1、Aberdeen Emerging Markets Investment Company Limited(Formerly Advance Developing Markets Fund Limited)A UK listed investment company,seeking consistent returns from a diversified portfolio of emerging market fundsAnnual Report And Financial StatementsFor the year ended 31 October 2016ContentsOvervie
2、wChairmans Statement 1Strategic ReportInvestment Managers Report 2PortfolioInvestments 5Asset Allocation 6GovernanceDirectors Report 7Corporate Governance 13Report of the Audit Committee 18Statement of Directors Responsibilities 19Directors Remuneration Report 20Depository Report 22Financial Stateme
3、ntsIndependent Auditors Report 23Statement of Comprehensive Income 25Statement of Financial Position 26Statement of Changes in Equity 27Statement of Cash Flow 28Notes to the Financial Statements 29Corporate InformationInvestor Information(unaudited)45AIFMD Disclosures(unaudited)48Notice of Annual Ge
4、neral Meeting 49Form of Proxy 51Directors,Investment Manager and Advisers inside back coverInvestment ObjectiveThe Companys investment objective is to achieve consistent returns for Shareholders in excess of the MSCI Emerging Markets Net Total Return Index in Sterling terms(the Benchmark).Performanc
5、eFor the year ended 31 October 2016Net Asset Value(NAV)per share1 36.4%Share price mid market2 36.1%MSCI Emerging Markets Net Total Return Index in Sterling terms 37.7%As at 31 October 2016 NAV per share3 618.8pOrdinary share price mid market 545.0pNet Assets 320.2m1 Measured against a closing NAV a
6、t 31 October 2015 of 453.5p2 Measured against a closing mid-market ordinary share price at 31 October 2015 of 400.4p3 See note 13 in the Notes to the Financial Statements for basis of calculationThe Annual Report can be downloaded in electronic format from aberdeenemergingmarkets.co.uk1Aberdeen Emer
7、ging Markets Investment Company LimitedChairmans StatementOverviewPerformanceThe Company generated strong returns for the year ended 31 October 2016.The net asset value(NAV)total return for the year was 36.4%,slightly behind the total return of 37.7%from the benchmark index,the MSCI Emerging Markets
8、 Net Total Return Index(in sterling terms).The share price total return for the year was 36.1%.Most of the returns were generated during the second half of the financial year,with a recovery in commodity prices and stabilising currencies helping to generate an increased appetite for the emerging mar
9、kets asset class generally.Markets also benefited from the weakness seen in sterling following the result in the UK referendum held in June.A number of countries to which the Company is exposed recorded significant gains,including Brazil,Indonesia and Russia.Conversely,Mexico,in particular,was impac
10、ted by the uncertainties in advance of the US presidential elections in November 2016,causing it to be one of the weaker markets during the year.The Company benefitted from the outperformance of a number of its Asian holdings.It also benefited from its underweight allocations to China and South Afri
11、ca and its overweight exposure to Russia.A detailed explanation of performance for the year is provided in the Investment Managers Report.Discount and share buy backsThe discount of the share price to the NAV at the year end was 11.9%,which compares to 11.7%at the end of the previous year.Although t
12、his was not a significant change for the year as a whole,the discount did stand at a wider level for much of the year.In order to help address this,the Company purchased 178,050 ordinary shares during the year to hold in treasury,at a cost of 885,000.A further 330,450 shares have been bought back si
13、nce the year end.The Board believes that it is in shareholders interests for the Company to have the ability to buy back shares when considered appropriate and,accordingly,will seek authority at the Annual General Meeting to renew this authority.Board compositionAs previously announced,Helen Green j
14、oined the Board as an independent non-executive director on 1 July 2016 and became Chairman of the Audit Committee on 1 October 2016.Helen is a Chartered Accountant and has substantial experience in the investment company sector.Having served as a Director since 2009,Terry Mahony retired as a Direct
15、or on 30 January 2017.I would like to thank Terry for his significant contribution and wise counsel during his time as a Director.As previously announced,I will not be seeking re-election at the Annual General Meeting in April and will therefore retire from the Board at that time.I would like to tha
16、nk my fellow Directors for their unstinting support during the four year period of my Chairmanship.Mark Hadsley-Chaplin,who was appointed a Director in June 2012,will succeed me as Chairman.I wish him well in his new role.Annual General Meeting The Annual General Meeting will be held at the offices
17、of Vistra Fund Services(Guernsey)Limited,11 New Street,St Peter Port,Guernsey on 10 April 2017 at 11.00 a.m.The notice of the Annual General Meeting is contained on pages 49 to 50.Shareholders who are unable to attend are encouraged to return their completed proxy forms to the Companys registrar in
18、order that their votes can be represented at the meeting.OutlookAlthough the policies of the new Trump administration may well be more measured than some of the pre-election rhetoric promised,the combination of a more fiscally expansive US at the same time as monetary conditions tighten,creating the
19、 potential for further US Dollar strength,presents a challenging backdrop for emerging markets.Nonetheless,despite the recent rally,valuations of emerging market equities remain attractive relative to developed markets and there are a number of other factors that are supportive of the asset class;cu
20、rrencies are competitive,balance sheets are generally sound,corporate earnings have stabilised and economic growth appears to have bottomed out.With many investors under-exposed to the sector,there is the potential for further gains in the year ahead.The portfolio is invested in funds run by talente
21、d managers with strong investment propositions,the majority of which trade at attractive discounts to their stated net asset values.The Board continues to believe that the diversification provided by the Companys approach of investing through a portfolio of such specialist funds is an attractive mea
22、ns for investors to benefit from the long term attractions of emerging markets.Richard BonsorChairman30 January 2017 2Annual Report 2016Investment Managers ReportStrategic ReportWhile the Companys NAV total return for the year was 36.4%in sterling terms,a significant portion of that gain was a conse
23、quence of sterling weakness in the period following the result of the UKs referendum on continued membership of the European Union.Were the Companys NAV performance for the year to be stated in US dollar terms then the result would have been a total return of 8.3%.In terms of performance attribution
24、,the Companys NAV lagged the Benchmark by 1.3%.Marginal underperformance of the Benchmark during a period of rapidly rising markets is consistent with the diversified portfolio held by the Company.Fund selection made a small positive contribution to relative returns,with outperformance delivered by
25、a number of the Companys Asian holdings countered by weaker performance from its Latin American investments.In Asia,the most notable positive contributors were the Thai focused Ton Poh Fund and Fidelity China Special Situations.The portfolios exposure to Korean preferred shares proved a negative as
26、Weiss Korea Opportunity Fund lagged the Korean market.In Latin America,the Companys holdings in Brazil struggled to keep pace with a liquidity driven rally.Asset allocation made a small negative contribution to relative performance,with underweight positions in Brazil and Taiwan detracting,as did an
27、 overweight allocation to Turkey.A number of markets contributed positively,including the Companys underweight allocations to China and South Africa along with an overweight position in Russia.Discount movements on closed end investments were a neutral factor during the period,with a significant pos
28、itive contribution from JP Morgan Global Emerging Markets Income Trust offset by a slight widening of discounts across the rest of the closed end portfolio.Performance attribution for the year ended 31 October 2016Fund selection0.1%Asia0.9%EMEA0.1%Latin America(0.9%)Asset allocation(0.3%)Asia(0.1%)E
29、MEA(0.0%)Latin America(0.1%)Cash(direct and underlying)(0.1%)Discount narrowing(0.0%)Fees and expenses(1.1%)Net asset value under performance*(1.3%)*The above analysis has been prepared on a total return basis.Market environmentAfter a poor start to the period,emerging markets staged a strong recove
30、ry with the Benchmark ending the year up 37.7%,outperforming developed markets by 12.2%.It should be highlighted that the absolute return was flattered by the weakness of sterling following the surprise result in the UKs referendum on continued membership of the European Union.However,emerging marke
31、ts also benefitted from a recovery in interest and the resumption of inflows from foreign portfolio investors.The improvement in sentiment was supported by a stabilisation of emerging market currencies and a recovery in commodity prices.Over the year,Latin America was the stand-out region,driven by
32、a resurgence in the Brazilian currency and stock market,which rose by 115.1%in sterling terms.The swing in sentiment towards Brazil was prompted by a momentous shift in the political landscape,with the impeachment of President Rousseff followed by a move towards the more pro-market policies of Presi
33、dent Temer.Municipal elections early in October confirmed the positive direction of travel,with the pro-market Brazilian Social Democracy Party comfortably defeating the Workers Party across all regions.In contrast,Mexico was a significant laggard with the market gaining just 20.3%as US presidential
34、 election uncertainty weighed on sentiment towards local equities and the Mexican peso.In Asia,the Indian market posted a gain of 31.0%,with the market remaining a favourite of foreign investors despite the strong economic story under Prime Minister Modi failing to translate into stronger corporate
35、earnings.One long term positive development was the passing of the Goods and Services Tax Bill,which replaces all indirect taxes with a single tax.Thai equities performed better,rising by 41.4%in a year which saw the passing of the national constitutional referendum paving the way for elections in l
36、ate 2017.However,the year concluded on a sombre note with the death of King Bhumibol in October.South Korea delivered a 32.5%return and ended the year embroiled in a political scandal linked to President Park.Taiwan fared better,gaining 48.5%,supported by strong results from its semiconductor and te
37、chnology companies.China created fewer headlines than in recent years with the MSCI China Index rising by 28.0%.In Eastern Europe,the Russian stock market rose by 49.5%.Both the market and currency appreciated in line with a recovery in energy prices.Turkey experienced a challenging year with an att
38、empted coup in July eliciting an authoritarian response.The market was a significant underperformer,rising by just 17.9%.South Africa was another relative laggard,posting a gain of 27.9%as political concerns contributed to weak sentiment.3Aberdeen Emerging Markets Investment Company LimitedChart 1.E
39、merging and developed market performance during year to 31 October 2016Chart 2.Market performances during the year to 31 October 2016 MSCI EMEM Latin AmericaEM AsiaEM EMEAIndonesiaTaiwanThailandMalaysiaKoreaIndiaChinaPhilippinesHungaryEgyptRussiaSouth AfricaUnited Arab EmiratesCzech RepublicTurkeyQa
40、tarPolandGreeceBrazilPeruChileColombiaMexicoUKUSJapanWorldFrontierSource:Bloomberg.GBP returns for the period from 31 October 2015 to 31 October 2016-40%-20%0%20%40%60%80%100%120%1501401301201101009080Source:Bloomberg.GBP returns for the period from 31 October 2015 to 31 October 20168090100110120130
41、140150Oct 15Nov 15Dec 15Jan 16Feb 16Mar 16Apr 16May 16Jun 16Jul 16Aug 16Sep 16Oct 16 MSCI Emerging Markets Net TR MSCI World Net TRPerformance rebased to 1004Annual Report 2016PortfolioAt the period end,the portfolio comprised 40 positions with the top 10 accounting for 47.8%of net assets.The balanc
42、e of investments by structure is shown below.October 2016October 2015Closed ended investment funds60.7%57.7%Open ended investment funds36.4%36.5%Market access products 2.5%4.8%Cash and other net assets 0.4%1.0%The average discount on the closed end portion of the portfolio was 11.5%at the end of the
43、 period compared with 10.5%at the start of the period.The allocation to closed end funds increased from 57.7%to 60.7%as we took advantage of opportunities to add to favoured holdings trading on attractive discounts.Such additions included BlackRock Emerging Europe plc,JPMorgan Russian Securities,Bar
44、ing Vostok Investments Limited and Schroder AsiaPacific Fund.In August,we exercised the Companys subscription shares in India Capital Growth Fund and,in so doing,acquired shares on a discount to net asset value of over 30%.Several new closed end holdings were introduced to the portfolio.One such inv
45、estment was Utilico Emerging Markets Limited(Utilico)where shares were purchased in early May at a discount of 12.7%.Utilico invests in utility and infrastructure companies across the emerging world.The manager focuses on buying high quality companies operating in markets where regulated or semi-reg
46、ulated businesses can operate without adverse government interference.This strategy has served investors well over the years,with the fund delivering consistent outperformance combined with an attractive dividend yield.A position was also initiated in Romanian closed end fund Fondul Proprietatea,whi
47、ch offers a portfolio dominated by energy and utilities in one of the best managed economies of Eastern Europe.Fondul conducts regular tender offers and pays a 6.5%dividend yield.The shares were acquired at a 30%discount.The allocation to open ended funds was broadly unchanged at 36.4%although there
48、 was some rotation in the underlying holdings.We invested in several new open ended funds which provide exposure to markets where there are few viable closed end funds or where we view the open ended alternative to be of significantly higher quality.One such investment was Findlay Park Latin America
49、n Fund.After an extremely challenging period in Latin America,it is possible to buy certain high quality companies at material discounts to their long term average valuations and this provides a fertile environment for experienced stock pickers(like the team at Findlay Park)to generate future outper
50、formance.We also introduced the Schroder Taiwan Fund to the portfolio.The fund is managed by a strong team whose process and philosophy have helped deliver a strong long term track record.Additions were also made to open ended funds in Eastern Europe as a consequence of a continuing improvement in t
51、he outlook for the region.Thus,in the first half of the year we made a strategic allocation to the region(ex Russia)through an investment in Avaron Emerging Europe Fund,a best-of-breed open ended vehicle managed by an experienced team based in Estonia.Towards the year end we added to the portfolios
52、Russian exposure via Verno Capital Growth Fund,our preferred manager in that market.Our conviction in the outlook for the Russian market was buoyed by time spent in-country,where the economy is recovering,the ruble is undervalued and political relations with the West continued to improve.Cash to fun
53、d purchases of both open and closed end investments was provided by exits from a number of exchange traded funds and open ended funds based on asset allocation grounds.These included a reduction in Neuberger Berman China Equity Fund and exits from Goldman Sachs India Equity Portfolio,Ashmore Middle
54、East Equity Fund and GBM Mexico Fund.The Companys geographic allocation is shown on page 6.The period saw the Companys allocation to Asia fall by 4.8%as we reduced exposure to China,India and Korea while adding to Taiwan.Eastern Europe was the recipient of additional funds.Latin Americas weighting i
55、ncreased modestly over the period as a consequence of strong performance in Brazil.Market outlookAs we look ahead to 2017,the implications of the UKs decision to leave the European Union and Donald Trumps victory in the US Presidential Election remain unclear.What is likely is that these,and other u
56、nforeseen events,will create occasional bouts of risk aversion that,whilst painful to experience,create attractive long-term entry points for emerging market investors.We take comfort from the fact that despite the rally in emerging market equities over the last year,valuations remain attractive.At
57、the time of writing,the MSCI Emerging Markets Index trades on trailing price to earnings and price to book ratios of 14.3x and 1.5x,34.6%and 32.5%lower respectively than the same measures for developed markets.Headwinds to earnings growth including currency weakness and low commodity prices have tur
58、ned to tail winds in many instances.This is being reflected in a recent moderation of downward earnings revisions,a trend which,if it continues,may soon give way to positive earnings surprises.Further evidence of a recovery in earnings in what is an inexpensive asset class to which global investors
59、are quite under-exposed would be welcome,and could be a catalyst for further gains.At a bottom up level,we continue to see interesting investment opportunities.Identifying talented managers with strong investment propositions is a key component of our approach and we are happy with the stable of man
60、agers with which the Company is invested.Whilst discount changes contributed little to our returns in the period,we see pockets of value within the closed end fund universe and will continue to add selectively.The combination of these factors should provide Shareholders with a diversified portfolio
61、of emerging market investments with the potential to deliver the Companys objective over the long term.Aberdeen Fund Managers Limited30 January 2017Investment Managers Report continuedStrategic Report5Aberdeen Emerging Markets Investment Company LimitedAs at 31 October 2016 CompanyCountry of establi
62、shmentValue 000%of net assetsSchroder Asia Pacific Fund PLCUnited Kingdom18,504 5.8%Weiss Korea Opportunity Fund LimitedGuernsey 17,993 5.6%Fidelity China Special Situations PLCUnited Kingdom16,378 5.1%Schroder International Selection Taiwanese Equity Fund Luxembourg16,344 5.1%Neuberger Berman China
63、 Equity FundIreland16,250 5.1%Genesis Emerging Markets Fund LimitedGuernsey 15,512 4.8%Edinburgh Dragon Trust PLCUnited Kingdom14,994 4.7%Steyn Capital SA Equity Fund SPCayman Islands13,276 4.1%BlackRock Emerging Europe PLCUnited Kingdom12,678 4.0%Ton Poh Thailand Fund Class CCayman Islands11,187 3.
64、5%Top ten holdings153,11647.8%Findlay Park Latin American FundIreland 10,268 3.2%Lazard Emerging World Fund RetailIreland9,524 3.0%Korea Value Strategy Fund Limited Class BBritish Virgin Islands9,244 2.9%Avaron Emerging Europe FundEstonia8,526 2.7%BlackRock Latin American Investment Trust PLCUnited
65、Kingdom8,137 2.5%Komodo Fund Class SCayman Islands7,693 2.4%BlackRock World Mining Trust PLCUnited Kingdom7,316 2.3%Verno Capital Growth Fund LimitedCayman Islands7,105 2.2%JPMorgan Emerging Markets Inv Trust PLCUnited Kingdom6,829 2.1%Utilico Emerging Markets LimitedBermuda 6,644 2.1%Next ten holdi
66、ngs81,28625.4%Top twenty holdings234,40273.2%InvestmentsPortfolioAs at 31 October 2016 CompanyCountry of establishmentValue 000%of net assetsJPMorgan Russian Securities PLCUnited Kingdom6,3432.0%Korean Preferred Share Certificate Curacao6,2812.0%The China Fund IncUnited States6,0871.9%iShares MSCI T
67、urkeyIreland6,0181.9%The India Fund IncUnited States5,7351.7%Aberdeen Asian Smaller Companies Investment Trust PLCUnited Kingdom5,1371.6%Morgan Stanley India Investment FundUnited States5,0901.6%Baring Vostok Investments PCC LimitedGuernsey4,7041.5%Korea Fund IncUnited States4,6741.4%Taiwan Fund Inc
68、United States4,6631.4%The Mexico Fund IncUnited States4,5411.4%JPMorgan Global Emerging Markets Income Trust PLCUnited Kingdom4,4631.4%India Capital Growth Fund LimitedGuernsey4,1881.3%Aberdeen Latin America Equity Fund IncUnited States4,0981.3%JPMorgan Asian Investment Trust PLCUnited Kingdom3,3981
69、.1%Fondul ProprietateaRomania2,3450.7%JPMorgan Chinese Investment Trust PLCUnited Kingdom2,2120.7%iShares MSCI Brazil United States2,0050.6%Qatar Investment Fund PLCIsle of Man1,4920.5%Tarpon All Equities Cayman(Series B)LPUnited States8370.3%Renaissance Russian Infrastructure Equities Limited*Guern
70、seyTotal holdings318,71399.5%Cash and other net assets1,5020.5%Total 320,215100.0%*In liquidation.6Annual Report 2016As at 31 October 2016 Country splitAEMC%Benchmark%AsiaChina20.6%26.4%India8.3%8.4%Indonesia2.9%2.7%Korea13.6%14.3%Malaysia0.8%2.6%Philippines0.9%1.3%Taiwan9.4%12.3%Thailand4.2%2.1%Sin
71、gapore1.6%0.0%Other1.6%0.0%63.9%70.1%EMEACzech Republic0.3%0.2%Egypt0.2%Greece0.3%0.3%Hungary0.3%Poland0.8%1.1%Qatar0.5%0.9%Russia7.2%3.6%South Africa5.0%7.1%Turkey3.5%1.2%UAE0.8%Other3.3%20.9%15.7%As at 31 October 2016 Country splitAEMC%Benchmark%Latin AmericaBrazil5.3%8.4%Chile0.6%1.2%Columbia0.3%
72、0.4%Mexico3.8%3.8%Peru0.6%0.4%Other0.9%11.5%14.2%Non-specified(0.1%)Cash in underlying funds3.1%Portfolio cash0.7%Total100.0%100.0%The above analysis has been prepared on a portfolio look-through basis.Benchmark:MSCI Emerging Markets Net Total Return Index in Sterling terms.PortfolioAsset Allocation
73、7Aberdeen Emerging Markets Investment Company LimitedThe directors of Aberdeen Emerging Markets Investment Company Limited(formerly Advance Developing Markets Fund Limited)(AEMC,the Company or the Fund)present their report and financial statements for the year ended 31 October 2016.Investment policy
74、ObjectivesThe Companys investment objective is to achieve consistent returns for shareholders in excess of the MSCI Emerging Markets Net Total Return Index in Sterling terms(Bloomberg ticker:NDUEEGF Index)(the Benchmark).(i)Asset allocationThe Investment Manager invests in a portfolio of funds and p
75、roducts which give a diversified exposure to developing and emerging market economies.The Investment Manager does not seek to replicate the Benchmarks geographical distribution.The Companys geographic asset allocation is derived from the Investment Managers analysis of prospects for regions and coun
76、tries and the underlying opportunities for investment.The Board does not believe that it should impose prescriptive limits on the Investment Manager for the geographic breakdown and distribution by type of fund as this could have a negative impact on the Companys performance and accordingly the Comp
77、any does not have any prescribed investment limits in this regard.The Investment Manager has discretion to enter into hedging mechanisms where it believes that this would protect the performance of the Companys investment portfolio in a cost effective manner.To date,the Company has never entered int
78、o any such hedging mechanisms.(ii)Risk diversificationIndividual investments are selected for their potential to outperform as a result of one or more of the following:the performance of the region,market or asset class in which they invest;the skill of the underlying fund manager;and,in the case of
79、 closed ended funds,through the narrowing of discounts at which their shares trade to net asset value.No holding by the Company in any other company will represent,at the time of the investment,more than 15%by value of the Companys net assets.The diversification within investee funds is taken into a
80、ccount when deciding on the size of each investment so the Companys exposure to any one underlying company should never be excessive.(iii)GearingThe Company does not use gearing as a tool to enhance performance but short term borrowing is permitted to assist in the management of liquidity.However th
81、e directors reserve the right to borrow up to a maximum of 15%of the Net Asset Value of the Company at the time of drawdown.Business activitiesThe Company is a closed-ended investment company incorporated and resident in Guernsey and holds a Premium Listing on the London Stock Exchange.Results and d
82、ividendsThe Companys total comprehensive income for the year was a gain of 85,601,000(2015:loss of 20,745,000).In accordance with its statement in the prospectus of the Company,the directors reserve the right but are not required to provide dividend distributions.The Companys operating revenue loss
83、after taxation for the year amounted to 233,000(2015:loss of 983,000).The Board does not recommend a final dividend.Investment report and outlookThe Chairmans Statement and Investment Managers Report incorporate a review of the highlights during the year and the outlook.Key Performance Indicators(KP
84、Is)The Companys success in attaining its objectives is measured by reference to the following KPIs:(a)The Company seeks to generate consistent relative returns ahead of those generated by its Benchmark Index.(b)The Company seeks to achieve a positive absolute return over the longer term through its
85、exposure to the emerging market asset class.PerformanceAn overview of the Companys performance can be seen in the Chairmans Statement and Investment Managers Report.The Benchmark Index in Sterling terms increased by 37.7%over the year against a total return of 36.4%from the Companys Net Asset Value(
86、NAV)per ordinary share.Directors ReportGovernance8Annual Report 2016Principal risks and uncertaintiesTogether with the issues discussed in the Chairmans Statement and the Investment Managers Report,the Board considers that the main risks and uncertainties faced by the Company fall into the following
87、 categories:(i)General market risks associated with the Companys investmentsChanges in economic conditions,interest rates,foreign exchange rates and inflationary pressures,industry conditions,competition,political and diplomatic events,tax,environmental and other laws and other factors can substanti
88、ally and either adversely or favourably affect the value of the securities in which the Company invests and,therefore,the Companys performance and prospects.The Companys investments are subject to normal market fluctuations and the risks inherent in the purchase,holding or selling of securities,and
89、there can be no assurance that appreciation in the value of those investments will occur.There can be no guarantee that any realisation of an investment will be on a basis which necessarily reflects the Companys valuation of that investment for the purposes of calculating the net asset value.The Com
90、panys investments,although not made into developed economies,are not entirely sheltered from the negative impact of economic slowdowns,decreasing consumer demands and credit shortages in such developed economies which,amongst other things,affects the demand for the products and services offered by t
91、he companies in which the Company directly or indirectly invests.A proportion of the Companys portfolio may be held in cash or cash equivalent investments from time to time.Such proportion of the Companys assets will be out of the market and will not benefit from positive stock market movements,but
92、may give some protection against negative stock market movements.(ii)Developing marketsThe funds selected by the Investment Manager invest in developing markets.Investing in developing markets involves certain risks and special considerations not typically associated with investing in other more est
93、ablished economies or securities markets.In particular there may be:(a)the risk of nationalisation or expropriation of assets or confiscatory taxation;(b)social,economic and political uncertainty including war and revolution;(c)dependence on exports and the corresponding importance of international
94、trade and commodities prices;(d)less liquidity of securities markets;(e)currency exchange rate fluctuations;(f)potentially higher rates of inflation(including hyper-inflation);(g)controls on foreign investment and limitations on repatriation of invested capital and a fund managers ability to exchang
95、e local currencies for pounds Sterling;(h)a higher degree of governmental involvement and control over the economies;GovernanceDirectors Report continued(i)government decisions to discontinue support for economic reform programmes and imposition of centrally planned economies;(j)differences in audit
96、ing and financial reporting standards which may result in the unavailability of material information about economies and issuers;(k)less extensive regulatory oversight of securities markets;(l)longer settlement periods for securities transactions;(m)less stringent laws regarding the fiduciary duties
97、 of officers and directors and protection of investors;and(n)certain consequences regarding the maintenance of portfolio securities and cash with sub-custodians and securities depositories in developing markets.(iii)Other portfolio specific risks(a)Small cap stocksThe underlying investee funds selec
98、ted by the Investment Manager may have significant investments in smaller to medium sized companies of a less seasoned nature whose securities are traded in an over-the-counter market.These secondary securities often involve significantly greater risks than the securities of larger,better-known comp
99、anies,due to shorter operating histories,potentially lower credit ratings and,if they are not listed companies,a potential lack of liquidity in their securities.As a result of lower liquidity and greater share price volatility of these secondary securities,there may be a disproportionate effect on t
100、he value of the investee funds and,indirectly,on the value of the Companys portfolio.(b)Liquidity of the portfolioThe fact that a share is traded does not guarantee its liquidity and the Companys investments may be less liquid than other listed and publicly traded securities.The Company may invest i
101、n securities that are not readily tradable or may accumulate investment positions that represent a significant multiple of the normal trading volumes of an investment,which may make it difficult for the Company to sell its investments.Investors should not expect that the Company will necessarily be
102、able to realise its investments,within a period which they would otherwise regard as reasonable,and any such realisations that may be achieved may be at a considerably lower price than prevailing indicative market prices.The Company has an overdraft facility in place which may be utilised to assist
103、in the management of liquidity.The borrowing facility is described later in this Directors Report.Liquidity of the portfolio is further discussed in note 16 to the financial statements.9Aberdeen Emerging Markets Investment Company Limited(c)Foreign exchange risksIt is not the Companys present policy
104、 to engage in currency hedging.Accordingly,the movement of exchange rates between Sterling and the other currencies in which the Companys investments are denominated or its borrowings are drawn down may have a material effect,unfavourable or favourable,on the returns otherwise experienced on the inv
105、estments made by the Company.Movements in the foreign exchange rate between Sterling and the currency applicable to a particular shareholder may have an impact upon that shareholders returns in their own currency of account.Management or mitigation of the above risksRiskManagement or mitigation of r
106、iskGeneral market risks associated with the Companys investmentsThese risks are largely a consequence of the Companys investment strategy but the Investment Manager attempts to mitigate such risks by maintaining an appropriately diversified portfolio by number of holdings,fund structure,geographic f
107、ocus,investment style and market capitalisation focus.Liquidity,risk and exposure measures are produced on a monthly basis by the Investment Manager and monitored against internal limits.Developing marketsOther portfolio specific risks(a)Small cap risks(b)Liquidity of the portfolio(c)Foreign exchang
108、e risksThe investment management of the Company has been delegated to the Companys Investment Manager.The Investment Managers investment process takes into account the material risks associated with the Companys portfolio and the markets and holdings in which the Company is invested.The Board monito
109、rs the portfolio and the performance of the Investment Manager at regular Board meetings.(iv)Internal risks Poor allocation of the Companys assets to both markets and investee funds by the Investment Manager,poor governance,compliance or administration,could result in shareholders not making accepta
110、ble returns on their investment in the Company.Management or mitigation of internal risksThe Board monitors the performance of the Investment Manager and the other key service providers at regular Board meetings.The Investment Manager provides reports to the Board on compliance matters and the Admin
111、istrator provides reports to the Board on compliance and other administrative matters.The Board has established various committees to ensure that relevant governance matters are addressed by the Board.The management or mitigation of internal risks is described in detail in the Corporate Governance S
112、tatement on pages 13 to 17.The Directors are aware that there is now an additional uncertainty to those outlined above.The United Kingdom decision in the EU referendum held on 23 June 2016 to leave the EU may introduce potentially significant new uncertainties and instability in financial markets as
113、 the United Kingdom negotiates the terms of its exit from the EU.BorrowingsThe Company is permitted to borrow,at the point of drawdown,up to 15%of its net assets.The Company has an overdraft credit facility agreement with Northern Trust(Guernsey)Limited.The facility is an uncommitted facility and is
114、 repayable on demand.The maximum amount that may be drawn down under the facility is 10 million and any amounts drawn down have to be repaid within 90 days of making a drawing under the facility.The Company had no borrowings at 31 October 2016(2015:nil).Market informationThe net asset value per ordi
115、nary share is calculated for each business day and is published through a regulatory information service.Ordinary shares in issueAs at 31 October 2016 the Company had 51,748,179(2015:51,926,229)ordinary shares in issue(excluding shares held in treasury).GearingThe Companys year-end net gearing was n
116、il%(2015:nil%).The Directors monitor the Companys gearing on a regular basis in accordance with the Companys investment policy and under advice from the Investment Manager.Discount management policyThe Board considers it desirable that the Companys shares do not trade at a significant discount to ne
117、t asset value and believes that,in normal market conditions,the shares should trade at a price which on average represents a discount of less than 10 per cent.to the diluted net asset value.To assist the Board in taking action to deal with a material increase in the discount it seeks authority from
118、shareholders annually to buy back shares.Shares may be repurchased when,in the opinion of the Board and taking into account factors such as market conditions and the discounts of comparable funds,the Companys discount is higher than desired and shares are available to purchase in the market.The Boar
119、d is of the view that the principal purpose of share repurchases is to enhance net asset value for remaining shareholders,although it may also assist in addressing the imbalance between the supply of and demand for the Companys shares and thereby reduce the scale and volatility of the discount at wh
120、ich the shares trade in relation to the underlying net asset value.10Annual Report 2016Purchases of own sharesDuring the year ended 31 October 2016,the Company purchased 178,050(2015:nil)of its ordinary shares to be held in treasury.The Companys discount management policy is described above.The Comp
121、anys present authority to make market purchases of its own ordinary shares will expire at the conclusion of the Annual General Meeting at which time a new authority to buy back shares will be sought.The timing of any purchase will be decided by the Board.Any shares bought back by the Company will ei
122、ther be cancelled,or if the directors so determine,held in treasury(and may be re-sold).Purchases of own shares will only be made at a price representing a discount to net asset value per share.Allotment of shares and disapplication of pre-emption rights Resolution 9 will be proposed as an ordinary
123、resolution to confer an authority on the Directors,in substitution for any existing authority,to allot,either as new ordinary shares or shares from treasury,up to 5%of the issued ordinary share capital of the Company as at the date of the passing of the resolution (up to a maximum of 2,570,886 ordin
124、ary shares based on the number of ordinary shares in issue as at the date of this report).Resolution 10 will be proposed as a special resolution to provide the Directors with the authority to disapply pre-emption rights in respect of issuing shares and/or selling shares from treasury under the autho
125、rity granted by resolution 9.Any future issues of ordinary shares,or sales of shares from treasury,will only be undertaken at a premium to the prevailing net asset value per share.These authorities will expire at the conclusion of the AGM in 2018.The Directors consider that the authorities proposed
126、to be granted by resolutions 9 and 10 are necessary to retain flexibility,although they do not at the present time have any intention of exercising such authority.Significant shareholdersAs at 31 October 2016,the Company had been notified of,or has identified,the following interests in the ordinary
127、shares(excluding treasury shares)of the Company.Holding%City of London Investment Management Company Limited14,828,10128.65%Lazard Asset Management LLC13,676,39426.43%Wells Capital Management Inc5,907,36911.42%1607 Capital Partners2,708,3025.23%Derbyshire County Council Pension Fund 3,098,2505.99%Si
128、nce the end of the year,the Company has been notified that Lazard Asset Management LLCs holding has changed to 14,178,610 and City of London Investment Management Company Limiteds holding has changed to 14,916,181 ordinary shares.Non-mainstream pooled investments(NMPIs)Financial Conduct Authority(FC
129、A)rules determine which investment products can be promoted to ordinary retail investors.As a result of these rules,certain investment products are classified as NMPIs and as a result face restrictions on their promotion to retail investors.The Association of Investment Companies issued guidance in
130、October 2013 recommending that investment companies which conclude that the distribution of their shares will not be restricted as a result of the rules should make a statement to that effect.The Company currently conducts its affairs so that the shares issued by the Company can be recommended by In
131、dependent Financial Advisers(IFAs)to ordinary retail investors in accordance with the FCA rules in relation to NMPIs and intends to continue to do so for the foreseeable future.The Board has been advised that the Companys shares are excluded from the FCAs restrictions which apply to NMPIs because th
132、ey are shares issued by a non-UK company which would qualify as an investment trust if resident in the UK.Continuation voteThe Company does not have a fixed life but the directors consider it desirable that shareholders have the opportunity to review the future of the Company at appropriate interval
133、s.At the 2013 Annual General Meeting,a resolution was approved by shareholders that the Company will continue in existence in its current form until the Annual General Meeting to be held in 2018.If the resolution is not passed at the Annual General Meeting to be held in 2018 then,within 4 months of
134、the vote to continue failing,the directors will be required to formulate and put to shareholders proposals relating to the future of the Company,having had regard to,inter alia,prevailing market conditions and the applicable regulations and legislation.If the resolution is passed,the Company will co
135、ntinue its operations and a similar resolution will be put to shareholders every fifth annual general meeting thereafter.Automatic Exchange of Information(AEOI)Foreign Account Tax Compliance Act(FATCA)The FATCA legislation which was introduced in the United States places obligations on foreign finan
136、cial institutions such as the Company.In Guernsey,local law has been introduced that gives effect to the FATCA requirements and certain reporting obligations are placed on financial institutions as defined by this law.The Company has registered as a reporting financial institution and is subject to
137、ongoing reporting obligations under the legislation.The Common Reporting Standard(CRS)The CRS is the result of the drive by the G20 nations to develop a global standard for the automatic exchange of financial account information,developed by the Organisation for Economic Co-operation and Development
138、(OECD).Guernsey has introduced local legislation to give effect to CRS.Guernsey Financial Institutions are required to identify,review and report on accounts maintained by them which are held by account holders resident in jurisdictions with which Guernsey has agreed to exchange information.Governan
139、ceDirectors Report continued11Aberdeen Emerging Markets Investment Company LimitedDepositary and custody servicesNorthern Trust(Guernsey)Limited has been appointed to provide depositary and custody services to the Company.ManagementOn 29 December 2015,Aberdeen Asset Management plc(Aberdeen)acquired
140、Advance Emerging Capital Limited(AEC).Prior to 1 June 2016,the management of the Companys investments was contracted to AEC.Since 1 June 2016,the management of the Companys investments has been contracted to Aberdeen Fund Managers Limited,which is a subsidiary of Aberdeen and is authorised and regul
141、ated by the FCA.Further details on the key terms of the agreement and fees payable to the Investment Manager can be found in Note 5 to the financial statements.Alternative Investment Fund Managers Directive(AIFMD)The Company appointed Aberdeen Fund Managers Limited as its Alternative Investment Fund
142、 Manager(AIFM)with effect from 1 June 2016.Prior to 1 June 2016,Aberdeen Emerging Capital Limited was the Companys AIFM.An AIFM must ensure that an annual report for the Company is made available to investors for each financial year,provide the annual report to investors on request and make the annu
143、al report available to the FCA.The investment funds sourcebook of the FCA details requirements of the annual report.All the information required by those rules and relevant AIFM remuneration disclosures are or will be available on the Companys website(aberdeenemergingmarkets.co.uk).Management engage
144、mentIn accordance with the requirements of the Listing Rules of the London Stock Exchange,the Management Engagement Committee has reviewed whether to retain Aberdeen as the Investment Manager of the Company.The Management Engagement Committee has agreed that,given the long-term performance of the Co
145、mpany and the specialist knowledge of Aberdeen,it is in the best interests of shareholders as a whole to continue with Aberdeens appointment as Investment Manager to the Company.Change of Companys name At the Annual General Meeting held on 14 April 2016,shareholders approved the change of the Compan
146、ys name to Aberdeen Emerging Markets Investment Company Limited.As explained in last years Annual Report,this change was proposed as a consequence of the acquisition of the Companys Investment Manager by the Aberdeen Asset Management plc group(Aberdeen)which completed in December 2015.The Board beli
147、eves that the Company should benefit from Aberdeens high profile,good reputation and the additional resources available,notably in attracting additional retail demand for the Companys shares.Company secretary and administratorsThe Company Secretary and Administrators name changed to Vistra Fund Serv
148、ices(Guernsey)Limited(Vistra)(previously Orangefield Legis Fund Services Limited)with effect from 23 May 2016.Vistra is appointed as Administrator and Secretary to the Company.PraxisIFM Fund Services(UK)Limited(PraxisIFM)is appointed by Vistra to act as administration agent in the United Kingdom.Cav
149、endish Administration Limited was acquired by the PraxisIFM Group in November 2015.The UK Administration Services contract with Cavendish Administration Limited was novated to PraxisIFM with effect from 1 July 2016.Further details on the fees payable under these agreements can be found in Note 5 to
150、the financial statements.Payment of suppliersIt is the Companys payment policy to obtain the best terms for all business and therefore there is no consistent policy as to the terms used.The Company contracts with its suppliers the terms on which business will take place and abides by such terms.A hi
151、gh proportion of expenses,including management and administration fees,are paid within the month when invoiced.There were no amounts owing to trade creditors at 31 October 2016.Settlement of share transactionsTransactions in the Companys ordinary shares are settled by the CREST share settlement syst
152、em.DonationsThe Company did not make any donations during the year under review.Amendments to articles of incorporationAs a consequence of the 2015 Amendment Ordinance,a special resolution will be put forward to adopt new Articles of Incorporation at the Annual General Meeting.In summary the main ch
153、anges from the 2015 Amendment Ordinance which have been reflected in the proposed Articles of Incorporation are as follows:(a)removal of the obligation to disclose the monetary interest of directors;(b)removal of any five year maximum authority for the issuance of shares;(c)clarification of the role
154、 of the secretary if it is not set out in a separate agreement;and(d)updating the deemed service of notice provisions.The proposed Articles of Incorporation are available upon request from the Company Secretary.12Annual Report 2016Going concernThe directors have adopted the going-concern basis in pr
155、eparing the financial statements.The Board formally considered the Companys going concern status at the time of the publication of these financial statements and a summary of the assessment is provided below.The directors have a reasonable expectation that the Company has adequate operational resour
156、ces to continue in operational existence for at least twelve months from the date of approval of this document.In reaching this conclusion,the directors have considered the liquidity of the Companys portfolio of investments as well as its cash position,income and expense flows.As at 31 October 2016,
157、the Company held 2.1m in cash and 318.7m in investments.It is estimated that approximately 64%of the investments held at the year end could be realised in one month.The total operating expenses for the year ended 31 October 2016 were 2.8m,which represented approximately 1.1%of average net assets dur
158、ing the year.At the date of approval of this document,based on the aggregate of investments and cash held,the Company has substantial operating expenses cover.The Companys net assets at 31 December 2016 were 303.8m.The directors are satisfied that it is appropriate to adopt the going concern basis i
159、n preparing the financial statements and,after due consideration,the directors consider that the Company is able to continue for a period of at least twelve months from the date of approval of the financial statements.Viability statementThe continuation of the Company is subject to the approval of s
160、hareholders every five years,with the next vote at the AGM in 2018.In accordance with principle 21 of the AIC Code of Corporate Governance published in February 2015,the directors have assessed the prospects of the Company over the period from the date of this report up until 31 October 2019(the Per
161、iod).The directors believe that the Period,being approximately three years,is an appropriate time horizon over which to assess the viability of the Company,particularly when taking into account the long-term nature of the Companys investment strategy.In their assessment of the prospects of the Compa
162、ny,the directors have considered each of the principal risks and uncertainties set out on pages 8 to 9 of this report.Developments in emerging markets and portfolio changes are discussed at quarterly meetings and the internal control framework of the Company is subject to formal review on at least a
163、n annual basis.The Companys portfolio consists of a range of funds and other products which provide exposure to emerging markets.Under normal market conditions,the majority of the investments held by the Company could be sold within one month.However,there are circumstances which could lead to a red
164、uction in market liquidity and,therefore,the ability of the Company to realise its investments.The Companys income from investments and cash realisable from the sale of its investments provide substantial cover to the Companys expenses and other costs likely to be faced by the Company over the Perio
165、d.The directors do not expect there to be any material increase in the annual ongoing charges of the Company over the Period.The Companys income from investments and cash realisable from the sale of its investments provide substantial cover to the Companys operating expenses,and any other costs like
166、ly to be faced by the Company over the Period.Taking the above into account,the directors have a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the Period.AuditorKPMG Channel Islands Limited was re-appointed as auditor of
167、the Company at the Annual General Meeting held on 14 April 2016.A resolution for the re-appointment of KPMG Channel Islands Limited as auditor of the Company is to be proposed at the forthcoming Annual General Meeting.Annual General MeetingThe AGM will be held on 10 April 2017.The notice of AGM is i
168、ncluded in this document.Corporate governanceThe corporate governance statement on pages 13 to 17 forms part of this report.Statement of directors responsibilities The statement of directors responsibilities on page 19 forms part of this report.Helen Green DirectorWilliam Collins Director30 January
169、2017GovernanceDirectors Report continued13Aberdeen Emerging Markets Investment Company LimitedThis Corporate Governance statement forms part of the Directors Report.The Board of Aberdeen Emerging Markets Investment Company Limited(the Company)has considered the principles and recommendations of the
170、Association of Investment Companies(AIC)Code of Corporate Governance(AIC Code)by reference to the AIC Corporate Governance Guide for Investment Companies(AIC Guide)as issued in February 2015.The AIC Code,as explained by the AIC Guide,addresses all of the principles set out in the UK Corporate Govern
171、ance 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,and by reference to the AIC Guide(which incorporates the UK Corporate Gover
172、nance Code),will provide better information to shareholders.The Guernsey Financial Services Commission revised its Code of Corporate Governance(the Guernsey Code)in February 2016.Companies which report under the AIC Code are deemed to meet the requirements of the Guernsey Code.The Company has compli
173、ed with the recommendations of the AIC Code and the relevant provisions of the UK Corporate Governance Code,except as set out below.The UK Corporate Governance Code includes provisions relating to:the role of the chief executive executive directors remuneration the need for an internal audit functio
174、n For the reasons set out in the AIC Guide,and in the preamble to the UK Corporate Governance Code,the Board considers these provisions are not relevant to the position of the Company,being an externally managed investment company.The Company has therefore not reported further in respect of these pr
175、ovisions.The BoardThe Board aims to provide effective leadership so the Company has the platform from which it can achieve its investment objective.Its role is to guide the overall business strategy for the benefit of shareholders and stakeholders,ensuring that their interests are its primary consid
176、eration.The intention is to create a supportive working environment which allows the Investment Manager the opportunity to manage the portfolio in accordance with the investment policy,through a framework of effective controls which enable risks to be assessed and managed.CompositionMr Bonsor,Mr Haw
177、kins and Mr Mahony were appointed as directors of the Company with effect from its commencement on 16 September 2009.Mr Hadsley-Chaplin was appointed by the Board on 26 April 2012 and Mr Collins was appointed by the Board on 14 June 2012.Mrs Helen Green was appointed by the Board with effect from 1
178、July 2016.All the directors hold their office in accordance with the Companys Articles of Incorporation.During the year,the Board conducted a review of its composition and Helen Green was appointed as a director.In addition,Terence Mahony retired as a Director on 30 January 2017 and Mr Bonsor will n
179、ot stand for re-election at the Companys next Annual General Meeting.Mr Hadsley-Chaplin will be appointed Chairman of the Board upon the retirement of Mr Bonsor.The Companys policy is that the Board should have a broad range of skills and diversity.The Board performs an annual review of its performa
180、nce and these factors form part of that review process.The Board has given careful consideration to the recommendations of the AIC Code and other guidance on boardroom diversity.The Board considers these recommendations when reviewing Board composition.Richard Bonsor(Chairman)(aged 68)United Kingdom
181、 resident was until his retirement in 2015 a director of JO Hambro Investment Management Limited,which he joined in 1995,having been previously a director of SG Warburg Securities between 1986 and 1989 and a managing director of UBS East Asia Securities between 1992 and 1995.Mr Bonsor has no other p
182、ublic company directorships.John Hawkins(Deputy Chairman)(aged 73)United Kingdom resident is a Fellow of the Institute of Chartered Accountants of England and Wales.He was formerly Executive Vice President and a member of the Corporate Office of The Bank of Bermuda Limited.He was with The Bank of Be
183、rmuda for 25 years,of which approximately 15 years were based in Hong Kong.Mr Hawkins holds other public company directorships in Aberdeen Greater China Fund Inc and The Prospect Japan Fund Limited.William Collins(aged 67)Guernsey resident has over 40 years experience in banking and investment.From
184、September 2007 he was employed by Bank J Safra Sarasin(formerly Bank Sarasin)in Guernsey as Director Private Clients,retiring at the end of 2014.Prior to that he worked for Barings in Guernsey for over 18 years.In 1995 he was appointed a director and from 2003 until August 2007 was Managing Director
185、 of Baring Asset Management(CI)Ltd.Mr Collins holds one other public company directorship being Crystal Amber Fund Limited.Corporate GovernanceGovernance14Annual Report 2016Helen Green(aged 54)Guernsey resident is a chartered accountant and has been employed by Saffery Champness,a top 20 firm of cha
186、rtered accountants,since 1984.She qualified as a chartered accountant in 1987 and became a partner in the London office in 1997.Since 2000 she has been based in the Guernsey office where she is client liaison director responsible for trust and company administration.Mrs Green serves as a Non-Executi
187、ve Director on the boards of a number of companies in various jurisdictions.Mrs Green holds other public company directorships in UK Mortgages Limited,Henderson Diversified Income Limited,Landore Resources Limited,John Laing Infrastructure Fund Limited,City Natural Resources High Yield Trust plc and
188、 Acorn Income Fund Limited,of which she is Chairman.Mark Hadsley-Chaplin(aged 55)United Kingdom resident has over a decade of experience in the asset management industry.He founded RWC Partners Ltd(formerly known as MPC Investors),a London based fund management firm specialising in hedge funds,long
189、only funds and a SICAV UCITS III Strategy,in 2000,was CEO until 2006 and Chairman until 2010.Prior to this he was Vice Chairman of UBS Securities(East Asia)Ltd,based in Singapore and responsible for the management and development of the banks Asian equity business worldwide.Mr Hadsley-Chaplin held o
190、ne other public company directorship in Aberdeen Asian Smaller Companies Investment Trust plc during the year and retired from this board on 29 November 2016 making him an independent Director from that date.Terence Mahony(Senior Independent Director)(aged 73)Hong Kong resident is currently Vice-Cha
191、irman of Vina Capital Group and is also a director of a number of Asian focused investment funds.Previously he was Chief Investment Officer for Indochina Capital Vietnam Holdings and prior to that a director of Investment Management Selection Limited.He was until 1999 Managing Director,Emerging Mark
192、ets Equities,for the Trust Company of the West(TCW)and President of TCW Asia Limited and before this was Chief Investment Officer for Global Emerging Markets,HSBC Asset Management Limited.Mr Mahony holds other public company directorships in Pacific Assets Trust plc and Tau Capital plc.The Chairman
193、and the successor Chairman,Mark Hadsley-Chaplin,are independent,in accordance with principle 1 of the AIC Code.Mr Bonsor and Mr Hadsley-Chaplin have extensive knowledge of the investment management industry and backgrounds which provide the foundation for the role of Chairman and the basis on which
194、to make judgements as head of the Board,on behalf of shareholders.Mr Hawkins is a director of Aberdeen Greater China Fund Inc which is also managed by Aberdeen Asset Management plc.Mr Hawkins is therefore considered to be non-independent.All other directors are entirely independent of the Investment
195、 Manager at the date of this report.Mr Hawkins was previously appointed as the Companys Senior Independent Director but stood down from this role on 25 January 2016 and Mr Mahony was appointed as the Senior Independent Director on that date.An insurance policy covering directors and officers liabili
196、ties is maintained by the Company.At 31 October 2016 and at the date of this report the directors had the following shareholdings in the Company.Ordinary shares At 31 October 2016 and at the date of this report Ordinary shares At 31 October 2015AR Bonsor 12,000 12,000WN Collins 12,000 12,000M Hadsle
197、y-Chaplin 20,000 20,000J Hawkins 10,000 10,000TF MahonyHF GreenA procedure has been adopted for directors,in the furtherance of their duties,to take independent professional advice at the expense of the Company.Directors are encouraged to attend industry and other seminars,including courses run by t
198、he AIC,covering issues and developments relevant to investment companies.Corporate Governance continuedGovernance15Aberdeen Emerging Markets Investment Company LimitedRe-election of directorsThe services of each of the directors are provided under the terms of letters of appointment between each of
199、them and the Company.Each directors appointment is for an initial three year period subject to renewal and termination upon three months notice.In accordance with the Companys Articles of Incorporation one third of the Board will put themselves forward for election or re-election on an annual basis.
200、Richard Bonsor will not stand for re-election at the Companys Annual General Meeting(AGM).Helen Green,having been appointed as a non-executive director by the Board with effect from 1 July 2016,will stand for election.Helen is a chartered accountant and has substantial experience in the investment c
201、ompany sector.As required by the listing rules of the London Stock Exchange,Mr Hawkins will put himself forward for re-election as he is a director of another investment company managed by Aberdeen Asset Management plc.The Board has reviewed the contributions made by Mrs Green and Mr Hawkins and rec
202、ommends their continuing appointment as directors of the Company.Board committeesThe Company has established an Audit Committee,a Management Engagement Committee,a Nomination Committee and a Remuneration Committee.Other committees of the Board may be formed from time to time to deal with specific ma
203、tters.Audit CommitteeA report on page 18 provides details of the role,composition and meetings of the Audit Committee together with a description of the work of the Audit Committee in discharging its responsibilities.Mrs Green is the Chairman of the Audit Committee.The Audit Committee has formal ter
204、ms of reference and copies of these are available on request from the Company Secretary.Management Engagement CommitteeThe Company has established a Management Engagement Committee,which comprises all the independent directors.The Management Engagement Committee meets formally at least on an annual
205、basis to consider the appointment and remuneration of the Investment Manager.The Management Engagement Committee also considers the appointment and remuneration of other suppliers of services to the Company.Mr Mahony is the Chairman of the Management Engagement Committee.The Management Engagement Co
206、mmittee has formal terms of reference and copies of these are available on request from the Company Secretary.Board meetingsThe actual number of meetings of the Board and Committees for the year under review is given below,together with individual directors attendance at those meetings.The first num
207、ber in the table is the meetings attended by the individual director and the second number is the number of meetings that director was eligible to attend.Quarterly BoardNominations CommitteeAudit CommitteeManagement Engagement CommitteeRemuneration CommitteeNumber held 4 1 3 1 1AR Bonsor4/41/1n/a 1/
208、1 1/1W Collins4/41/13/31/1n/aM Hadsley-Chaplin4/4n/an/a1/11/1J Hawkins4/4n/a3/3n/a1/1T Mahony4/41/13/31/11/1H Green1/11/11/11/11/1In addition there were two Board meetings to deal with matters relating to the appointment of a senior independent director and for the approval of share buybacks.16Annua
209、l Report 2016Nomination CommitteeThe Company has established a Nomination Committee,which at the year end comprised Mr Bonsor,Mr Collins,Mr Mahony and Mrs Green.At the point at which he became non-independent,as a result of the acquisition of the Investment Manager by Aberdeen Asset Management plc,M
210、r Hawkins stood down from the committee.The Nomination Committee has been established for the purpose of identifying and putting forward candidates for the office of director of the Company.The Nomination Committee meets as and when it is required.The Nomination Committee considers job specification
211、s and assesses whether candidates have the necessary skills and time available to devote to the job.The Nomination Committee considers the resources within the Committee to be sufficient in the process of appointing a chairman or a non-executive director and therefore did not engage an external sear
212、ch consultancy.Mr Collins is Chairman of the Nomination Committee.The Nomination Committee has formal terms of reference and copies of these are available on request from the Company Secretary.Remuneration CommitteeThe Company has established a Remuneration Committee,which at the year end comprised
213、Mr Hadsley-Chaplin,Mr Bonsor,Mr Hawkins,Mr Mahony and Mrs Green.The Remuneration Committee meets at least on an annual basis to consider the remuneration of the directors.The Remuneration Committee reviews the remuneration of the directors and Chairman against the fees paid to the directors of other
214、 investment companies of a similar size and nature,as well as taking into account data published by the AIC.Mr Hadsley-Chaplin is Chairman of the Remuneration Committee.The Remuneration Committee has formal terms of reference and copies of these are available on request from the Company Secretary.Pe
215、rformance evaluationA formal annual performance appraisal process is performed on the Board,the committees,the individual directors and its main service providers.The appraisal is performed internally and the Board considers that this is appropriate given the nature and size of the Company.A program
216、me consisting of open and closed ended questions is used as the basis for the appraisals.The results are reviewed by the Chairman and are then discussed with the Board so that any necessary action can be considered and undertaken.A separate appraisal of the Chairman is carried out and the results ar
217、e reviewed and reported back to the Chairman.The results of the performance appraisal carried out in the financial year ended 31 October 2016 demonstrated that the structure of the board and the diverse experience of the directors are appropriate to meet the Companys requirements.The directors are a
218、ware that the Board should have an appropriate balance of skills,experience,independence and knowledge.The annual performance evaluation report covers this issue and the Board understands the requirement for this balance to be maintained.Internal controlsThe AIC Code requires the Board to review the
219、 effectiveness of the Companys system of internal controls.The Board recognises its ultimate responsibility for the Companys system of internal controls and for monitoring its effectiveness and has applied the FRC guidance on internal controls.The system of internal controls is designed to manage ra
220、ther than eliminate the risk of failure to achieve business objectives.It can provide only reasonable assurance against material misstatement or loss.The Board has undertaken a review of the aspects covered by the guidance and has identified risk management controls in the key areas of business obje
221、ctives,accounting,compliance,operations and secretarial as being matters of particular importance upon which it requires reports.The Board believes that the existing arrangements,set out below,represent an appropriate framework to meet the internal control requirements.Through these procedures the d
222、irectors have kept under review the effectiveness of the internal control system throughout the year and up to the date of this report.The Board uses a risk assessment matrix to consider the main risks and controls for the Company.The matrix is reviewed and updated on a frequent basis by the Board.T
223、he Board has contractually delegated to external agencies,including the Investment Manager,the management of the investment portfolio,the custodial services(which include the safeguarding of the assets),the registration services and the accounting and company secretarial requirements.Each of these c
224、ontracts was entered into after full and proper consideration of the quality and cost of services offered,including the financial control systems in operation in so far as they relate to the affairs of the Company.Financial aspects of internal controlThe directors are responsible for the internal fi
225、nancial control systems of the Company and for reviewing their effectiveness.These aim to ensure the maintenance of proper accounting records,the reliability of the financial information upon which business decisions are made and which is used for publication and that the assets of the Company are s
226、afeguarded.As stated above,the Board has contractually delegated to external agencies the services the Company requires,but it is fully informed of the internal control framework established by the Investment Manager,the Administrator and the UK Administration Agent to provide reasonable assurance o
227、n the effectiveness of internal financial controls.Corporate Governance continuedGovernance17Aberdeen Emerging Markets Investment Company LimitedThe key procedures include monthly production of management accounts and NAV calculations,monitoring of performance monthly and at regular Board meetings,r
228、eview by directors of the valuation of securities,segregation of the administrative function from that of securities and cash custody and of both from investment management,maintenance of appropriate insurance and adherence to physical and computer security procedures.In addition,the Board keeps und
229、er its own direct control all material payments out of the Company other than for investment purposes.Payment of management fees is authorised only by directors after they have studied the financial data upon which those fees are based.The Statement of Directors Responsibilities in respect of the fi
230、nancial statements is on page 19 and a statement of going concern is on page 12.The Independent Auditors Report is on pages 23 and 24.Other aspects of internal controlThe Board holds at least four regular meetings each year,plus ad hoc meetings and committee meetings as required.Between these meetin
231、gs there is regular contact with the Investment Manager,the Administrator,the UK Administration Agent and the external Auditor.The Company Secretary reports in writing to the Board on operational and compliance issues prior to each meeting,and otherwise as necessary.Directors receive and consider mo
232、nthly reports from the UK Administration Agent,giving full details of all holdings in the portfolio and of all transactions and of all aspects of the financial position of the Company.The Administrator and UK Administration Agent report separately in writing to the Board concerning risks and interna
233、l control matters within the scope of their services,including internal financial control procedures and secretarial matters.Additional ad hoc reports are received as required and directors have access at all times to the advice and services of the Company Secretary,which is responsible to the Board
234、 for ensuring that Board procedures are followed and that applicable rules and regulations are complied with.This contact with the Investment Manager,Administrator,UK Administration Agent and the external Auditor enables the Board to monitor the Companys progress towards its objectives and encompass
235、es an analysis of the risks involved.These matters are assessed on an ongoing basis through the year.There are no significant findings to report from the review of internal controls during the year.Shareholder relationsThe Company invites all shareholders to attend the Annual General Meeting and see
236、ks to provide twenty working days notice of that meeting.The Notice of Meeting sets out the business of the AGM and any item not of an entirely routine nature is explained in the Directors Report.Separate resolutions are proposed for each substantive issue.The Board welcomes feedback from the Compan
237、ys shareholders.The Board receives shareholder feedback directly and via the Companys Investment Manager and Broker through their programme of meetings with shareholders.All directors are available to shareholders if they have concerns over issues they feel have not been dealt with through the norma
238、l mode of communication with the Chairman.Exercise of voting powersThe Company is committed to exercise diligently its rights as a shareholder and usually votes on relevant decisions of its holdings.In making a voting decision all relevant factors are taken into account,including the performance of
239、the investee company,its corporate governance where this bears meaningfully upon the responsiveness of its management to shareholders needs and the readiness of its management to address any areas where improvements might be expected to strengthen its share price or otherwise create real benefit for
240、 shareholders.Further information regarding the activities of the Company in pursuing these issues may be found in the Investment Managers report.The Investment Manager has published on its website its statement of compliance with the principles of best practice of the Stewardship Code issued by the
241、 Financial Reporting Council in July 2010 and updated in September 2012.Social and environmental policyThe Company is a closed-ended investment company andtherefore has no staff,premises,manufacturing or other operations.The Investment Manager takes into account the environmental,social and governan
242、ce policies of potential investee funds as part of its investment process and has implemented an Environment,Social and Corporate Governance(ESG)policy.UK Stewardship Code and proxy voting as an institutional shareholderResponsibility for actively monitoring the activities of portfolio companies has
243、 been delegated by the Board to the Investment Manager.The full text of the Companys response to the Stewardship Code may be found on its website.18Annual Report 2016Role,composition and meetingsThe Company has established an Audit Committee,which comprises Mrs Green,Mr Collins,Mr Hawkins and Mr Mah
244、ony.As a minimum the Audit Committee meets on a bi-annual basis and its main functions include,inter alia,reviewing and monitoring internal financial control systems and risk management systems on which the Company is reliant,considering annual and interim financial statements and audit reports,maki
245、ng recommendations to the Board in relation to the appointment and remuneration of the Companys auditor and monitoring and reviewing annually the auditors independence,objectivity,effectiveness and qualifications,and where relevant,compliance with corporate governance changes.The Committee is respon
246、sible for the development and implementation of a policy on the supply of any non-audit services provided by the auditor.The Board has also requested that the Audit Committee advise them on whether it believes that the Annual Report and Financial Statements taken as a whole is fair,balanced and unde
247、rstandable and provides the information necessary for shareholders to assess the Companys performance,business model and strategy.Mrs Green is the Chairman of the Audit Committee.Mr Hawkins stepped down as Chairman of the Audit Committee in January 2016 and Mr Collins was Chairman of the Audit Commi
248、ttee until the appointment of Mrs Green on 1 October 2016.All members of the Audit Committee have recent and relevant financial experience.In the year ended 31 October 2016 there were three meetings of the Audit Committee.Mr Hawkins,Mr Collins and Mr Mahony attended all of these meetings.Mrs Green a
249、ttended the one meeting she was eligible to attend.The Companys external auditor also attends the Audit Committee meetings at the Audit Committees request and reports on its work procedures and its findings in relation to the Companys statutory audit.The Companys external auditor attended three of t
250、he Audit Committee meetings during the year ended 31 October 2016.Financial statements and significant accounting mattersThe Audit Committee considered the following significant accounting issues in relation to the Companys financial statements for the year ended 31 October 2016.Valuation of investm
251、entsThe Company,as an investment company,invests virtually all of its assets into funds invested in developing and emerging markets.As at 31 October 2016,investments represented approximately 99.5%of its total assets.The valuation of investments is therefore the most significant factor in relation t
252、o the accuracy of the financial statements.The portfolio consists of investments in either quoted investment companies or open ended funds with observable independent values.The estimates,assumptions and judgements required to be made by management in determining the valuation of investments and met
253、hod of accounting are described in more detail in notes 3(a)and 17 to the financial statements.The Audit Committee reviewed the portfolio valuation as at 31 October 2016.The Audit Committee obtained confirmation from the Administrator,UK Administration Agent and the Investment Manager that the Compa
254、nys accounting policies on valuation of investments had been followed.The Audit Committee made enquiries of the Administrator,UK Administration Agent and the Investment Manager with regards to the procedures that are in place to ensure that the portfolio is valued correctly.The Audit Committee agree
255、d the approach to the audit of the valuation of investments with the external auditor prior to the commencement of the audit.The results of the audit in this area were reported by the external auditor and there were no significant disagreements between management and the external auditors conclusion
256、s.Effectiveness of external auditThe Audit Committee reviews the effectiveness of the Companys external audit.The Audit Committee received a presentation of the audit plan from the external auditor prior to the commencement of the audit and a presentation of the results of the audit following comple
257、tion of the main audit testing.The Audit Committee performed a review of the external auditor following the presentation of the results of the audit.The review included a discussion of the audit process and the ability of the external auditor to fulfil its role.The factors considered by the Audit Co
258、mmittee included the external auditors resources,the external auditors independence,the performance of the team employed to conduct the audit,audit planning,communication and scope of the audit.Following the review,the Audit Committee agreed that the re-appointment of the auditor should be recommend
259、ed to the Board and the shareholders of the Company.Audit tenureKPMG Channel Islands Limited has been appointed as the Companys external auditor since the Companys launch in 2009.Following professional guidelines,the audit partner rotates after five years.The audit partner is in his first year of ap
260、pointment.KPMG Channel Islands Limiteds appointment will continue to be reviewed annually taking into account all relevant guidelines and best practice.Provision of non-audit servicesThe Audit Committee has put a policy in place on the supply of any non-audit services provided by the external audito
261、r.Such services are considered on a case-by-case basis and may only be provided to the Company if the provision of such services is at a reasonable and competitive cost and does not constitute a conflict of interest or potential conflict of interest which would prevent the auditor from remaining obj
262、ective and independent.In the year ended 31 October 2016 there were no non-audit services provided,other than reporting on the Companys half year financial statements.The fee payable to the Auditor for this additional service amounted to 14,000(2015:13,750).Helen GreenAudit Committee Chairman30 Janu
263、ary 2017Report of the Audit CommitteeGovernance19Aberdeen Emerging Markets Investment Company LimitedThe directors are responsible for preparing the Directors Report and the financial statements in accordance with applicable law and regulations.Company law requires the directors to prepare financial
264、 statements for each financial year.Under that law they have elected to prepare the financial statements in accordance with International Financial Reporting Standards and applicable law.The financial statements are required by law to give a true and fair view of the state of affairs of the Company
265、and of the profit or loss of the Company for that period.In preparing these financial statements,the directors are required to:select suitable accounting policies and then apply them consistently;make judgements and estimates that are reasonable and prudent;state whether applicable accounting standa
266、rds have been followed,subject to any material departures disclosed and explained in the financial statements;and prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.The directors are responsible for keeping pro
267、per accounting records which disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies(Guernsey)Law,2008.They have general responsibility for taking such steps as are reasonably open to the
268、m to safeguard the assets of the company and to prevent and detect fraud and other irregularities.Disclosure of information to auditorThe directors who held office at the date of approval of this Directors Report confirm that,so far as they are each aware,there is no relevant audit information of wh
269、ich the Companys auditor is unaware;and each director has taken all the steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the Companys auditor is aware of that information.The directors are responsible for the maintenan
270、ce and integrity of the corporate and financial information included on the Companys website,and for the preparation and dissemination of the Companys financial statements.Legislation in Guernsey governing the preparation and dissemination of financial statements may differ from legislation in other
271、 jurisdictions.Directors responsibility statement in respect of the Annual Report and Financial StatementsThe directors confirm that to the best of their knowledge and belief,the Annual Report and Financial Statements taken as a whole,is fair,balanced and understandable and provides the information
272、necessary to assess the Companys performance,business model and strategy.During the course of this assessment,the directors have received input from the Audit Committee,the Investment Manager,the Company Secretary and the UK Administration Agent.Directors responsibility statement under the disclosur
273、e guidance and transparency rules 4.1.12The directors confirm that to the best of their knowledge and belief:(a)the financial statements,prepared in accordance with International Financial Reporting Standards give a true and fair view of the assets,liabilities,financial position and profit or loss o
274、f the Company;and(b)the management report(comprising the Chairmans Statement,the Investment Managers Report and the Directors Report)includes a fair review of the development and performance of the business and the position of the Company together with a description of the principal risks and uncert
275、ainties that the Company faces.Helen Green DirectorWilliam Collins Director30 January 2017 Statement of Directors ResponsibilitiesGovernance20Annual Report 2016This Directors Remuneration Report has been prepared on a voluntary basis in accordance with UK regulations governing the disclosure and app
276、roval of Directors remuneration,and comprises three parts:1.a Remuneration Policy which the Board has decided will be subject to a binding shareholder vote every three years(or sooner if varied during this interval).The first such vote will take place at the Annual General Meeting on 10 April 2017;2
277、.an Implementation Report which is subject to an advisory vote on the level of remuneration paid during the year;and 3.an Annual Statement.A Remuneration Committee has been formed which comprises Mr Hadsley-Chaplin(Chairman),Mr Bonsor,Mrs Green,Mr Hawkins and Mr Mahony.Remuneration policyThe Boards
278、policy is that the remuneration of non-executive directors should be fair and should reflect the experience,work involved,responsibilities and potential liabilities of the Board as a whole.The non-executive directors fees are determined within the limits set out in the Companys Articles of Incorpora
279、tion and they are not eligible for bonuses,pension benefits,share benefits,share options,long-term incentive schemes or other benefits.It is intended that this policy will continue for the three year period to 31 October 2019.The Companys Articles of Incorporation currently limit the maximum amount
280、payable in aggregate to the directors to 200,000 per annum and this may only be changed by the passing of an ordinary resolution of the Company.No services have been provided by,or fees paid to,advisers in respect of remuneration policy during the year ended 31 October 2016.Directors service contrac
281、tsThe directors do not have service contracts.The directors have appointment letters subject to termination upon three months notice.The directors are subject to re-election by shareholders at a maximum interval of three years.Voting at Annual General MeetingAs stated above,a resolution to approve t
282、he Directors Remuneration Policy will be proposed at the Annual General Meeting.Implementation reportDirectors emoluments for the year Fees payable with effect from 1 July 2016 have been at a rate of 33,000 per annum for the Chairman,28,000 for the Audit Chair and 25,000 per annum for the other dire
283、ctors.Fees payable between 1 November 2015 and 30 June 2016 were at a rate of 27,500 per annum for the Chairman,22,500 for the Audit Chair,25,000 per annum for the Deputy Chairman and 22,500 per annum for the other directors.During the year ended 31 October 2016,there were no additional fees paid to
284、 the directors.During the year ended 31 October 2015,the following additional fees were paid to the directors:(i)A fee of 5,000 was paid in November 2014 to each director for additional work performed in relation to the tender offers during the year ended 31 October 2014 and changes to the Companys
285、arrangements as a consequence of the Alternative Investment Fund Managers Directive and FATCA registration.(ii)A fee of 7,500 was paid to John Hawkins and 5,000 was paid to each of the other directors for work performed on matters associated with the change of ownership of the investment manager.The
286、 following emoluments in the form of fees were payable in the year ended 31 October 2016 to the directors who served during the year:Fees 2016 000Fees 2015 000Richard Bonsor(Chairman)29.437.5John Hawkins 25.037.5Mark Hadsley-Chaplin23.332.5William Collins23.332.5Terence Mahony23.332.5Helen Green(app
287、ointed 1 July 2016)8.7133.0172.5Statement of voting at Annual General MeetingAt the Companys last Annual General Meeting,held on 14 April 2016,shareholders approved the Directors Remuneration Report in respect of the year ended 31 October 2015.94.3%of proxy votes were in favour of the resolution and
288、 5.7%were against.A resolution to approve the Directors Remuneration Report(excluding the Directors Remuneration Policy)in respect of the year ended 31 October 2016 will be proposed at the Annual General Meeting.Directors Remuneration ReportGovernance21Aberdeen Emerging Markets Investment Company Li
289、mitedSpend on payAs the Company has no employees,the Directors do not consider it appropriate to present a table comparing remuneration paid to employees with distributions to shareholders.The total fees paid to Directors are shown above.Annual statementThe Board confirms that the above Directors Re
290、muneration Report summarises,as applicable,for the year ended 31 October 2016:the major decisions on Directors remuneration;any substantial changes relating to Directors remuneration;and the context in which the changes occurred and decisions have been taken.Mark Hadsley-ChaplinRemuneration Committe
291、e Chairman30 January 2017 22Annual Report 2016Northern Trust(Guernsey)Limited(the Depositary)has been appointed to provide depositary services to Aberdeen Emerging Markets Investment Company Limited(the Company)with effect from 1 August 2014 in accordance with the requirements of Article 36 and Arti
292、cles 21(7),(8)and(9)of the Directive 2011/61/EU of the European Parliament and of the Council of 8 June 2011 on Alternative Investment Fund Managers and amending Directives 2003/41/EC and 2009/65/EC and Regulations(EC)No.1060/2009 and(EU)No.1095/2010(the AIFM Directive).We have enquired into the con
293、duct of Aberdeen Emerging Capital Limited and,with effect from 1 June 2016,Aberdeen Fund Managers Limited(the AIFM),for the year ended 31 October 2016,in our capacity as Depositary to the Company.This report including the review provided below has been prepared for and solely for the Shareholders in
294、 the Company.We do not,in giving this report,accept or assume responsibility for any other purpose or to any other person to whom this report is shown.Our obligations as Depositary are stipulated in the relevant provisions of the AIFM Directive and the relevant sections of Commission Delegated Regul
295、ation(EU)No 231/2013 collectively(the AIFMD legislation).Amongst these obligations is the requirement to enquire into the conduct of the AIFM and the Company and their delegates in each annual accounting period.Our report shall state whether,in our view,the Company has been managed in that period in
296、 accordance with the constitutional documents,the scheme particulars and the AIFMD legislation.It is the overall responsibility of the AIFM to comply with these provisions.If the AIFM or their delegates have not so complied,we as the Depositary will state why this is the case and outline the steps w
297、hich we have taken to rectify the situation.The Depositary and its affiliates are or may be involved in other financial and professional activities which may on occasion cause a conflict of interest with its roles with respect to the Company.The Depositary will take reasonable care to ensure that th
298、e performance of its duties will not be impaired by any such involvement and that any conflicts which may arise will be resolved fairly and any transactions between the Depositary and its affiliates and the Company shall be carried out as if effected on normal commercial terms negotiated at arms len
299、gth and in the best interests of Shareholders.Basis of Depositary reviewThe Depositary conducts such reviews as it,in its reasonable discretion,considers necessary in order to comply with its obligations and to ensure that,in all material respects,the Company has been managed(i)in accordance with th
300、e limitations imposed on its investment and borrowing powers by the provisions of its constitutional documentation and the appropriate regulations and(ii)otherwise in accordance with the constitutional documentation and the appropriate regulations.Such reviews vary based on the type of Company,the a
301、ssets in which a Company invests and the processes used,or experts required,in order to value such assets.ReviewIn our view,the Company has been managed during the period,in all material respects:(i)in accordance with the limitations imposed on the investment and borrowing powers of the Company by t
302、he constitutional document;and by the AIFMD legislation;and(ii)otherwise in accordance with the provisions of the constitutional document and the AIFMD legislation.For and on behalf of Northern Trust(Guernsey)Limited30 January 2017Depositary ReportGovernance23Aberdeen Emerging Markets Investment Com
303、pany LimitedIndependent auditors report to the members of Aberdeen Emerging Markets Investment Company Limited(formerly Advance Developing Markets Fund Limited)Opinions and conclusions arising from our auditOpinion on the financial statements We have audited the financial statements of Aberdeen Emer
304、ging Markets Investment Company Limited(formerly Advance Developing Markets Fund Limited)(the Company)for the year ended 31 October 2016,which comprise the Statement of Comprehensive Income,the Statement of Financial Position,the Statement of Changes in Equity,the Statement of Cash Flows and the rel
305、ated notes.The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards(IFRS).In our opinion,the financial statements:give a true and fair view of the state of the Companys affairs as at 31 October 2016 and of its tota
306、l profit and comprehensive income for the year then ended;have been properly prepared in accordance with IFRS;and comply with the Companies(Guernsey)Law,2008.Our assessment of risks of material misstatementThe risks of material misstatement detailed in this section of this report are those risks tha
307、t we have deemed,in our professional judgement,to have had the greatest effect on:the overall audit strategy;the allocation of resources in our audit;and directing the efforts of the engagement team.Our audit procedures relating to these risks were designed in the context of our audit of the financi
308、al statements as a whole.Our opinion on the financial statements is not modified with respect to any of these risks,and we do not express an opinion on these individual risks.In arriving at our audit opinion above on the financial statements,the risk of material misstatement that had the greatest ef
309、fect on our audit was as follows:Valuation of investments(318,713,000)Refer to page 18 of the Report of the Audit Committee,notes 2(g),3(a)and 17.The risk As at 31 October 2016 the Company had invested 99.5%of its net assets in closed and open-ended investment funds(together,investments).As describe
310、d in the Report of the Audit Committee,on page 18,the valuation of the Companys investments,given that it represents the majority of the Companys net assets,is a significant area of our audit.Of the Companys investments,the holdings in quoted or listed investments represent 97.8%and those which are
311、subject to estimation risk because they are unquoted or in an inactive market represent 2.2%.Our response Our audit procedures with respect to the Companys investments that were quoted or listed included,but were not limited to,use of our own valuation specialist to independently price these investm
312、ents to a third party source and assess the trading volumes behind such prices.Our audit procedures with respect to the Companys investments in unquoted investment funds and those in an inactive market included,but were not limited to:testing the design and implementation of the Investment Managers
313、oversight controls of the underlying funds administrators;confirming net asset value per share directly with the underlying funds administrators;and obtaining the latest audited financial statements of the unquoted underlying funds in order to consider:the nature of the investments held by the under
314、lying funds;the financial reporting standards applied in the preparation of the underlying funds financial statements;any modifications to audit reports;and any other disclosures that may be relevant to the valuation of the Companys investments.We also considered the Companys disclosures(see note 2(
315、g)in relation to the use of estimates and judgements regarding the valuation of investments and the Companys investment valuation policies adopted in note 3(a)and fair value disclosures in note 17 for compliance with IFRS.Our application of materiality and an overview of the scope of our auditMateri
316、ality is a term used to describe the acceptable level of precision in financial statements.Auditing standards describe a misstatement or an omission as material if it could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.The auditor
317、has to apply judgement in identifying whether a misstatement or omission is material and to do so the auditor identifies a monetary amount as materiality for the financial statements as a whole.The materiality for the financial statements as a whole was set at 8,927,000.This has been calculated usin
318、g a benchmark of the Companys net asset value(of which it represents approximately 3%)which we believe is the most appropriate benchmark as net asset value is considered to be one of the principal considerations for members of the Company in assessing the financial performance of the Company.We agre
319、ed with the audit committee to report to it all corrected and uncorrected misstatements we identified through our audit with a value in excess of 446,000,in addition to other audit misstatements below that threshold that we believe warranted reporting on qualitative grounds.Our audit of the Company
320、was undertaken to the materiality level specified above,which has informed our identification of significant risks of material misstatement and the associated audit procedures performed in those areas as detailed above.The audit was performed at the offices of the Administrator.Independent Auditors
321、ReportFinancial Statements24Annual Report 2016Whilst the audit process is designed to provide reasonable assurance of identifying material misstatements or omissions it is not guaranteed to do so.Rather we plan the audit to determine the extent of testing needed to reduce to an appropriately low lev
322、el the probability that the aggregate of uncorrected and undetected misstatements does not exceed materiality for the financial statements as a whole.This testing requires us to conduct significant depth of work on a broad range of assets,liabilities,income and expenses as well as devoting significa
323、nt time of the most experienced members of the audit team,in particular the Responsible Individual,to subjective areas of the accounting and reporting process.An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance th
324、at the financial statements are free from material misstatement,whether caused by fraud or error.This includes an assessment of:whether the accounting policies are appropriate to the Companys circumstances and have been consistently applied and adequately disclosed;the reasonableness of significant
325、accounting estimates made by the Board of Directors;and the overall presentation of the financial statements.In addition,we read all the financial and non-financial information in the Annual Report to identify material inconsistencies with the audited financial statements and to identify any informa
326、tion that is apparently materially incorrect based on,or materially inconsistent with,the knowledge acquired by us in the course of performing the audit.If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our report.Disclosures of principal r
327、isksBased on the knowledge we acquired during our audit,we have nothing material to add or draw attention to in relation to:the directors viability statement on page 12,concerning the principal risks,their management,and,based on that,the directors assessment and expectations of the Company continui
328、ng in operation until 31 October 2019;or the disclosures in note 2(b)of the financial statements concerning the use of the going concern basis of accounting.Matters on which we are required to report by exception Under International Standards on Auditing(UK and Ireland)(ISAs(UK&I)we are required to
329、report to you if,based on the knowledge we acquired during our audit,we have identified other information in the Annual Report that contains a material inconsistency with either that knowledge or the financial statements,a material misstatement of fact,or that is otherwise misleading.In particular,w
330、e are required to report to you if:we have identified material inconsistencies between the knowledge we acquired during our audit and the directors statement that they consider that the Annual Report and financial statements taken as a whole is fair,balanced and understandable and provides the infor
331、mation necessary for members to assess the Companys performance,business model and strategy;or the Report of the audit committee does not appropriately address matters communicated by us to the audit committee.Under the Companies(Guernsey)Law,2008,we are required to report to you if,in our opinion:t
332、he Company has not kept proper accounting records;the financial statements are not in agreement with the accounting records;or we have not received all the information and explanations,which to the best of our knowledge and belief are necessary for the purpose of our audit.Under the Listing Rules we
333、 are required to review the part of the Corporate Governance Statement on pages 13 to 17 relating to the Companys compliance with the eleven provisions of the UK Corporate Governance Code specified for our review.We have nothing to report in respect of the above responsibilities.Scope of report and responsibilitiesThe purpose of this report and restrictions on its use by persons other than the Com
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