X have been blocked. 

    MIL OSI NGO

  • MIL-OSI NGOs: Türkiye: Unlawful and indiscriminate attacks on peaceful protesters must end and protest bans must be lifted immediately

    Source: Amnesty International –

    Turkish authorities must end the use of unnecessary and indiscriminate force by security forces against peaceful demonstrators and investigate unlawful acts of violence committed by police against protesters, said Amnesty International, as protests against the detention of Istanbul mayor, Ekrem İmamoğlu, intensify.

    The call comes following the extension of a blanket protest ban in three cities and as authorities confirm that 1,133 protesters have been detained  since protests began on 19 March. It also comes amid reports of injuries, the throttling of social media and the detention of journalists covering the overwhelmingly peaceful protests in dawn raids.

    “The use of unnecessary and indiscriminate force by police against peaceful protesters in Türkiye must immediately stop. Amnesty International has reviewed footage of numerous incidents and is urgently reminding Turkish authorities that they must adhere to international human rights law and standards when policing protests,” Agnès Callamard, Amnesty International’s Secretary General, said:

    “Amnesty International reviewed footage showing completely unwarranted police use of force against peaceful demonstrators with people beaten with batons and kicked when they were on the ground. The indiscriminate use of pepper spray, tear gas and water cannon, against peaceful protesters is deeply shocking as is the police use of plastic bullets – sometimes fired at close range at the face and upper body – which have caused numerous injuries and even hospitalizations. These unlawful acts of violence must be investigated promptly and the perpetrators brought to justice.”

    The overwhelmingly peaceful demonstrations began in Istanbul following the imprisonment of Ekrem İmamoğlu, a key rival and vocal critic of Türkiye’s President Erdoğan. They have spread across much of the country, and have been met with unrelenting force.

    Amnesty reminds the Turkish authorities that the use of force by police must be strictly controlled. Tear gas and water cannon, for example, should never be used unless there is widespread and generalized violence against persons that cannot be contained by less harmful measures. Even where some participants engage in isolated acts of violence (i.e. using force that is likely to result in injury or death, or serious damage to property), this does not make the entire protest non-peaceful and can never justify the indiscriminate use of force by the police against all participants.

    In a series of dawn raids on 24 March, at least eight journalists who had been reporting on the protests were detained from their homes. Internet users experienced bandwidth reduction that lasted for 42 hours, restricting access to social media and news sites and more than 700 accounts of journalists, activists and opposition figures on Twitter/X have been blocked. 

    “The throttling of the Internet is a blatant assault on the right to freedom of expression. Authorities should refrain from resorting to such measures. Social media companies, namely X, must take immediate steps to ensure that the accounts of people critical of the Turkish government are restored,” said Agnès Callamard.

    “It is crucial that Turkish authorities respect and protect the right to peaceful assembly, immediately lift the blanket protest bans and release all those unjustifiably and arbitrarily detained detained solely for exercising their rights to freedom of expression and peaceful protest.”

    Background  

    Journalists detained this morning include Ali Onur Tosun, Bülent Kılıç, Zeynep Kuray, Yasin Akgül, Hayri Tunç, Kurtuluş Arı, Zişan Gür, Murat Kocabaş and Barış İnce.

    Following the detention order of Istanbul Chief Public Prosecutor to detain more than 100 people, including Ekrem İmamoğlu, two prominent district mayors in Istanbul, on 23 March, 48 people were remanded in pretrial detention. 44 people were released with judicial control measures.  

    Ekrem İmamoğlu was remanded in pretrial detention under the law on combating criminal organizations for profit as well as on accusations of “bribery, embezzlement, unlawful acquisition of personal data and bid rigging.” 

    MIL OSI NGO

  • MIL-OSI Video: UN peace operations, Gaza & other topics – Daily Press Briefing (24 March 2025) | United Nations

    Source: United Nations (Video News)

    Noon Briefing by Stéphane Dujarric, Spokesperson for the Secretary-General.

    Highlights:
    – Security Council
    – Gaza
    – Occupied Palestinian Territory
    – Lebanon/Peacekeeping
    – Lebanon/Humanitarian
    – Ukraine
    – Democratic Republic Of The Congo
    – Sudan
    – Afghanistan
    – Libya
    – Rohingya Refugees
    – International Days
    – General Assembly Event
    – Upcoming Briefings
    – Noon Briefing Guest

    SECURITY COUNCIL
    The Secretary-General spoke to the Security Council this morning during a special session on UN peace operations.
    He reminded council members that UN peace operations safeguard people and communities in some of the most desperate places on earth, adding that they represent a critical tool at the Council’s disposal to maintain international peace and security.
    At their best, he said, they show how, when the UN comes together to address challenges, the burden is diminished on individual countries. But, Mr. Guterres added that peace operations face serious barriers that demand new approaches.
    The Secretary-General said that work is now underway to review all forms of peace operations, as requested by Member States in the recently adopted Pact for the Future.
    He said the review will build on the analysis presented in the New Agenda for Peace and it will be informed by the first comprehensive study of the history of special political missions in the 80 years of this organization and that report which will be released soon.
    The review will also help inform efforts – through the UN@80 initiative – to find efficiencies and improvements across our work, in light of the continued funding challenges we face as an organization.

    GAZA
    In the past week, Israel carried out devastating strikes on Gaza, claiming the lives of hundreds of civilians, including United Nations personnel, with no humanitarian aid being allowed to enter the Gaza Strip since early March.
    As a result, the Secretary-General has taken the difficult decision to reduce the United Nations’ footprint in Gaza, even as humanitarian needs soar and our concern over the protection of civilians intensifies.
    The United Nations is not leaving Gaza. We remain committed to continuing to provide aid that civilians depend on for their survival and protection.
    More than three weeks ago, the Israeli Government cut off the entry of humanitarian aid into Gaza – which is the longest such suspension since 7 October 2023.
    Israeli officials have indicated that they intend to continue their military activities in Gaza.
    Based on the information that is currently available, the strikes hitting a UN compound in Deir Al Balah on 19 March were caused by an Israeli tank shell. The strikes claimed the life of a UN colleague from Bulgaria and left six others – from France, Moldova, North Macedonia, Palestine and the United Kingdom – with severe injuries, some of them life-altering.
    The location of this UN compound was well known to all the parties to the conflict. I reiterate that all parties to the conflict are bound by international law to protect the inviolability of United Nations premises. Without this, our colleagues face intolerable risks as they work to save the lives of civilians.
    The Secretary-General strongly condemns these strikes and demands a full, thorough and independent investigation into this incident.
    All parties must comply fully with international law at all times. Civilians must be respected and they must be protected. The denial of lifesaving aid must end. The hostages must be released immediately and unconditionally.
    All States must use their leverage to stop the conflict and ensure respect for international law – by applying diplomatic and economic pressure and combating impunity.
    The Secretary-General renews his urgent call for the restoration of the ceasefire to bring an end to the anguish.

    Full Highlights: https://www.un.org/sg/en/content/noon-briefing-highlight?date%5Bvalue%5D%5Bdate%5D=24%20March%202025

    https://www.youtube.com/watch?v=R_V-u7ye6jM

    MIL OSI Video

  • 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-Evening Report: Fiji solidarity group condemns Rabuka plans for Israeli embassy in Jerusalem

    Asia Pacific Report

    A Fiji-based Pacific solidarity group supporting the indigenous Palestine struggle for survival against the Israeli settler colonial state has today issued a statement condemning Fiji backing for Israel.

    In an open letter to the “people of Fiji”, the Fijians for Palestine Solidarity Network (F4P) has warned “your government openly supports Israel despite its genocidal campaign against Palestinians”.

    “It is directly complicit in Israel’s genocide against Palestinians and history will not forgive their inaction.”

    The group said the struggle resonated with all who believed in justice, equality, and the fundamental rights of every human being.

    Fijians for Palestine has condemned Prime Minister Sitiveni Rabuka’s coalition government plans to open a Fijian embassy in Jerusalem with Israeli backing and has launched a “No embassy on occupied land” campaign.

    The group likened the Palestine liberation struggle to Pacific self-determination campaigns in Bougainville, “French” Polynesia, Kanaky and West Papua.

    Global voices for end to violence
    The open letter on social media said:

    “Our solidarity with the Palestinian people is a testament to our shared humanity. We believe in a world where diversity, is treated with dignity and respect.

    “We dream of a future where children in Gaza can play without fear, where families can live without the shadow of war, and where the Palestinian people can finally enjoy the peace and freedom they so rightly deserve.

    “We join the global voices demanding a permanent ceasefire and an end to the violence. We express our unwavering solidarity with the Palestinian people.

    “The Palestinian struggle is not just a regional issue; it is a testament to the resilience of a people who, despite facing impossible odds, continue to fight for their right to exist, freedom, and dignity. Their struggle resonates with all who believe in justice, equality, and the fundamental rights of every human being.

    “The images of destruction, the stories of families torn apart, and the cries of children caught in the crossfire are heart-wrenching. These are not mere statistics or distant news stories; these are real people with hopes, dreams, and aspirations, much like us.

    “As Fijians, we have always prided ourselves on our commitment to peace, unity, and humanity. Our rich cultural heritage and shared values teach us the importance of standing up for what is right, even when it is not popular or convenient.

    “We call on you to stand in solidarity with the Palestinian people this Thursday with us, not out of political allegiance but out of a shared belief in humanity, justice, and the inalienable human rights of every individual.

    “There can be no peace without justice, and we stand in unity with all people and territories struggling for self-determination and freedom from occupation. The Pacific cannot be an Ocean of Peace without freedom and self determination in Palestine, West Papua, Kanaky and all oppressed territories.

    “To the Fijian people, please know that your government openly supports Israel despite its genocidal campaign against Palestinians. It is directly complicit in Israel’s genocide against Palestinians and history will not forgive their inaction.”

    MIL OSI AnalysisEveningReport.nz

  • MIL-Evening Report: A budget splash to conserve 30% of Australia’s lands will save species – if we choose the right 30%

    Source: The Conversation (Au and NZ) – By James Watson, Professor in Conservation Science, School of the Environment, The University of Queensland

    Hans Wismeijer/Shutterstock

    In 2022, Australia and many other nations agreed to protect 30% of their lands and waters by 2030 to arrest the rapid decline in biodiversity.

    Since then, the Albanese government has protected large new areas of ocean, taking the total up to 52% of territorial waters. In tonight’s federal budget, the government is expected to announce A$250 million in funding to protect an additional 30 million hectares of land over the next five years. At present, Australia protects 22% of its lands through its National Reserve System. This would take the total to 30%.

    You might expect conservationists to be ecstatic. But we’re not. Large new areas of desert and arid areas are likely to be protected under this scheme, because these areas have minimal population and are not sought after by farming. But these ecosystems are already well protected.

    We have to come back to the point of the 30 by 30 agreement: protect biodiversity. That means the government has to protect representative samples of all ecosystems – including in areas sought for farming or other human uses.

    This cropped map shows Australia’s protected lands and waters as of 2022. Subantarctic islands are not included.
    Australian Department of Climate Change, Energy, the Environment and Water, CC BY

    Buying land is only a fraction of the task

    For years, Australia’s National Reserve System of national parks, state parks and Indigenous Protected Areas has languished. The last big infusion of funding and political interest came between 2007 and 2010 under a previous Labor government, when Peter Garrett was environment minister. Then, the government expanded the reserve system, grew Indigenous Protected Areas and ensured new reserves would preserve a representative sample of Australia’s ecosystems.

    Since then, conservation efforts have largely not been up to scratch. Funding has stagnated. National parks are riddled with invasive species and other environmental problems.

    On funding grounds alone, the $250m announced by Environment Minister Tanya Plibersek is welcome. It is, however, just a fraction of what’s needed to properly protect the right areas.

    In 2023, environmental organisations called for a $5 billion fund to buy and protect important habitat – and to pay for maintenance.

    The purchase of land represents perhaps 10% of the overall cost of conservation. If you buy land and do nothing, it can be overrun by invasive species. Australia’s ever-larger number of threatened species are often threatened because of these species, as well as the growing threat of land clearing in Queensland and the Northern Territory. Fire management is another cost.

    Feral pigs and other invasive species place pressure on many ecosystems.
    Russ Jenkins/Shutterstock

    Which lands actually need protection?

    As successive governments have backed away from conservation, non-government organisations such as the Australian Land Conservation Alliance, Bush Heritage Australia and Australian Wildlife Conservancy have stepped up. These organisations are doing fine work in protecting land and doing the necessary on-ground land management to safeguard threatened species and ecosystems, but they do not have access to resources at a government scale.

    So how will this government funding be used? It’s likely we will see further growth in Indigenous Protected Areas – areas managed by Traditional Owners alongside authorities to protect biodiversity.

    These areas are often located where low rainfall often means they are not viable for farming. This means there’s less conflict over what to do with the land. If our government is determined to meet the 30% target as quickly and cheaply as possible, we may well see more arid lands and desert protected.

    When you set a target of 30% protected land by 2030, governments often see the top-line figure and aim for that alone. But the text of the international agreement stresses the need to prioritise “areas of particular importance for biodiversity”.

    Governments have a choice: the easy, less effective way or the hard but effective way. The recent growth in marine protected areas suggests the government is taking the easy path. Even though the science is clear that marine parks bolster fish stocks in and outside the park, they are still controversial among fishers who believe they are being locked out.

    As a result, Australia’s marine park system has made greatest gains where there are very few humans who might protest, such as quadrupling the protected areas around the very remote Heard and McDonald Islands in the sub-Antarctic region. (The government has expanded marine parks at a smaller scale closer to population centres too.)

    This same story may well play out on land.

    What would it look like if our government was willing to do what was necessary? It would involve actively seeking out the ecological communities in clear decline, such as native grasslands, brigalow woodlands and swamps, and buying up remaining habitat.

    The oceans off Heard and McDonald Islands are now better protected – but was this the easy option? Pictured: Heard Island from satellite.
    zelvan/Shutterstock

    Saving here, clearing there

    On the one hand, 22% of Australia’s land and 52% of seas come under some form of protection. But on the other, over the last two decades an area the size of Tasmania has been cleared – largely for livestock farming and mining. Satellite analyses show land clearing is actually increasing in many parts of the country.

    Land clearing places further pressure on threatened species. In fact, most species considered threatened with extinction are largely in this situation because the land they live on has attributes prized by farmers or graziers, such as grass and water.

    Australia’s environment faces real challenges in the next few years. Intensified land clearing, worsening climate change and whiplash drought-flood cycles, to say nothing of ballooning feral populations.

    If we protect the right 30% of Australia, we have a chance to ensure most of our ecosystems have areas protected. But if we protect the wrong 30% and leave the rest open to bulldozers, we will only lock in more extinctions.

    James Watson has received funding from the Australian Research Council, National Environmental Science Program, South Australia’s Department of Environment and Water, Queensland’s Department of Environment, Science and Innovation as well as from Bush Heritage Australia, Queensland Conservation Council, Australian Conservation Foundation, The Wilderness Society and Birdlife Australia. He serves on the scientific committee of BirdLife Australia and has a long-term scientific relationship with Bush Heritage Australia and Wildlife Conservation Society. He serves on the Queensland government’s Land Restoration Fund’s Investment Panel as the Deputy Chair.

    ref. A budget splash to conserve 30% of Australia’s lands will save species – if we choose the right 30% – https://theconversation.com/a-budget-splash-to-conserve-30-of-australias-lands-will-save-species-if-we-choose-the-right-30-252918

    MIL OSI AnalysisEveningReport.nz

  • MIL-OSI Australia: Prescribed ecological burn in Whitlam

    Source: Northern Territory Police and Fire Services



    As part of ACT Government’s ‘One Government, One Voice’ program, we are transitioning this website across to our . You can access everything you need through this website while it’s happening.


    Released 25/02/2025

    A prescribed ecological burn will commence in the Kama Section of the Molonglo River Reserve today in Whitlam, subject to suitable weather and fuel moisture conditions.

    The prescribed ecological burn is being conducted to reduce exotic plants and strengthen the habitat for threatened native species.

    See the location map of the burn site.

    Experienced ACT Parks and Conservation Service fire managers will conduct and oversee the burning operations. Every effort is made to conduct burns in weather conditions that will minimise the impact of smoke, but temporary smoke cover is possible and may be visible across parts of Canberra.

    Fire crews will be on the ground monitoring and patrolling the prescribed burn to its conclusion.

    Smoke, flame, and glowing embers may be seen at this site, which is normal for these types of operations. The public are asked not to call emergency triple-zero unless they see any unattended fire.

    Prescribed burns are an important part of the ACT’s annual Bushfire Operations Plan to enhance ecological quality, reduce the risk of bushfires and help keep Canberrans safe.

    More information about prescribed hazard reduction burns is available on the ACT Environment website.

    – Statement ends –

    ACT Environment, Planning and Sustainable Development Directorate | Media Releases

    Media Contacts

    «ACT Government Media Releases | «Directorate Media Releases

    MIL OSI News

  • MIL-OSI Australia: Prescribed ecological burn in Crace

    Source: Northern Territory Police and Fire Services



    As part of ACT Government’s ‘One Government, One Voice’ program, we are transitioning this website across to our . You can access everything you need through this website while it’s happening.


    Released 13/03/2025

    A prescribed ecological burn in Crace Grasslands Nature Reserve will commence today, subject to suitable weather and fuel moisture conditions.

    The prescribed ecological burn is being conducted to reduce exotic grass and weeds, as well as improve the habitat for threatened native species.

    See the location map of the burn site.

    Experienced ACT Parks and Conservation Service fire managers will conduct and oversee the burning operations. Every effort is made to conduct burns in weather conditions that will minimise the impact of smoke, but temporary smoke cover is possible and may be visible across parts of Canberra.

    Fire crews will be on the ground monitoring and patrolling the prescribed burn to its conclusion.

    Smoke, flame, and glowing embers may be seen at this site, which is normal for these types of operations. The public are asked not to call emergency triple-zero unless they see any unattended fire.

    Prescribed burns are an important part of the ACT’s annual Bushfire Operations Plan to enhance ecological quality, reduce the risk of bushfires and help keep Canberrans safe.

    More information about prescribed hazard reduction burns is available on the Parks ACT website.

    – Statement ends –

    ACT Environment, Planning and Sustainable Development Directorate | Media Releases

    Media Contacts

    «ACT Government Media Releases | «Directorate Media Releases

    MIL OSI News

  • MIL-OSI New Zealand: Fire Safety – Manawatū-Whanganui Coastal zone moves to restricted fire season

    Source: Fire and Emergency New Zealand

    The Coastal zone of the Fire and Emergency New Zealand Manawatū-Whanganui District will move from a prohibited to restricted fire season from 8am, Wednesday 26 March.
    A restricted fire season means anyone who wants to light an outdoor fire must go to www.checkitsalright.nz and apply for a fire permit authorised by Fire and Emergency.
    Manawatū-Whanganui District Manager Nigel Dravitzki says recent rain and cooler temperatures have lowered the fire risk throughout the district.
    “We haven’t attended any significant fires in the Coastal zone in the past two weeks,” he says.
    “This is due to both the easing of fire conditions, but also people adhering to the total fire ban in the area.
    Nigel Dravitzki says the lifting of the prohibited fire season does not mean every day is safe to light a fire for permit holders.
    “There are differing fire seasons depending on what part of the Manawatū-Whanganui District you are in, so you must go to www.checkitsalright.nz to see if you need a permit, and apply for one if you do.
    “Once you have an approved permit, you should also go to www.checkitsalright.nz and check it is safe to light your fire on the day you are planning to do so.
    “This will ensure that we don’t have any unwanted fires escaping and needing our crews to respond.”

    MIL OSI New Zealand News

  • MIL-OSI New Zealand: Events – South Island Firefighters compete in high profile firefighter-sports event

    Source: United Fire Brigades’ Association

    Aotearoa New Zealand is protected by around 14,000 paid and volunteer firefighters from urban, rural, industrial, and defence force fire brigades.
    Firefighters have expert, life-saving skills that they regularly train for and perfect so that when the siren calls, they can confidently respond.
    Recently, we have seen the incredible and gruelling work of our community heroes in the summer fires, and this weekend, members of the public can see a simulation of some of the physical endurance they go through.
    On Saturday 29 March, over 110 firefighters from around the South Island will compete as individuals and in teams against each other in the annual United Fire Brigades’ Association (UFBA) South Island Firefighter Challenge, working their way towards the UFBA National Firefighter Challenge in May.
    Competitors have trained all year; some are highly experienced and we have some fresh faces ready to take on the personal challenge of conquering the track and their own physical and mental strength.
    With a well-earned reputation, the UFBA Firefighter Challenge is adapted for New Zealand from a similar event held in the United States.
    Competitors race against each other and the clock wearing full PPE and BA. They start by climbing a six-story tower carrying a 19kg flaked hose, then hoist a 20kg hose coil up 6 stories, before using a 4kg shot hammer to drive a beam 1.5 meters. Competitors then burst through saloon doors to hit a target with a charged hose, before finally dragging an 81kg mannequin 30.5m to the finish line.
    The simulation is an exciting test of skill and fitness that demonstrates the physical demands of real-life firefighting to the public.

    MIL OSI New Zealand News

  • MIL-OSI New Zealand: Funding boost for the Auckland arts

    Source: Auckland Council

    Twenty-two arts organisations will receive Auckland Council funding to deliver events and activities across Tāmaki Makaurau, in the latest round of Regional Arts and Culture grants for 2024/2025.

    Today, the council’s Community Committee approved a total $320,429 in grants from applications across a range of providers, big and small.

    Chair Councillor Angela Dalton says an exciting line-up of performances and activities lies ahead for Aucklanders, across a broad range of categories.

    “A large number of applicants for this funding round reflects just how vibrant and lively our arts and creative sector in Auckland has become,” says Cr Dalton.

    “I can’t wait to get out and see as many of these incredible performances that have been made possible as I can. I encourage all Aucklanders to do the same.”

    Some of the activities now made possible include a multisensory theatre production from the Glass Ceiling Arts Collective, called AHI: After Mahuika.

    Inspired by the Māori legend of Mahuika, the goddess of fire, AHI: After Mahuika provides an interactive theatre experience for all audiences. The show is designed to engage people, including those with disabilities, through touch, sound, light and movement during each performance.

    Another successful applicant is the Black Grace Trust, which runs Black Grace Dance Company. Founded by Neil Ieremia, one of New Zealand’s leading choreographers, Black Grace performances showcase some of the country’s finest contemporary dancers.

    The company recently closed Te Ahurei toi o Tāmaki  Auckland Arts Festival with its dance extravaganza, Black Grace – This Is Not A Retrospective. Funding from the council will be used to support performances of ‘Company B’ shows, focused on developing emerging artists, new audiences and a new appreciation for dance.  

    Dancers rehearse for the Black Grace Company B show. Photo/ Jinki Cambronero

    Two rounds of grants are delivered each year to regional arts organisations and artists through the council’s Regional Arts and Culture grants programme. The first round for 2024/2025 delivered $381,440 in October 2024 to 24 artists and activities throughout the region.

    A total of 64 applications were received for the second round of funding.

    To inform the committee’s decision to allocate these grants, external assessment advice was sought and recommendations made by staff.

    In the 2022/2023 funding round, 52 art groups benefitted from grants totaling $1,263,676. More than 300,000 people were able to enjoy and participate in the activities made possible as a result.

    Reporting on the benefits of funding from the 2023/2024 programme will be available later this year.

    • More information on the council’s grants programmes that support Aucklanders’ aspirations for a great city can be found on the Auckland Council website, including regional grants like the Regional Arts and Culture grants.

     Organisation

    Activity

    Funding Allocated

    Audience development and programming

    Black Grace Trust

    Company B season

     $20,000

    Atamira Dance Company

    Hononga (new work)

     $20,000

    Te Pou Theatre

    Kua Rewa Te Aihikirīmi! (The Ice Cream Is Melting!) Tāmaki kura kaupapa Māori and kura auraki tour

     $15,000

    Action Education Incorporated

    WORD – The Front Line 2025

     $20,000

    Glass Ceiling Arts Collective

    Ahi – After Mahuika Multisensory Theatre Production

     $20,000

    Ngā Rangatahi Toa Creative Arts Initiative

    Manawa Ora:Manaaki

     $20,000

    Choirs Aotearoa New Zealand Trust

    National Choirs performance and engagement work in Auckland 2025

     $18,000

    Indian Ink Theatre Company

    ‘The Kabuliwallah’ development season at TAPAC, The Auckland Performing Arts Centre

     $15,000

    Crescendo Trust

    Youth Music Mentoring Programmes – Term 2 2025

     $5,000

    Auckland Writers Festival Waituhi o Tāmaki

    Auckland Writers Festival Waituhi o Tāmaki

     $10,000

    Festival of Live Art

    Festival of Live Art

    $10,000

    Nightsong

    MR RED LIGHT Presentation: Herald Theatre, Aotea Centre, Auckland Central

    $15,000

    Red Leap Theatre

    Wrest (new work)

    $14,000

    Black Creatives Aotearoa

    Remount of Po’ Boys n Oysters by Estelle Chout

    $10,000

    Bach Musica New Zealand Incorporated

    Bach Musica New Zealand concert on 21 September 2025 at Auckland Town Hall

    $5,000

    Total

     

    $217,000

    Business capacity and development

    Te Pou Theatre

    Human Resources framework review and support

    $15,000

    Youth Arts New Zealand

    Te Kāhui Creative Writing – Financial Development and Kaupapa Strategy

    $20,000

    Objectspace

    Objectspace 3.0: Developing a robust Business Case and defining a project budget

    $10,000

    Organisation

    Activity

    Funding Allocation

    Festival of Live Art

    Festival of Live Art website redevelopment.

    $9,429

    Show Me Shorts Film Festival Trust

    Show Me Shorts Digital Upgrade Project

    $9,000

    Publishers Association of New Zealand

    New PANZ strategic plan

    $5,000

    Total

     

    $68,429

    Strategic relationship grants

    Manukau Orchestral Society

    Provide high quality, engaging orchestral concerts and development for artists from throughout the region

    $35,000 per annum for three years

    Total

     

    $35,000

    TOTAL ALLOCATED

     

    $320,429

    MIL OSI New Zealand News

  • MIL-OSI Security: U.S. Marshals in WV Apprehend Ohio Waffle House Shooting Suspect

    Source: US Marshals Service

    Charleston, WV – Members of the Southern District of West Virginia U.S. Marshals CUFFED Task Force (Cops United Felony Fugitive Enforcement Division) today arrested a man wanted by authorities in Ohio for felonious assault in reference to a September 2024 shooting at an Akron Waffle House.

    Taerin Young, 22, of Akron, was taken into custody at approximately 9 a.m. at a residence in Clendenin. During the arrest, two firearms, 52 grams of fentanyl, and nearly $10,000 in currency were also seized. 

    Springfield, Ohio, Township Police responded around 2:30 a.m. Sept. 28, 2024, to a report of a shooting incident at the Waffle House at 3031 South Arlington Road. Police said individuals in two vehicles driving north on Arlington Road discharged multiple firearms toward a group of individuals gathered outside the open restaurant. Some of the group outside the restaurant then returned fire. No injuries were reported as a result of the shooting. Young is currently incarcerated in West Virginia and is awaiting extradition back to Ohio.  

    The U.S. Marshals CUFFED Task Force and U.S. Marshals Northern Ohio Violent Fugitive Task Force (NOVFTF). The Kanawha County Sheriff’s Office Warrant Division and the Metropolitan Drug Enforcement Network Team (MDENT) aided in the apprehension. 

    MIL Security OSI

  • MIL-OSI China: Violent escalation prompts UN staff reduction in Gaza

    Source: China State Council Information Office 3

    This photo taken on March 24, 2025 shows the rubble of buildings damaged by an Israeli shelling in the Shuja’iyya neighborhood, east of Gaza City. [Photo/Xinhua]

    Following the killing of hundreds of civilians, including UN staff, and the aid blockade, UN Secretary-General Antonio Guterres has decided to reduce staff in the Gaza Strip, a UN spokesman said on Monday.

    “The Secretary-General has taken the difficult decision to reduce the United Nations’ footprint in Gaza, even as humanitarian needs soar and our concern over the protection of civilians intensifies,” said Stephane Dujarric, spokesman for Guterres, at a daily press briefing.

    “The United Nations is not leaving Gaza,” Dujarric said. “We remain committed to continuing to provide aid that civilians depend on for their survival and protection.”

    The spokesman said about 30 percent of the 100 international staff in Gaza, or about 30 people, were being withdrawn. Overall, there are about 13,000 UN personnel in Gaza, the bulk of them working for the United Nations Relief and Works Agency for Palestine Refugees in the Near East (UNRWA) and most of them are national staff.

    “Based on the information that is currently available, the strikes hitting a UN compound in Deir Al Balah on (Wednesday) were caused by an Israeli tank shell,” he said.

    The strikes claimed the life of a UN colleague from Bulgaria and left six others, from France, Moldova, North Macedonia, Palestine and the United Kingdom, with severe injuries, some of them life-altering, according to Dujarric.

    The spokesman told reporters that the UN compound’s location was well known to Israeli forces. The secretary-general strongly condemns these strikes and demands a full, thorough and independent investigation into this incident.

    Dujarric stressed that all parties must always comply fully with international law. Civilians must be respected, and they must be protected. The denial of lifesaving aid must end. The hostages must be released immediately and unconditionally.

    “All states must use their leverage to stop the conflict and ensure respect for international law, by applying diplomatic and economic pressure and combating impunity,” the spokesman said. “The secretary-general renews his urgent call for the restoration of the ceasefire to bring an end to the anguish.”

    However, Israeli officials have indicated they intend to continue their military activities in Gaza.

    The aid blockade began more than three weeks ago when Israel cut off the entry of humanitarian aid into Gaza. It is the longest such suspension of assistance since the deadly Oct. 7, 2023 Hamas raid on Israel.

    The UN emergency relief coordinator, Tom Fletcher, said he continues to receive horrific reports from Gaza of more health workers, ambulances and hospitals attacked as they try to save survivors.

    Dujarric said several casualties were reported after the surgical department of Nasser Medical Complex was hit and caught fire on Sunday. In Rafah, in southern Gaza, ambulances were reportedly hit in Tal Al Sultan, resulting in several casualties.

    The UN Office for the Coordination of Humanitarian Affairs (OCHA) reported that the United Nations and humanitarian partners continue to face constraints in providing health services.

    “Our partners called for the entry of additional emergency medical teams into Gaza to help health workers already on the ground who are exhausted and, of course, overwhelmed,” OCHA said. 

    MIL OSI China News

  • MIL-OSI New Zealand: Going bush this autumn? Here’s how to enjoy it safely.

    Source: New Zealand Police (National News)

    Central North Island Police are urging people to make the proper preperations and plans before heading into the outdoors this autumn.

    Senior Constable Barry Shepherd says with the end of daylight saving approaching and the Roar just around the corner people going into the outdoors should take the proper precautions and prepare for any situation.

    “We want those going to the outdoors to maximise their fun but also minimise their risk.

    “Before taking the shot, hunters should be 100 percent sure they have identified their target. If they have any doubts, then do not shoot.”

    Hunters are urged to plan for their hunt, and to stick to it; always treat every firearm as loaded; and identify your target beyond all doubt.

    “We want everyone to enjoy themselves, have a great time, and head home safely to their loved ones,” says Senior Constable Shepherd.

    Police also advise any walkers, hikers, or climbers to ensure they take prepping for their trip seriously before going outdoors.

    Senior Constable Conrad Smith says New Zealand’s environment and weather can be unpredictable, so it is best to prepare.

    “Your safety is your responsibility in the outdoors, by preparing for the worst, you can enjoy your trip knowing that you will be okay if anything goes wrong.”

    If you are going outdoors, no matter if it is hunting, hiking, or climbing, please follow these five simple steps of the Land Safety Code:

    1. Choose the right trip for you: Learn about the route and make sure you have the skills for it. It is important to choose a trip that suits you and everyone in your group. When you are looking at options, make sure you think about everyone’s fitness levels and experience in the outdoors.
    2. Understand the weather: New Zealand weather can change fast. Check the forecast and change you plans if needed. Weather can make or break a trip. It is one of the most important things to consider when going into the outdoors.
    3. Pack warm clothes and extra food: Prepare for bad weather and an unexpected night out. Any trip, even if it is short or easy, need preparation. Packing the right things makes trips safer and more enjoyable.
    4. Share you plans and take ways to get help: Telling a trusted person your trip details and taking a personal locator beacon can save your life. We all want our trips to go as planned – but sometimes they don’t. If you get hurt or lost on your trip, how would you get help?
    5. Take care of yourself and each other: Eat, drink, and rest, stick with your group and make decisions together. The best way to enjoy your experience in the outdoors and make it home safely is to look out for one another.

    ENDS

    Issued by Police Media Centre

    MIL OSI New Zealand News

  • MIL-OSI New Zealand: Stretch of SH3 under stop/go as Mangorei Rd roundabout work progresses

    Source: New Zealand Transport Agency

    A stretch of State Highway 3 around the Mangorei Road roundabout construction site will be under night-time stop/go traffic management from next week as crews rebuild the road surface.

    Work will begin on Sunday night (30 March) and is expected to take 3 weeks to complete.

    Crews will be working 5 nights per week, from 6pm to 6am Sunday to Thursday (wrapping up each week at 6am Friday) for each of the 3 weeks.

    Those needing to travel to or from property within the site should speak with one of the onsite crew members for assistance.

    SH3 access to and from Mangorei Road will be closed during the night works. Alternative routes to Mangorei Road are available via Carrington and Baker Roads, as well as via Cumberland Street.

    Outside of the night works, access to and from Mangorei Road will be restored and the SH3 stop/go will be lifted.

    Mangorei Road roundabout

    Users of SH3 will have seen work progressing on the construction of the roundabout and associated improvements at the Mangorei Road intersection.

    Since construction began last November, contractors have carried out a wide variety of works, while working to minimise disruption for local residents and those travelling through the intersection.

    To date the works have included:

    • construction of the intersection’s kerbing, and channelling for stormwater runoff
    • relocation of services including fibre, lighting and power
    • drainage works
    • shoulder widenings
    • driveway reconstructions for nearby affected properties

    Work over the coming 2-3 months will include: 

    • reconstruction of the road surface and underlying road structure
    • construction of the centre of the island/roundabout
    • installation of a rain garden in the centre of the island/roundabout, to allow rainwater to soak into the ground
    • footpath construction
    • installation of new (and upgrading of existing) lighting at the intersection

    Elsewhere on SH3, between New Plymouth and Tongapōrutu

    • Crews will begin work on Sunday 30 March to complete asphalt surfacing on SH3 at Strandon, between Paynters Avenue and Mangaorei Road. The work is expected to take 3 nights and during that time, a single lane closure will be in place but both directions of traffic will continue to use the site, with minimal delays.
    • A stretch of State Highway 3 either side of the new Waitara Road intersection roundabout will be rebuilt over the next 2 months.

    Crews will begin the work next Monday (31 March), focussing initially on a section of SH3 south of the intersection with Waitara Road.

    To complete this rebuild safely and efficiently, this section of SH3 will be closed at nights, from 8pm to 5.30am, Monday to Friday. During the day it will remain open under a temporary speed limit.

    MIL OSI New Zealand News

  • MIL-OSI China: Restored Grand Canal celebrated on World Water Day

    Source: China State Council Information Office 2

    Cleaners collect garbage on the Hanjiang River, a major source of water for the South-to-North Water Diversion Project, in Shiyan city, Hubei province, on March 21, 2025. [Photo/China Daily]
    China has made remarkable progress in rejuvenating its waterways as it endeavors to uphold “river ethics”, seeking to safeguard the rights of rivers for sustainable existence.
    The latest progress was shared at the 2025 World Water Day Open Day in Beijing’s Tongzhou district on Saturday, where the northernmost section of the famed Beijing-Hangzhou Grand Canal is located.
    Addressing the event, Peng Jing, president of the China Institute of Water Resources and Hydropower Research, said the theme of this year’s event was about celebrating the living heritage of artificial waterways such as the Beijing-Hangzhou Grand Canal.
    The canal is the world’s longest and oldest artificial waterway that is still in use today. But due to reasons such as changes in river course and poor maintenance, this ancient waterway that once connected five major rivers has been disconnected for the past century.
    In 2022, the Chinese government launched an initiative to bring life back to the more than 1,700-kilometer Grand Canal with water from the South-to-North Water Diversion Project.
    Over the years, the project has transferred billions of cubic meters of water from the south to supplement the dry and populous north. Thanks to the diversion, water systems in the north can recover from overuse, people have better quality water to drink and from 2022 on the disconnected canal has resumed full flow, Peng said.
    It’s encouraging to see the modern artificial waterway support the ancient canal, which dates back nearly 2,500 years, and revitalize natural rivers and people who depend on them, she said. It demonstrates the co-dependent relationship between humans and water.
    “I believe the story of the Grand Canal proves one simple thing: That harmony between humans and water is achievable. By protecting, passing on and harnessing the flowing legacies, humans are given a chance to survive our current crises and grow further,” she noted.
    Li Haihong, who heads IWHR’s technical team for the river ethics program, said that the resumption of full flow in the once disconnected sections of the Grand Canal is an example demonstrating China’s commitment to the practice of river ethics. “River crises occur because humans have emphasized their rights during development while neglecting their duties, leaving the rights of rivers unprotected. Constructing river ethics is about strengthening human responsibilities and duties and protecting the rights of rivers,” she said.
    Li said the canal used to play a vital role in promoting the economic and cultural development and exchanges between the country’s north and south, and people and the canal once lived in harmony.
    Since 1855, however, the northern section of the canal had ceased to flow, making it lose its vitality, she said.
    Since 2022, more than 800 million cubic meters of water has been diverted to the canal, restoring its vitality. Over 300 million cubic meters of water has been diverted to irrigate more than 53,300 hectares of farmland along the canal, replenishing the groundwater.
    Li noted the Xiliao River in Northeast China, which is the only major river among China’s seven largest rivers with an interrupted flow, as another example demonstrating China’s commitment to river ethics.
    Thanks to a 2020 initiative to supplement rain water and floodwater into it, the watercourse has had water in its trunk for the last five years, she said.
    According to a recent release from the ministry, its efforts to supplement water in the Yongding River, which dried up in 1996, has also significantly rejuvenated the mother river of Beijing. The river has seen water flow continuously along its entire length for five straight years since 2021, it noted.
    River ethics were included in one of four initiatives proposed by China’s Minister of Water Resources Li Guoying in March 2023 during the 10th United Nations Water Conference. “We should respect the right of rivers to survive in nature, treat water as a living entity, develop river ethics, protect river health and achieve a harmonious coexistence between humans and rivers,” he said.
    The minister has been advocating for river ethics at least since 2009 when he headed the Yellow River Conservancy Commission, an affiliate of the ministry that oversees the management of the Yellow River, China’s mother river.

    MIL OSI China News

  • MIL-OSI Security: Syracuse Man Sentenced for Federal Robbery Offense

    Source: Office of United States Attorneys

    SYRACUSE, NEW YORK – Quashawn Pettiford, age 34, of Syracuse, was sentenced today to 71 months in federal prison for Interference With Commerce Through Robbery. United States Attorney John A. Sarcone III and Craig L. Tremaroli, Special Agent in Charge of the Albany Field Office of the Federal Bureau of Investigation (FBI), made the announcement.

    As part of his prior plea agreement, Pettiford admitted that on January 11, 2022, he and two others entered a gas station in Salina, New York, wearing masks. The other two individuals carried BB guns that appeared to be real firearms. Those individuals pointed the BB guns at the store clerk and one of them pressed a gun into the clerk’s neck while directing the clerk to open the cash register. Pettiford further admitted that he and the other robbers took approximately $1,200 in merchandise from the store shelves, approximately $1,495 from the cash register, and $513 from the clerk’s wallet.

    Chief United States District Judge Brenda K. Sannes also imposed a 3-year term of supervised release to begin after Pettiford is released from prison. Pettiford was also ordered to pay restitution to the victims of the offense and to forfeit the $3,208 proceeds of the offense.

    FBI investigated the case with assistance from the New York State Police, Syracuse Police Department, DeWitt Police Department, and Onondaga County District Attorney’s Office. Assistant U.S. Attorneys Matthew J. McCrobie and Thomas R. Sutcliffe prosecuted the case.

    MIL Security OSI

  • MIL-OSI USA: Markey Joins Peters, Senate Committee Ranking Members in Demanding Immediate Review by Agency Inspectors General of Trump Administration’s Mass Dismissals of Federal Employees

    US Senate News:

    Source: United States Senator for Massachusetts Ed Markey

    Senators Question Trump Administration Claims and Whether Actions Will Increase Waste and Abuse

    Washington (March 21, 2025) – Senator Edward J. Markey (D-Mass.), Ranking Member of the Small Business and Entrepreneurship Committee joined Senator Gary Peters (D-MI), Ranking Member of the Senate Homeland Security and Governmental Affairs Committee, and 15 Senate Committee Ranking Members in sending a letter to the Inspectors General of 23 federal agencies, pressing for details on the impact of President Trump’s sweeping and unprecedented dismissal of tens of thousands of federal employees. The senators asked the Inspectors General to review the Trump Administration’s actions, citing potential violations of federal laws and procedures, which the senators warn could harm Americans’ access to vital government services and increase waste and abuse of taxpayer dollars.
    “The decision to terminate thousands of employees across multiple federal agencies will impose undue hardship on millions of Americans who rely on their services,” wrote the Senators. “The loss of experienced agency staff may risk causing serious disruptions to nearly 73 million Americans who rely on the Social Security Administration (SSA) to administer retiree and disability benefits and 9.1 million veterans who depend on the Department of Veteran Affairs (V.A.), many of which rely on the V.A. for life saving medical treatments and care.”  
    Highlighting the devastating consequences of these mass firings, the senators underscored the Trump Administration’s layoffs have already disrupted critical operations at agencies that millions of Americans depend on for survival. 
    “Among the 2,400 employees fired from the V.A. since Mr. Trump’s inauguration are workers who purchase medical supplies, schedule appointments and arrange rides for patients to see their doctors,” wrote the Senators, citing a NY Times report. “Additionally, taxpayers seeking in-person assistance as they navigate the 2025 filing season may find the support centers they previously relied on completely relocated or shuttered. That risk is a direct consequence of the Administration’s mass dismissals and decision to terminate over 100 IRS offices with Tax Assistance Centers (TAC) – which provide free, in-person assistance for those seeking it.”
    The senators are requesting that IGs examine whether these dismissals violated agency policies and assess the damage to agency missions, public safety, and national security, calling for an initial review to be completed within 60 days, with findings made available to the public to ensure transparency and accountability.  
    The letter was signed by U.S. Senators and Ranking Members Amy Klobuchar (D-MN), Committee on Agriculture, Nutrition, and Forestry, Kirsten Gillibrand (D-NY), Special Committee on Aging, Patty Murray (D-WA), Committee on Appropriations, Jack Reed (D-RI), Committee on Armed Services, Elizabeth Warren (D-MA), Committee on Banking, Housing, and Urban Affairs, Maria Cantwell (D-WA), Committee on Commerce, Science, and Transportation, Sheldon Whitehouse (D-RI), Committee on Environment and Public Works, Ron Wyden (D-OR), Committee on Finance, Jeanne Shaheen (D-NH), Committee on Foreign Relations, Bernie Sanders (I-VT), Committee on Health, Education, Labor, and Pensions, Dick Durbin (D-IL), Committee on the Judiciary, Richard Blumenthal (D-CT), Committee on Veterans’ Affairs, Martin Heinrich (D-NM), Committee on Energy and Natural Resources, and Jeff Merkley (D-OR), Committee on the Budget.
    The full text of the letter can be found here. 

    MIL OSI USA News

  • MIL-OSI China: US-Russia Riyadh talks end, joint statement expected tomorrow

    Source: China State Council Information Office

    The new round of talks between Russian and U.S. delegations concluded on Monday after some 12 hours, according to Russian news agency RIA Novosti.

    A joint statement following the talks will be published on Tuesday, RIA Novosti reported, citing a source familiar with the venue of the talks.

    According to Riyadh-based Al Arabiya News, the U.S. delegation is led by Andrew Peek, a senior director at the White House National Security Council, and Michael Anton, a senior official from the State Department.

    Russia is represented by Grigory Karasin, chair of the Federation Council’s Foreign Affairs Committee and a former diplomat, along with Sergei Beseda, an advisor to the director of the Federal Security Service, Al Arabiya News said.

    The talks, mainly focused on reaching a Black Sea ceasefire deal before securing a broader agreement, followed a meeting between the United States and Ukraine in Saudi Arabia on Sunday.

    Last week, U.S. President Donald Trump held phone talks with Russian President Vladimir Putin and Ukrainian President Volodymyr Zelensky on Tuesday and Wednesday, respectively. 

    MIL OSI China News

  • MIL-OSI China: Violent escalation, aid blockade prompt UN staff reduction in Gaza

    Source: China State Council Information Office

    This photo taken on March 24, 2025 shows the rubble of buildings damaged by an Israeli shelling in the Shuja’iyya neighborhood, east of Gaza City. [Photo/Xinhua]

    Following the killing of hundreds of civilians, including UN staff, and the aid blockade, UN Secretary-General Antonio Guterres has decided to reduce staff in the Gaza Strip, a UN spokesman said on Monday.

    “The Secretary-General has taken the difficult decision to reduce the United Nations’ footprint in Gaza, even as humanitarian needs soar and our concern over the protection of civilians intensifies,” said Stephane Dujarric, spokesman for Guterres, at a daily press briefing.

    “The United Nations is not leaving Gaza,” Dujarric said. “We remain committed to continuing to provide aid that civilians depend on for their survival and protection.”

    The spokesman said about 30 percent of the 100 international staff in Gaza, or about 30 people, were being withdrawn. Overall, there are about 13,000 UN personnel in Gaza, the bulk of them working for the United Nations Relief and Works Agency for Palestine Refugees in the Near East (UNRWA) and most of them are national staff.

    “Based on the information that is currently available, the strikes hitting a UN compound in Deir Al Balah on (Wednesday) were caused by an Israeli tank shell,” he said.

    The strikes claimed the life of a UN colleague from Bulgaria and left six others, from France, Moldova, North Macedonia, Palestine and the United Kingdom, with severe injuries, some of them life-altering, according to Dujarric.

    The spokesman told reporters that the UN compound’s location was well known to Israeli forces. The secretary-general strongly condemns these strikes and demands a full, thorough and independent investigation into this incident.

    Dujarric stressed that all parties must always comply fully with international law. Civilians must be respected, and they must be protected. The denial of lifesaving aid must end. The hostages must be released immediately and unconditionally.

    “All states must use their leverage to stop the conflict and ensure respect for international law, by applying diplomatic and economic pressure and combating impunity,” the spokesman said. “The secretary-general renews his urgent call for the restoration of the ceasefire to bring an end to the anguish.”

    However, Israeli officials have indicated they intend to continue their military activities in Gaza.

    The aid blockade began more than three weeks ago when Israel cut off the entry of humanitarian aid into Gaza. It is the longest such suspension of assistance since the deadly Oct. 7, 2023 Hamas raid on Israel.

    The UN emergency relief coordinator, Tom Fletcher, said he continues to receive horrific reports from Gaza of more health workers, ambulances and hospitals attacked as they try to save survivors.

    Dujarric said several casualties were reported after the surgical department of Nasser Medical Complex was hit and caught fire on Sunday. In Rafah, in southern Gaza, ambulances were reportedly hit in Tal Al Sultan, resulting in several casualties.

    The UN Office for the Coordination of Humanitarian Affairs (OCHA) reported that the United Nations and humanitarian partners continue to face constraints in providing health services.

    “Our partners called for the entry of additional emergency medical teams into Gaza to help health workers already on the ground who are exhausted and, of course, overwhelmed,” OCHA said. 

    MIL OSI China News

  • MIL-OSI USA: ICYMI: Shaheen Discusses Foreign Affairs, Trump Tariffs, Her Decision to Not Seek Reelection and More on WMUR’s CloseUp

    US Senate News:

    Source: United States Senator for New Hampshire Jeanne Shaheen

    (Manchester, NH) – On Sunday, U.S. Senator Jeanne Shaheen (D-NH), Ranking Member of the U.S. Senate Foreign Relations Committee, joined Adam Sexton on WMUR’s CloseUp to discuss ongoing global affairs such as Russia’s war in Ukraine, as well as pressing issues in New Hampshire including the harmful impacts of President Trump’s tariffs and Republican-led threats to federal services. The Senator also detailed her decision to not seek reelection. The first segment can be found here and the second segment can be found here.   

    Key quotes from Senator Shaheen below: 

    On threats to U.S. leadership abroad:  

    • “Both ceasefires that this President is talking about taking credit for are falling apart already. The ceasefire in Israel with Gaza has already fallen apart. The ceasefire that he’s trying to broker with Russia has already fallen apart.” 
    • “[Elon Musk] came up with this brilliant idea to get rid of USAID and so has undermined so many of our efforts that help us compete with China around the world. Our efforts that keep Americans safe because we’re tracking epidemics in places like Africa. That promote democracy efforts in countries where, if we’re not there China comes in and takes up that vacuum that we’ve left. So, I think he’s totally misguided, and he has no real understanding of what it means for the United States to be a leader in the world.”  

    On the harmful impact of President Trump’s tariffs on Granite State businesses:  

    • “I was at C&J[…] yesterday. He’s had to cancel more than half of his bus order for new busses that are made in Canada because he’s concerned about the additional cost.” 
    • “I was up north on Wednesday in the North Country, talking to Littleton town officials who were talking about visitors coming down to New Hampshire who they’re concerned are not going to be here, about small businesses that are worried they are not expanding because they’re worried about the inability to have the relationship that they have had with Canada.” 

    On Elon Musk and DOGE’s gutting of federal services: 

    • “We are in this economic mess because of the decisions that President Trump is making about tariffs, about the uncertainty that he’s created, about the chaos that he’s created in Washington, about the layoffs that he’s doing and I want to keep people focused on that.” 
    • “The fact is, Donald Trump, in his campaign said he was going to do something about grocery prices. He was going to do something about inflation. He was going to do something about high energy costs. He was going to do something about the cost of rental housing and he was going to address mortgage rates. He was going to end the war in Ukraine on the first day. He’s done none of those things.” 

    On her decision not to seek reelection: 

    • “It’s time to think about what else I might want to do. I’m not going to leave trying to make a difference in New Hampshire and [I’ll] still be engaged, but it will be nice to have a little more flexibility to do some other things.” 

    MIL OSI USA News

  • MIL-OSI China: Europe concerned over marginalization in Ukraine peace process

    Source: China State Council Information Office

    As U.S.-Ukraine and U.S.-Russia delegations held separate talks in Riyadh, Saudi Arabia, on Sunday and Monday, growing concerns are emerging in Europe over its marginalization in the peace negotiations.

    Ukrainian Defense Minister Rustem Umerov described Sunday’s talks as “productive and focused,” noting that “key points including energy” were addressed. Umerov, who led the Ukrainian delegation, emphasized that Ukrainian President Volodymyr Zelensky’s goal is “to secure a just and lasting peace” for Ukraine and Europe at large.

    On Monday, Kremlin spokesman Dmitry Peskov said that Moscow and Washington share a “desire and readiness” to pursue a peaceful settlement. He noted that the talks covered various technical issues, including a potential resumption of the Black Sea Initiative.

    However, the absence of European representation at the talks has sparked concern among officials and analysts. From discussions on the Black Sea to broader peace efforts, some European observers warn that critical decisions are being made without European input.

    A Financial Times newsletter on Monday reported that officials from Romania and Bulgaria, two Black Sea nations, privately voiced concern over significant shifts in the region’s status quo, arguing such changes could impact their security without giving them a say.

    In an article published Monday, Salvador Sanchez Tapia, professor of conflict analysis and international security at Spain’s University of Navarra, wrote: “Europe has been left out of negotiating efforts … This disregard shows how little the continent matters to its North American partner.”

    He added that, lacking the capacity to support Ukraine as the United States once did, Europe may have little choice but to accept Washington’s approach while still attempting to make its voice heard.

    Former German diplomat Rudiger Ludeking echoed these concerns in an interview with German media, saying that since U.S. President Donald Trump’s return to office, diplomatic engagement between Washington and Moscow, as well as with Kiev, has intensified, largely bypassing NATO, the European Union (EU), and major European powers. He warned that “the EU could be the loser” in these negotiations.

    While some European voices express frustration, others view the talks as a potential step toward de-escalation.

    Balazs Orban, political director of Hungarian Prime Minister Viktor Orban, welcomed the truce discussions, saying that changing circumstances would eventually compel Europe and policymakers in Brussels to adopt a more pragmatic stance. He warned that if the EU maintains its current position, it risks falling behind and becoming increasingly sidelined in the peace process.

    In an interview with local N1 Television on Monday, former Croatian Foreign Minister Miro Kovac expressed optimism over the White House’s mention of a possible ceasefire by Easter, saying such a development would allow people to “stop dying because it no longer makes sense.”

    MIL OSI China News

  • MIL-OSI New Zealand: Charges laid following hunting incident, Whakatane

    Source: New Zealand Police (National News)

    One person has been arrested after the death of a man following a hunting incident in Minginui, Whakatane last week.

    Police were notified at about 2am on Friday 21 March of a sudden death following a hunting incident.

    Police can confirm the man who died was 72-year-old Stuart Maxwell Stobie, from Kawerau.

    Our thoughts are with his family and friends at this difficult time.

    A 46-year-old man is due to appear in the Rotorua District Court today, charged with manslaughter, unlawful hunting and unlawful possession of a firearm.

    Mr Stobie’s death has been referred to the Coroner.

    ENDS

    Issued by Police Media Centre

    MIL OSI New Zealand News

  • MIL-OSI Security: San Joaquin County Man Sentenced to 15 Years in Prison on Federal Gun and Drug Charges

    Source: Office of United States Attorneys

    FRESNO, Calif. — Alphonso Jimenez, 34, of Stockton, was sentenced today to 15 years in prison for possession with intent to distribute methamphetamine, cocaine, heroin, and fentanyl and for possessing a firearm during and in relation to a drug trafficking crime, Acting U.S. Attorney Michele Beckwith announced.

    According to court documents, in 2021, a team of local and federal law enforcement officers partnered in an investigation into the drug trafficking activities of Jimenez and co-defendant Erik D. Mendoza-Contreras, 33, of Stockton. On multiple occasions during the investigation, confidential sources working with law enforcement purchased several pounds of narcotics from Mendoza and Jimenez. On Feb. 23, 2022, Jimenez delivered 28 pounds of methamphetamine to Mendoza for further distribution to a customer. A subsequent search of Jimenez’s home recovered 69.2 pounds of methamphetamine, 62.8 pounds of cocaine, 15 pounds of heroin, 9 ounces of counterfeit M-30 pills containing fentanyl, approximately $297,000 in cash, and a firearm.

    This case is the product of an investigation by the Drug Enforcement Administration and the San Joaquin County Metropolitan Narcotics Task Force. Assistant U.S. Attorney Antonio J. Pataca prosecuted the case.

    Charges are pending against Mendoza; he is presumed innocent until and unless proven guilty beyond a reasonable doubt.

    MIL Security OSI

  • MIL-OSI New Zealand: Remuera Library to re-open following restoration work

    Source: Auckland Council

    Remuera Library will reopen to the public on 10 April, 2025, following restoration and refurbishment work, making it once again a place for locals to enjoy a good book and connect with friends.

    For the duration of the works, the library’s services were relocated to Somervell Presbyterian Church, 497 Remuera Road and library services will continue to run here until and including 26 March.

    Ōrākei Local Board chair Scott Milne says he’s thrilled that an enhanced Remuera Library will be back up and running.

    “The heritage building has been enhanced with important remedial and strengthening work, for future generations to use and enjoy.

    “Cosmetic upgrades, both inside and out, add to the architectural aesthetic of the building and gives even more reasons for locals to be proud of their library.”

    “Dozens of locals use the Remuera Library every day and I’m delighted that this space many people love and value so much, has been upgraded.”

    “The library is not just about books. It is a social hub for Remuera and an activation point for a range of community and digital services.”

    Somervell Presbyterian Church kindly allowed the library to operate at an alternative location for the duration of the works, with funding support from the Ōrākei Local Board. Many of the library’s regular programmes continued at this site, and events including Diwali and Lunar New Year were held.

    “The library team feel extremely fortunate to have been part of the wider Somervell community where we were warmly welcomed from the start,” says Sue Jackson, Library Manager.

    “We have formed new friendships with church staff and welcomed new families to enjoy our library services.”

    Remuera Library will re-open on 10 April, 2025 following restoration and refurbishment work.

    The building

    Essential repairs, maintenance and enhancement works were completed during the renewal programme. These included fire safety enhancements, emergency lighting upgrades, accessibility enhancements, seismic strengthening to meet legal requirements, roof and exterior repairs and an interior cosmetic refresh including painting and recarpeting.

    Remuera Library, which opened in 1926, is a Category 1 heritage listed building on the Heritage New Zealand Register and is listed on the Auckland Council Schedule of Historic Heritage as a category A building.

    The library was identified as earthquake-prone, with a seismic score of 15% of the New Building Standard (15% NBS). This score indicates that the library’s earthquake safety risk is relatively very high compared to a new building.

    Taryn Crewe, General Manager Parks and Community Facilities says the restoration work carried out on the library is important as it will increase the life-span of the building to ensure this much-loved asset able to be used by Aucklanders for many years to come.

    “Remuera Library is a key building of cultural and historic significance. Restoration, including strengthening work was needed to protect and preserve this well used heritage building.

    “I’m pleased the works have been completed months ahead of time so the locals can use their much-loved library sooner than expected.”

    MIL OSI New Zealand News