THE BAILLIE GIFFORD JAPAN TRUST PLC

Annual Report and Financial Statements 31 August 2022

Contents

1

Financial Highlights

Governance Report

Strategic Report

25

Directors and Management

2

Chairman's Statement

26

Directors' Report

4

One Year Summary

29

Corporate Governance Report

5

Five Year Summary

33

Audit Committee Report

6

Ten Year Record

35

Directors' Remuneration Report

7

Business Review

37

Statement of Directors' Responsibilities

13

Managers' Report

Financial Report

15

Review of Top Ten Investments

38

Independent Auditor's Report

17

Distribution of Total Investments

43

Income Statement

17

Relative Contribution

44

Balance Sheet

18

Investment Portfolio by Growth Category

45

Statement of Changes in Equity

20

Holding Period

46

Cash Flow Statement

20

Portfolio Characteristics

47

Notes to the Financial Statements

21

List of Investments

57

Glossary of Terms and Alternative

23

Corporate Governance and

Performance Measures

Sustainability Engagement

Shareholder Information

24

Baillie Gifford Statement on Stewardship

59

Notice of Annual General Meeting

63

Further Shareholder Information

66

Sustainable Finance Disclosure

Regulation ('SFDR')

67

Communicating with Shareholders

Investor Disclosure Document

The UK Alternative Investment Fund Managers Regulations requires certain information to be made available to investors prior to their investment in the Company. The Company's Investor Disclosure Document is available for viewing at japantrustplc.co.uk.

Notes

None of the views expressed in this document should be construed as advice to buy or sell a particular investment.

Investment trusts are UK public listed companies and as such comply with the requirements of the UK Listing Authority. They are not authorised or regulated by the Financial Conduct Authority (FCA).

The Baillie Gifford Japan Trust PLC currently conducts its affairs, and intends to continue to conduct its affairs, so that the Company's ordinary shares can qualify to be considered as a mainstream investment product and can be recommended by Independent Financial Advisers to ordinary retail investors in accordance with the rules of the FCA in relation to non-mainstream investment products.

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.

If you are in any doubt as to the action you should take you should consult your stockbroker, bank manager, solicitor, accountant or other independent financial adviser authorised under the Financial Services and Markets Act 2000 if you are in the United Kingdom or, if not, from another appropriately authorised financial adviser.

If you have sold or otherwise transferred all of your ordinary shares in The Baillie Gifford Japan Trust PLC, please forward this document, together with any accompanying documents, but not your personalised Form of Proxy, as soon as possible to the purchaser or transferee, or to the stockbroker, bank or other agent through whom the sale or transfer was or is being effected for delivery to the purchaser or transferee.

Cover2 Annual Report 2022

Financial Highlights

The Baillie Gifford Japan Trust PLC aims to achieve long term capital growth principally through investment in medium to smaller sized Japanese companies which are believed to have above average prospects for growth.

Illustration:

Hakuro-jo(White Egret) Castle at Himeji.

Financial Highlights - Year to 31 August 2022

Net Asset Value

Share Price

Benchmark*

Total Return

Total Return

Total Return

-16.3%

-23.8%

-3.9%

2021: +21.0%

2021: +25.7%

2021: +16.3%

NAV, Share Price and Benchmark Total Return

(figures rebased to 100 at 31 August 2021)

Share price

NAV†#

Benchmark*

Premium/(discount) to Net Asset Value

(figures plotted on a weekly basis)

Premium/(discount)†# Average discount#

110

100

90

80

70

60

A S O N D J

F M A M J J A

2021

2022

2%

0%

(2%)

(4%)

(6%)

(8%)

(10%)

(12%)

A S O

N D J F M

A M J

J

A

2021

2022

  • The benchmark is the TOPIX total return (in sterling terms).
  • Alternative performance measure, see Glossary of Terms and Alternative Performance Measures on pages 57 and 58.
  • Net asset value per share and premium/(discount) are shown after deducting borrowings at par value. Prior year figures have been restated at par rather than fair value for presentational purposes.

Source: Refinitiv/Baillie Gifford and relevant underlying index providers. See disclaimer on page 65.

Past performance is not a guide to future performance.

The Baillie Gifford Japan Trust PLC 01

Strategic Report

Strategic Report

The Strategic Report, which comprises pages 2 to 24 and incorporates the Chairman's Statement, has been prepared in accordance with the Companies Act 2006.

Chairman's Statement

Introduction

With great sadness, the Board notified shareholders in May of the sudden death of Keith Falconer. Keith joined the Board in 2014 and was appointed Chairman in 2019. He was an effective and widely admired Chairman who will be much missed by the Board and the Managers.

I was appointed interim Chairman in May and then Chairman of the Company in June.

Performance

In the year to 31 August 2022 the net asset value total return was -16.3%. As market sentiment deteriorated, the Company's shares moved to a discount to NAV, leading to a share price total return of -23.8%. The benchmark total return was -3.9% over the same period.

The Company's objective is to achieve long term capital growth, and the NAV returns over longer time periods remain ahead of the benchmark.

Compound annual returns

5 years

10 years

to end August

(%)

(%)

Net asset value total return

4.2

14.5

Share price total return

1.7

14.7

TOPIX total return (in sterling)

3.7

9.9

Source: Refinitiv, debt at par value.

Gearing and Borrowing

The Board believes that borrowing will enhance returns to investors over the long-term. Net gearing rose from 9.8% to 17.5% over the year to 31 August 2022. This reflected several factors. Firstly, as share prices fell, the Managers used gearing to invest in companies where they saw significant upside. Details of the portfolio changes are contained in the Managers' Report. The Company entered into a new revolving credit facility with Mizuho Bank for ¥2,600 million to provide additional flexibility for the Managers to take advantage of investment opportunities. Additionally, the net asset value fell over the year, which contributed to an increase in the gearing level in percentage terms.

Dividend

The Board is recommending a dividend of 9p per share, an increase of 50% on last year's 6p. This will be put to shareholders for approval at the Annual General Meeting to be held on 15 December 2022 and, if approved, will be paid on 21 December to shareholders on the register at close of business on 11 November 2022. A dividend reinvestment plan (DRIP) is available to shareholders who would prefer to re-invest their dividends in the shares of the Company. For those shareholders electing to receive the DRIP, the last date for receipt of election is 30 November 2022.

Share Capital and Discount Management

Over the course of the year, the share price moved from a 0.9% premium to NAV to an 8.1% discount to NAV. During this period, the Company bought back 428,750 shares at a total cost of approximately £3.3m. These shares are held in Treasury and are available to be reissued, at a premium, when market conditions allow.

Your Board believes it is important that the Company retains the power to buy back equity during the year and so, at the Annual General Meeting, is seeking to renew this facility.

The Company also has authority to issue new shares and to reissue any shares held in treasury for cash on a non pre-emptive basis. Shares are issued/reissued only at a premium to net asset value, thereby enhancing net asset value per share for existing shareholders. The Directors are, once again, seeking 10% share issuance authority at the Annual General Meeting. This authority would expire at the conclusion of the Annual General Meeting in 2023.

Annual General Meeting

The Company's AGM is scheduled to take place on 15 December 2022 at Baillie Gifford's offices in Edinburgh. Last year, the Board announced and fully intended to hold a physical meeting but, given uncertainty caused by Covid-19, reverted to a purely administrative meeting held at the Managers' offices, limiting attendance to those required for a quorum.

We very much hope that this year circumstances will permit us to meet the Company's shareholders in person. Nevertheless, given that Covid-19 remains in circulation and new variants may present new challenges, the Board encourages all shareholders to exercise their votes on the AGM resolutions by completing and submitting a form of proxy. We recommend that shareholders monitor the Company's website at japantrustplc.co.uk where any updates will be posted. Market announcements will also be made, as appropriate. Should shareholders have questions for the Board or the Managers or any queries as to how to vote, they are welcome, as always, to submit them by email to trustenquiries@bailliegifford.com or call 0800 917 2112.

Information on the resolutions can be found on pages 59 and 60 of the Annual Report and Financial Statements. The Directors consider that all resolutions to be put to shareholders are in their and the Company's best interests as a whole and recommend that shareholders vote in their favour.

Past performance is not a guide to future performance.

02 Annual Report 2022

Strategic Report

In particular, shareholders have the right to vote annually on whether the Company should continue in business and will have the opportunity to do so again this year. Last year, the Company again received support for its continuation with 99.99% of votes cast in favour. Your Directors believe there are attractive opportunities in selected, well-run Japanese companies benefiting the long-term outlook for the Japan Trust. To that end, my fellow Directors and I intend to vote our own shareholdings in favour of the resolution and hope that shareholders will feel disposed to do likewise.

Board

The Board undertook an external evaluation during the year and has considered its balance of skills. Further information is contained in the Governance Report on page 30.

Joanna Pitman was appointed as the Company's Senior Independent Director in June, and in 2023 the Company intends to recruit an additional independent non-executive Director using the services of an independent recruitment consultant. Shareholders will be updated when a candidate has been appointed.

Outlook

There is a great deal of uncertainty facing investors at present. This concerns not only the global prospects for inflation, interest rates and bond yields but also the impact of these and other factors on the short-term prospects for your trust's investments.

After the disappointing absolute and relative performance over the past 12 months, the Board is optimistic that the long-termstock-picking skills of the Managers will return to the fore.

David Kidd

Chairman

18 October 2022

Past performance is not a guide to future performance.

The Baillie Gifford Japan Trust PLC 03

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The Baillie Gifford Japan Trust plc published this content on 28 October 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 October 2022 08:52:03 UTC.