Discover our Corporate Governance measures

Law Debenture is an 'alternative investment fund' for the purposes of the EU Alternative Investment Fund Managers Directive (Directive 2011/61/EU) (as it forms part of the UK domestic law pursuant to the European Union (Withdrawal) Act 2018, the Alternative Investment Fund Managers (Amendment) (EU Exit) Regulations 2019 or as otherwise adopted under, or given effect to in, UK legislation or the UK regulatory regime) (the AIFM Directive). Under the AIFM Directive the Company is required to appoint an Alternative Investment Fund Manager (AIFM), which must be appropriately regulated by the FCA. The Company is authorised as an internally managed AIFM. 

The Corporation’s regulatory status

As a listed company, the Corporation’s shares are freely tradeable, but any shareholder or prospective shareholder who chooses to buy, hold or sell the Corporation’s shares does so either on the basis of his/her own decision (execution only) or following advice from a qualified advisor such as an independent financial advisor.

View our 'how to invest' page for details.  

Shareholders, prospective shareholders and any other interested parties must be aware that the Corporation’s status as a self managed  AIFM DOES NOT:

• Give the Corporation any authority to offer advice to shareholders (or prospective shareholders) about whether they should buy, hold or sell the Corporation’s shares;
• Create any entitlement for shareholders (or others) to a claim against the Corporation via the Financial Ombudsman Service or (in the event of the insolvent demise of the Corporation) make any claim for compensation under the Financial Services Compensation Scheme.

Entitlement to information

Notwithstanding the preceding statements, AIFMD compliance requires that the Corporation should make certain information available to shareholders and prospective shareholders. Much of that information has, historically, always been available to shareholders (and others) via the Corporation’s website.

The link below is to an FCA form called FUND 3.2.2R Disclosures. The form sets out the material that the Corporation is obliged to make available to shareholders and potential shareholders. The form points out where on the Corporation’s website particular material is available and, if relevant, the particular page number of certain documents (usually, the annual report and accounts) where the prescribed information can be accessed.

Further information

This page of the website will be kept updated as required. Any shareholder or potential shareholder who wishes to discuss any aspect of the AIFMD should contact: general@lawdeb.com

It is an obligation under the UK Corporate Governance Code that we publish the Terms of Reference of the board’s principal committees.

These Terms of Reference, as would be expected, do not change very often.

The Bribery Act 2010 obliged companies to renew their efforts to avoid circumstances in which bribes were offered or received.

LawDeb believes that it has a very robust culture, and the nature of its business activities means that as a general rule, our activities do not lend themselves naturally to the giving or receiving of bribes. However, the Corporation and all group companies take anti-bribery measures very seriously.

The policy adopted for all group companies as part of LawDeb’s ‘adequate procedures’ to comply with the Bribery Act 2010. 

The Corporation  is required under the rules of the Financial Conduct Authority to issue company announcements under certain circumstances.

Routine announcements are made about the Net Asset Value and Portfolio on a weekly and monthly basis and the content of these announcements is reproduced on this website under the heading NAV and Portfolio Information.

Other announcements are made from time to time when, for example, a director deals in shares of the Corporation, or we are notified of a change in a significant holding. All of our RNS announcements can be accessed here. The Corporation is also obliged to publish information that would be defined as inside information with immediate effect under certain circumstances. In practice, given the nature of investment trust companies, it is rare that information of this sort needs to be announced.

FCA  Disclosure Rules - inside information

Under the FCA rules, listed companies that make announcements containing inside information are required to put a copy of the announcement on their website, and to retain that copy for 12 months.

In the event that The Law Debenture Corporation p.l.c. ever has cause to make an announcement containing inside information, a copy of that announcement will be posted. 

There are no current announcements.

Companies Act 2006 Section 430 (2B) - payments to past directors.

Announcements under this section are rare (there are currently none) but when published, will appear here for 12 months. 

Law Debenture endorses the principles and provisions set out in the Financial Reporting Council’s UK Corporate Governance Code and recommendations made by various UK government agencies regarding diversity and inclusion. The Board recognises that having a diverse and inclusive culture is essential to its long-term success.

It is a requirement of the UK Corporate Governance Code that listed companies should publish on their website a document setting out those matters that the board has reserved to itself for decision making.

The Modern Slavery Act 2015—Law Debenture Group Statement is applicable to all companies within the Group. 

Prospective Shareholders

Introduction

The Markets in Financial Instruments Directive (MiFID II) came into force on 3 January 2018. Distributors and advisors providing services under this regulation are required to provide information about all costs and charges within the funds they offer to their clients.

EMT
The European Fund and Asset Management Association (EFAMA) has endorsed and published the European MiFID Template (EMT), a MiFID information exchange template jointly designed by product manufacturers, such as asset managers, and distributors.

The template provides a functional description of the minimum set of data (defining a product’s target market, distribution strategy and disclosing its costs and charges) from product manufacturers, such as asset managers, to distributors to help them fulfil the regulatory requirements. These requirements came into effect when financial products were distributed after 3 January 2018.

The latest EMT may be found here.  

EPT
EFAMA have also endorsed the use of the European PRIIPS (Packaged Retail and Insurance-based Investment Products) Template (EPT) as a standardised methodology for distributing PRIIPS information between investment firms and insurance entities.

The template provides a functional description of the minimum set of data (e.g. risk and performance calculations, cost and charges information etc.).

Both the EMT and EPT are in a pipe delimited .csv format since they need to be machine readable.

Law Debenture’s latest EPT may be found here.

KID
We are required to make available to retail investors a Key Information Document (KID) The KID provides key information about Law Debenture's shares as an investment product. The information is required by law to help you understand the nature, risks, costs, potential gains and losses of this product and to help you compare it with other products. It is not marketing material and nothing in the KID is an inducement to buy or sell Law Debenture shares. Cost, performance and risk calculations in the KID use methodologies prescribed by EU regulation. The KID will be updated in accordance with applicable regulation. An investment in Law Debenture is suitable only for investors who are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses which may arise therefrom (which may be equal to the total amount invested).

Law Debenture's latest KID can be found here.

Best Execution
Best execution means achieving the best possible result for customers when executing their orders.

MiFID II aims at achieving extensive transparency over investment firms' order execution methods. Moreover, Janus Henderson acting as investment manager for Law Debenture are required to install thorough reporting and monitoring mechanisms in order to evaluate whether the execution quality achieved corresponds to the quality promised in the Order Execution Policy (OEP).

Janus Henderson Best Execution Policy

Disclaimer 
Investment involves risk. The value of investments, and the income from them, can go down as well as up and an investor may get back less than the amount invested. Past performance is not a guide to future results. 

The information contained in this website is of a general nature on the activities carried out by Law Debenture and is relevant at the date of its publication. This information is only indicative and does not constitute any form of contractual agreement, nor is it to be considered as an offer, investment recommendation, or solicitation to deal in any financial instruments or engage in any investment service or activity.  

You should not regard it as tax, legal or investment advice or as a recommendation that any of the investments, funds or products described are right for an investor. 

No representation or warranty whatsoever, including express or implied, is given as to the accuracy or completeness of information contained in this website and no liability whatsoever is accepted for any loss arising whether directly or indirectly as a result of the reader, any person or group of persons acting on any information, opinion or estimate contained in this website. 

Risks of Investing 
An investor could lose all or a substantial portion of their investment. Investors must have the financial ability, sophistication, experience and willingness to bear the risks of such an investment. 

Before making any investment you should read, understand and retain the relevant investment product or service documentation. If you are in any doubt about any of the information on this website, or the suitability of any investment service or product to your needs, please consult your financial or other professional adviser.

Your attention is drawn to the regulatory points set out on the investment trust home page. 

Queries 
Requests for data can be made to the Support team at general@lawdeb.com

As a responsible employer and provider of independent professional services, LawDeb is committed to the highest standards of conduct. An essential part of that is the provision of discreet, robust and (if necessary) anonymous channels to enable staff to report wrongdoing, either within LawDeb or a counterparty to whom services are provided or within a company that is part of LawDeb’s supply chain.

IMPORTANT NOTICE ABOUT IMPERSONATION AND FRAUD

Law Debenture has been informed that some shareholders, including those investing in The Law Debenture Corporation p.l.c., have received phone calls from individuals posing as brokers, offering to buy their shares at a substantial premium in exchange for a bond or part of a buyback programme.

Law Debenture does not believe this to be genuine and urges all investors to stay alert to the dangers of investment fraud.

Do not provide any personal or financial information if you receive a communication the legitimacy of which you are uncertain about.

Law Debenture and its registrar, Computershare, will never contact shareholders or members of the public to make any payments to either of us over the phone, by post, text message or via email in relation to making an investment. Law Debenture will not take responsibility for any potential losses you may incur as a result of investment fraud. 

The FCA has further information on share fraud and boiler room scams.

If you are unsure regarding the legitimacy of any communications purporting to be from or about investing in Law Debenture, or involving Law Debenture as an agent in an investment opportunity, please contact Company Secretarial Mail TSU.Cosec@lawdeb.com.

You may wish to also notify the FCA and Action Fraud (the UK’s national fraud reporting centre).