Intermediate Capital Group PLC

INVESTING

FOR GROWTH

Annual Report & Accounts 2024

Contents

Overview

1 Investing for growth

2 ICG at a glance

4 Why invest in ICG

Strategic report

6 Chair’s introduction

7 ChiefExecutiveOfficer’sReview

10 Our business model

14 Key performance indicators

16 Finance review

28 Stakeholder engagement

35 Our people

39 Responsible investing

40 Managing risk

46 Viability statement

47 Climate-related Financial Disclosures

65 Non-financialinformationstatement

Governance report

66 Governance report

67 Governance at a glance

69 Board of Directors

72 Corporate governance

76 Directors’ report

82 Directors’ responsibilities

83 Director induction and development

85 Audit Committee report

90 Risk Committee report

93 Nominations and Governance

Committee report

95 Remuneration Committee report

98 Remuneration at a glance

100 Annual report on remuneration

110 Governance of remuneration

111 Directors’ remuneration policy

Auditor’s report and

financial statements

117 Independent auditor’s report to the

members of Intermediate Capital

Group plc

125 Financial statements

132 Notestothefinancialstatements

Other information

196 Glossary

202 Basis of preparation for GHG

emissions statement

204 Outstanding debt facilities

205 Shareholder and Company

information

Key content in this report

What we do

We raise capital from our clients,

which our investment teams

deploy, manage and realise. We

create shareholder value by

growing our fee-earning AUM

and therefore management fees,

and by making and managing

investments that generate

performance fees and investment

income. By creating value for

our clients and our portfolio

companies, we underpin our ability

to raise and deploy future funds.

Read more on page 39

Overview Strategic

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Governance

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Auditor’s report

andfinancialstatements

Other

information

ICG

Annual Report & Accounts 2024

ICG at a glance

We have built an outstanding track record

and created long-term value for our

stakeholders: helping companies grow,

institutional investors and shareholders

achieve their goals, and creating an

inclusive working environment where

our colleagues can succeed.

We are 35 years old this year. We have

grown almost entirely organically, by

having a strong investment culture and

delivering for our clients.

“A strong investment culture

and client focus have been

two of the key drivers

supporting our growth.”

Benoît Durteste

Chief Investment

Officer and Chief

ExecutiveOfficer

As we continue to grow, we maintain a

relentless focus on investment performance

and on clients’ outcomes.

We strive to be a trusted

partner for our stakeholders

Everything we do aims to create value

for our stakeholders.

See Chief Executive Officer’s Review

on page 7

$98bn

AUM

681

Number of clients

Growth in fee-earning AUM $bn

Structured and Private Equity

Private Debt

Real Assets

Credit

16bn

FY24FY14 FY17FY16FY15 FY18 FY21FY20FY19 FY23FY22

8bn

18bn

$70bn

28bn

Supported by a strategic and valuable balance sheet

Structured and Private Equity 59%

Private Debt 5%

Real Assets 13%

Credit 10%

Seed investment 13%

17%

Five-year Compound Annual Growth Rate (CAGR)

£3bn

Balance sheet

investment portfolio

1. During the year, the Group updated its AUM measurement policy, see page 16.

DELIVERING

LONG-TERM

GROWTH

ICG

Annual Report & Accounts 2024

Overview Strategic

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information

“Our people remain

the cornerstone of our

strategy and are a key

driver of our success.”

People are at the core of what we do and the value

we create. We focus on developing world-class teams,

preserving the entrepreneurial spirit which makes us

special, and creating a culture that is inclusive and

impactful on a corporate and a personal level.

Making a difference

We aim to have a wide range of people joining

our firm and then invest heavily in their development

and success.

See Our People on page 35

Antje Hensel-Roth

Chief People and

External AffairsOfficer

637

People

7.1/10

Employee engagement*

July 2023

“Ourfinancialperformance

is the output of the value

we create for our clients,

the strategic position of ICG,

and our long-term approach

to capital allocation.”

Feeincomeisthekeyfinancialdriverofourbusiness,

and our capital management underpins the successful

execution of our strategic objectives.

See page 22

Fee income

£579m (2023: £501m)

FMC PBT

£375m (2023: £311m)

NAV per share

801p (2023: 694p)

Fund management company PBT £m

FY24FY14 FY17FY16FY15 FY18 FY21FY20FY19 FY23FY22

350

300

250

200

150

100

400

£375m

David Bicarregui

ChiefFinancialOfficer

* Employee engagement driver includes questions on Loyalty,

Recommendation and Satisfaction. July 2023 Pulse Survey

participation: 74%.

21%

Five-year CAGR

ICG at a glance continued

Fee income £m

22%

Five-year CAGR

FY24FY14 FY17FY16FY15 FY18 FY21FY20FY19 FY23FY22

525

450

375

300

225

150

600

£579m

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Why invest in ICG

Attractive, structurally

growing sector

Client demand

Allocations to private markets are expected to

grow in the coming years, supported by attractive

returns, lower volatility, more availability of

strategies, and the increasing importance of

private markets in the global economy.

“The Board has a long-term

perspective on creating

shareholder value. ICG

operates in an attractive

global market, and we are

focused on ensuring the

Group is strategically and

financiallypositionedto

execute on the exciting

opportunities ahead.”

William Rucker

Chair

Total shareholder return since IPO

85.8x

(Last 10 years: 5.6x)

Source: Bloomberg as of 31 March 2024.

$7tn

Forecast increase in private markets AUM,

2023 - 2028

Source: Preqin as of April 2024.

Investment opportunities

in private markets

An increasingly large number of businesses are

looking to private markets for capitalisation to

facilitate succession or invest in growth initiatives.

How we generate shareholder value

Grow fee-earning AUM

Profitability

Invest and manage

responsibly

Operating costs

Management

fees

Earnings

growth

Performance

fees

Net investment

returns

NAV / share

Execute successfully

Leverage operational platform

Generate revenue

Deliver shareholder return

See page 34 Dividend policy

LONG-TERM

VALUE

CREATION

ICG

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Positioned to execute

People

Ourbusinessisdeeplyrelationship-based.Webenefitfromour

local teams having a strong track-record and an excellent network

that enables them to originate and execute on investment and

fundraising opportunities.

Read about Our People on page 35

Operational

Broad, scaled investment strategies

Wehaveadiversifiedplatformenablingourclientstoinvestacross

four asset classes.

$98bn

AUM

Global client footprint

Our client base is diverse and global. It includes some of the world’s

largest sovereign wealth funds, asset managers, pension plans and

insurancecompanies,aswellasfamilyoffice and wealthy individuals.

>680

Clients globally

Financial

Visible and recurring management fee income

>90% of our AUM is in long-duration, closed-end funds. This gives us

visible and recurring streams of management fee income with almost

no mark-to-market exposure, enabling us to plan for the long term.

Strategically powerful balance sheet

Our well capitalised, robust and valuable balance sheet enables

us to seed new strategies, align interests with our clients, and

generate value for our shareholders.

Track record of growth

Drivers of future shareholder value

Scaling up

Ourfourflagshipstrategiesaccountfor70%ofourfee-earningAUM

and generate 72% of our management fee income. We see significant

opportunity for each of these strategies to grow in coming years.

Flagship strategies

1. Dividend declared 52%

2. Inte rnal invest ments 48%

Fee-earning AUM

Our fee-earning AUM directly drives our management fees. We

have developed a strong track record of raising and deploying

capital, growing our fee-earning AUM substantially.

2.2x

Five-year growth

Fee income

Our management fees are visible, resilient streams of income that are

generally not impacted by fund valuations. Performance fees account

for 10-15% of our total fee income.

2.6x

Five-year growth

FMC PBT

There is substantial operating leverage within our business model. As

our investment strategies have scaled and we have generated more

fee income, our FMC PBT growth has outpaced the growth of our

fee-earning AUM and fee income.

2.6x

Five-year growth

Why invest in ICG continued

Scaling out

We currently have 12 seeding and scaling strategies that open

significantaddressablemarketstoICG.Asthesestrategiesscale,they

will make ICG even more relevant to clients, and our fee streams will

becomemorediversifiedandresilient.

Seeding and scaling strategies

Invest in our platform

A world-class platform supports our client experience

and product innovation, helps leverage insight from the

vast amountofdataacrossourfirm,andhelpsprotect

ICG in a regulated global landscape.

Disciplined approach to capital allocation

We balance capital allocation decisions between investing in the

business and returning capital to shareholders, all underpinned

by ensuring we have a robust balance sheet. Internal investment

encompasses investing in our platform as well as developing new

strategies and investing alongside clients in existing strategies.

Our progressive dividend policy is our principal route of returning

capital to shareholders.

£1.1bn

Total available liquidity

£3bn

Balance sheet investment portfolio

Use of capital generated over last five years

1. During the year the Group updated its AUM measurement policy, see page 16.

2.TotalEPSFY20–FY24inclusive,internalinvestmentsdefinedascumulativeAPMEPSlesscumulativedeclareddividends.

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Chair’s introduction

EFFECTIVE

GOVERNANCE

TO FACILITATE

GROWTH

“Your Board will continue to ensure that ICG’s business

is run to high standards of governance and growth.”

Dear shareholders

InmyfirstfullfinancialyearasChairofICG,your

Board has been focused on supporting ICG's

continuedgrowthandevolution.Thefinancial

performance for the year is impressive, and

continuesthefirm’slong-termtrajectoryof

profitablegrowth(seepage5).Lookingtothe

future, we have supported the executive team as it

hascontinuedtoreinforcethedepthofthefirm’s

senior human capital, and the Board has had focused

discussions around the allocation of capital to ensure

thecontinuedsuccessofthefirmintheyearsahead

(see page 68).

I have enjoyed meeting a number of current and

potential shareholders during the year and look

forward to more such meetings – transparency

and communication are important attributes of a

well-governedfirm.Itiscleartomethatourbusiness

model and position within the global alternative asset

management landscape is increasingly understood;

that this sector is likely to continue to attract more

interest from the public markets; and that we enjoy

strong support from our shareholders to continue to

scale up and out.

I was happy to commission an externally-led

Board evaluation this year. Although the Board is

performing well, we are aware that standards evolve

and boards must rise to meet new challenges. The

review process (summarised on page 83) concluded

that your Board continues to operate cohesively and

effectively; however we will not rest on our laurels

and have agreed a number of actions to further

enhance the quality of our debate and input.

Your Board believes that the Group should

act as a responsible participant in society and

that ourstrategyshouldreflectthis.Theimpacts

of our decisions on different stakeholder groups

are uppermost in our minds and you can read more

detail on how various stakeholders were considered

as part of the Board’s decision-making process

on page 28.

During the year, we have discussed the

sustainability related obligations on our Group,

and have considered both how these can be best

met for our business and how these should be

overseen by the Board. We have also continued

to consider other stakeholders; we have invested

in our employees through enhanced training and

development programmes; we have continued to

utilise our charitable giving to support the community

and progressed a range of DEI initiatives, including

a significant"deepdive"review(thatisexplainedin

more detail on page 83). Consideration of our wider

profileandsocietalimpactwillcontinuetobeakey

area of focus.

The Board has a diverse membership in terms

of gender, experience and background; and that

diversity of thought contributes to the Board’s

effectiveness. A culture of open discussion and

diverse perspectives is an important component

of ICG’s success to date, and will continue to be a

priority for your Board. Rusty Nelligan retired from

the Board in March and Amy Schioldager will retire

in July; we thank them both for their long and

dedicated service as Non Executive Directors.

We anticipate that we will shortly announce a new

Non Executive Director appointment which will

enhance our Board’s diversity.

Throughout the year, the Board and its

Committees carefully considered the revised

Corporate Governance Code and, save for the

slightly delayed Board evaluation due to the timing

of thechangeofChairattheendofthepriorfinancial

year, continued to comply with those requirements

for the year ending 31 March 2024.

The Board remains grateful for your support

throughout the year, and we look forward to

continuing our constructive dialogue.

William Rucker

Chair

27 May 2024

William Rucker

Chair

ICG

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Chief Executive Officer’s Review

30 YEARS

SINCE LISTING

DECADES OF

OPPORTUNITIES

Marking 30 years since IPO

2024 is our 30th anniversary of being listed on

theLondon Stock Exchange, and the entire ICG

team is proud to mark this milestone with the results

we are reporting today. Since our IPO, we have

generated a total shareholder return of 85.8x -

substantially more than both the FTSE 100 and the

S&P 500. Our total shareholder return has also

outperformedboththoseindicesoverthelastfive

and ten years

. Today we are a truly global business

managing almost $100bn of AUM on behalf of over

680 clients across a wide range of private markets

strategies, and we have demonstrated a consistent

ability to scale up and to scale out - both strategically

andfinancially.

The challenging environment over the last twelve

months - indeed, the last two years - has shown that

we are a manager of choice for clients, who have

continued to commit capital to our funds. The

investment performance of our products has

deliveredsignificantvalueandasafirmwehave

scaled and broadened our capabilities and our

platform - all of which positions us well to capture

future growth opportunities.

Our focus on sustainability remains strong. During

the past year, we have continued making progress

towards our science-based decarbonisation

targets and have further enhanced our approach to

integrating sustainability factors in our investment

decisions and engagement efforts. We were pleased

that ICG retained its recognition as a leader in our

fieldinarangeofexternalsustainabilityratings;for

the third consecutive year we received the top AAA

rating from MSCI and retained membership in the

Dow Jones Sustainability Index (Europe)

, to name

a few. I encourage you to read our Sustainability and

People Report, which will be published in the coming

weeks, for a more in-depth review of our progress.

Navigating today's environment

The investment landscape across the industry

during FY24 was nuanced. For more equity-focused

strategies, transaction velocity reduced substantially

across the market, with 2023 marking the second

consecutive year that buyout volumes globally

reduced

. By contrast, deployment in private debt

strategies held up, taking advantage of the funding

gap created by the leveraged loan and high yield

bond markets being generally closed - over 80%

ofLBOs in Europe during 2023 were backed by

direct lending strategies

.FormanyLPs,thelevel

of realisationshasbeenasignificantchallengeover

the last 24 months and a differentiator as they select

managers. DPI has been described as “the new IRR”,

this has become a competitive advantage for ICG.

Consistently crystallising performance has long

been an expressly avowed feature of our investment

approach,andwearereapingthebenefitstoday,

with a number of our strategies having a proven

track record of being top decile.

From a deployment perspective, strategies that

invest in credit, structured transactions and liquidity

solutions are attractive in today’s environment.

Our broad waterfront of products has enabled

us to capitalise on these conditions for our clients,

which is particularly notable in the business activity

duringtheyearwithinourflagshipDirectLending

strategy, and in our families of secondary

and

corporate

strategies.

Lookingahead,wedonotseesignsofanotable,

imminent and sustained increase in traditional buyout

volumes. However, we do believe that companies will

continue to seek to raise capital to support their

growth and ownership ambitions, and ICG's range of

productsenablesustoprovideflexiblesolutions

across the capital structure that we expect to

continue to be attractive in this environment. Further

reflectionsontrendsandouroutlookrelativetoour

principal areas of risk can be found on pages 42-45.

Benoît Durteste

CEO and CIO

1. Source: Bloomberg as of 31 March 2024.

2. MSCI and S&P Global.

3. Source: Bain & Company, Global Private Equity Report 2024.

4.StrategicEquityandLPSecondaries.

5. European Corporate, Europe Mid Market and Asia Corporate.

“ICG is clearly a manager of choice for clients. Our broad

waterfront of products, investment track record, and

financialstrengthpositionusformanyyearsofgrowth.”

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Chief Executive Officer’s Review continued

Building for growth

Our focus on building the ICG platform to have

breadth at scale across our investment strategies

and our client base; our reputation for investment

excellence;andourhumanandfinancialcapital,

all combine to create a powerful and growing

ecosystem that positions us for long-term success

and enables us to proactively manage through market

cycles. In a strong market, the vast majority of

managersappeartoflourish;inmorechallenging

environments,thebenefitsofstronginvestment

discipline and a sustainable, long-term business

model become more apparent.

That we are in an attractive position in this

respect is clearinourfinancialperformance:

in FY24 we raised $13.0bn, exceeding our

accelerated fundraising guidance; our fee-earning

AUM grew, closing the year at $69.7bn; management

fees of £505m surpassed half a billion pounds for the

firsttimeever;portfoliocompanyperformanceand

transaction visibility led to performance fees of

£74m being recognised and NIR of 13%; and FMC

PBT reached £375m, growing for the tenth

consecutive year.

Supporting this growth, we have continued to invest

in our platform – we now have 635 employees

globally and operate out of 19 locations. During

the yearweopenedanofficeinCanada,grewour

presence in Poland and India, and made a number

of hiresacrossthefirm,inparticularwithinour

marketing and CBS teams. While we expect to

continue to welcome more colleagues in FY25

at all levels, we have already made substantial

investments to position the business and platform

for further future growth.

Looking ahead

Today our waterfront of products is broad and

attractive. We have a number of globally relevant,

large,flagshipstrategiesthathaveconsiderable

runway for further growth; and an exciting group

of scaling strategies that provide multiple levers to

expand and diversify our business globally in the

coming years.

We are working on a number of promising

first-time funds - including Real Estate Asia and

InfrastructureAsia-andwearelaunchingourfirst

wealth-focused product, ICG Core Private Equity.

This is an institutional-quality US evergreen fund

giving clients differentiated access to private

equity through the secondary market.

Iremainveryconfidentofthemarket’songoing

evolution and innovation. Since we listed 30 years

ago ICG has been growing and investing successfully

forthebenefitofourclientsandourshareholders,

and today we have the market opportunity combined

withthestrategicandfinancialresourcesthat

position us for decades of growth to come.

Thank you for your continued support.

Benoît Durteste

CEO and CIO

Meeting client demand

Of the $13.0bn fundraising during the year, 31%

came from the US and 11% came from the Wealth

channel – both areas of focus that we have previously

highlighted. We enjoyed strong demand for the two

flagshipstrategieswehadinthemarket,Strategic

Equity (which raised $3.5bn) and European Direct

Lending(SeniorDebtPartners,whichraised

$3.7bn), as well as for a number of scaling strategies

including Europe Mid-Market II and North America

Credit Partners III. All four of these funds are already

larger than their predecessor vintages and are

continuing to raise.

The current fundraising backdrop is especially

difficultforfirsttimefunds,andagainstthat

backdrop we are extremely pleased with three

notablesuccesses:ICGLifeScienceswasselected

as an Investment Partner for the UK Government-

backedLong-termInvestmentforTechnologyand

Science(LIFTS)initiative;weraised$0.5bnforour

RealEstateEquity's"Metropolitan"fundfamily;and

wehadthefinalcloseforthefirstvintageofICGLP

Secondaries, with a materially oversubscribed

fundraise for the strategy closing at $1.0bn.

These successes build on our differentiated ability

to broaden our waterfront of products organically;

underline the trust our clients are willing to place in

us; and have opened up new asset classes for ICG

in which to grow our AUM in the coming years.

Since 1 April 2021 we have attracted more capital

more quickly than we anticipated, raising $46bn

over three years. During this time we have grown

our client base by 43%, from 476 to 681, and these

new clients contributed 35% of our fundraising in

the period. This is a material step-up in our scale

globally, and as more of our strategies get

incrementally larger, we expect to see further

benefitsofourgrowingclientfranchiseacross

our platform.

6. Full Time Equivalent basis.

ICG

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Chief Executive Officer’s Review continued

ICG’s global footprint today, operating out of 19 locations

Sydney

Singapore

Hong Kong

• Tokyo

• Stockholm

• Copenhagen

London

• Milan

Frankfurt

Paris

Amsterdam

Luxembourg

Madrid •

Dubai •

Warsaw

Pune

New York

• Toronto

• San Francisco

FY24FY17

FY21

681

285

476

Global client base is scaling

Global Fee income

1. USD 35%

2. EUR 56%

3. GBP 8%

4. Other 1%

APAC

UK and Ireland

EMEA

(excluding UK and Ireland)

Americas

2.Clientsplitbygeographyweightedby%ofthird-partyAUM,excludingCLOs,listedvehicles,non-feepaying

co-investments and non-fee paying leverage.

1. This includes locations of outsourced service providers

where there are no ICG employees. Circles are not to scale.

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How we create value

The value

we create

We have a wide range of

stakeholders who share

our success

Our strategy

We are scaling up,

scaling out and

investing in our

platform to meet

the needs of our

investment strategies

and our global client

base.

What we do

We manage our

clients’ capital across

four asset classes

andprovideflexible,

sustainablefinancing

solutions to companies

Our clients

We develop long-term

relationships and serve

a global client base

How we

manage risk

We identify and

mitigate the potential

impact of risks on

our business and

appropriately set

our risk appetite

Our market

We are well positioned

tobenefitfromprivate

market trends

Our resources

We have four key

resources that

we require to operate,

create value and

achieve our objectives:

– Our reputation

and track record

– Our people and

platform

– Our client franchise

–Ourfinancial

resources

Our purpose

is to create value

byprovidingflexible

and sustainable

capital that helps

businesses

develop and grow

Our business model

INVESTING

IN GROWTH

TO CREATE

VALUE

ICG’s entrepreneurial culture, breadth of

investment strategies and our well-capitalised

platform enables us to sustain business activity

throughout economic cycles.

ICG

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Our business model continued

Our purpose

We are a global alternative

asset manager. Our purpose

is to create value by providing

flexibleandsustainablecapital

that helps businesses develop

and grow.

Our culture of balancing ambition, performance

and inclusion remains a driver of our success.

Environmental, social, and governance concerns

are central to how we manage investment risks

and opportunities.

Wehavethestrategicandfinancialresources

necessary to capitalise on future opportunities

and to continue to generate long-term value for

our shareholders and clients.

Our resources

Our reputation and track record

We have existed for 35 years and listed in 1994. Our

reputation of having a strong investment focus and

our track record of delivering value for our clients

are key to our continued success.

Our people and platform

Weareaworld-classfirmofoutstanding

professionals, and we form a purposeful community

between our colleagues, the businesses with which

we work, and our clients.

Ourbusinessisorganisedtoreflectouremphasis

on investment performance, client focus, and

operational excellence. We succeed because of our

people and culture demonstrating integrity, diversity

and collaboration.

See Our People page 35

Our client franchise

Our global marketing and client relations team

ensures that we continue to understand and meet

the requirements of our clients.

Our strong client franchise enables us to grow

existing strategies and to launch new strategies.

Our financial resources

Our visible, recurring fee income enables us to plan

with a long-term view, and our strategic and valuable

balance sheet enables us to seed and accelerate new

strategies, and to align our interest with our clients.

See Finance Review page 16

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Our business model continued

Our asset classes

We manage our AUM across four asset classes, providing capital to our portfolio

companies across the capital structure in the most appropriate form to meet their needs.

Our asset classes

Our market environment

ICGiswell-positionedtobenefitfromprivatemarkettrends.Ourdiversityofstrategiesisastrategicadvantageasitallowsustohelpclientsmeettheirinvestmentobjectivesacross

a wide range of funds and across economic cycles.

See page 7.

Structured and Private Equity

Provides structured and equity solutions to

private companies, including both control

transactions and minority investments.

41%

Fee-earning AUM

58%

Fee income

Credit

Invests in tradeable credit markets.

25%

Fee-earning AUM

13%

Fee income

Private Debt

Providesdebtfinancingtohigh-quality

corporate borrowers.

23%

Fee-earning AUM

19%

Fee income

Real Assets

Providesdebtandequityfinancinginthereal

estate and infrastructure sectors.

11%

Fee-earning AUM

10%

Fee income

What we do

Wehelpgrowourclients’capitalandprovideflexible,

sustainablefinancing solutions to companies.

Purpose

Creating value

by providing flexible

and sustainable capital to

helps businesses develop

and grow

1. Grow fee-earning

AUM

We raise capital from clients

across a range of investment

strategies. By broadening our

product offering, we grow our

client base and our business

with existing clients.

2. Invest

We use our investment platform

and expertise to secure attractive

opportunities on behalf of

our clients.

3. Manage

and Realise

We work hard to help our

portfolio companies develop and

grow, and where appropriate we

support them on sustainability

matters such as decarbonisation

and diversity, equity and inclusion.

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1. EMEA (excluding

UK & Ireland)

37%

2. Americas 27%

3. APAC 22%

4. UK & Ireland 14%

1. Pension 31%

2. Insurance Company 16%

3. Asset Manager 14%

4. FamilyOffice 12%

5. Wealth 3%

6. Other 24%

1. Top 1 Client AUM 3%

2. Top 2-5 Client AUM 10%

3. Top 6-10 Client AUM 8%

4. Top 11-20 Client AUM 12%

5. Rest 67%

Our business model continued

Our clients

We develop long-term relationships and serve a global client base, helping them meet their

investment objectives.

The value we create

Employees

We invest in our people, provide a safe working environment, and support a diverse,

skilled and committed workforce.

Clients

Clients entrust us with their capital to invest on their behalf. Creating value for our clients through

investing and managing their capital is central to our purpose.

Shareholders and lenders

We generate an attractive risk-adjusted return through a combination of income and growth

for our capital providers, with the return on our operations exceeding our cost of capital.

Suppliers

We ensure our suppliers are engaged with our business to better meet our needs and to enable

us to understand their perspective.

Community

Wearecommittedtoservingandsupportingourwidercommunitythroughfinancial

andnon-financialmeans.

Environment

Effectively implementing our responsible business practices helps us to deliver long-term value.

Regulators

Understanding and adhering to the standards set is of paramount importance to our success

as an asset manager.

Managing our risks

Successfully identifying and mitigating the potential impact of risks on our business and appropriately setting our risk appetite is critical to ensure we continue to generate long-term value for our stakeholders.

See Managing Risks on page 40

Client split by type

Client diversification

Client split by geography

See Stakeholder Engagement on

page 28

See the Sustainability and People Report

2023/2024: www.icgam.com/spr

1. Clientgeographyandtypeshownbynumberofclients.Clientdiversificationweightedbypercentage

ofthird-partyAUM,excludingCLOsandlistedvehicles.

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Key Performance Indicator

Fee-earning AUM

Weighted-average fee rate

Fund Management

Company operating margin

Deployment of direct

investment funds

Percentage of realised assets

exceeding performance hurdle

UK senior management diversity

HOW WE

MEASURE

OUR SUCCESS

Alternative performance measures

Our KPIs include alternative

performance measures,

providing additional insight

into the performance

of our business.

TheUK-adoptedIASfinancialinformationonpage

125 includes the impact of the consolidated funds

which are determined by UK-adopted IAS to be

controlled by the Group, although the Group’s

loss exposure to these funds is limited to the

capital invested by the Group in each fund and the

associated net investment returns.

Theglossaryonpage196includesthedefinitions

of these alternative performance measures and

reconciliation to the relevant IFRS measures.

Our Key Performance Indicators (KPIs)

help us monitor our progress:

See more on our strategic objectives

on page 12

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20242020 202320222021

39.6

62.8

46.7

58.3

69.7

20242020 202320222021

0.79

0.90

0.81

0.88

0.92

Key performance indicators

Fee-earning AUM $bn

$69.7bn

Rationale

Raising third-party funds is one of the leading

indicatorsoftheGroup’sprofitability.

Outcome

Fee-earning AUM of $69.7bn up 11% compared to

FY23 on a constant currency basis. See page 17 for

further discussion.

Weighted-average fee rate %

0.92%

Rationale

The weighted-average management fee rate

on fee-earningAUMisameasureofprofitability.

Fee rates vary across our strategies. The weighted-

average fee rate will depend on, amongst other

things, the composition of fee-earning AUM.

Outcome

The effective management fee rate on our

fee-earning AUM at the period end was 0.92%

(FY23: 0.90%).

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Deployment of direct

investment funds %

Key performance indicators continued

FMC operating margin %

57.4%

Percentage of realised assets

exceeding performance hurdle %

94.3%

UK senior management

gender diversity %

36.3%

LTDdeployedas%offundsraised

40 100

% investment period

8060200

100

Key to deployment funds

Europe VIII

Asia Pacific IV

LP Secondaries I

Recovery Fund II

RE Partnership VI

20242020 202320222021

53.6

57.5

52.1

55.8

57.4

20242020 202320222021

92.0

89.5

88.2

89.3

94.3

20242020 202320222021

43.8

35.3

42.1

41.2

36.3

Rationale

The FMC operating margin is a measure of the

efficiencyofourfundmanagementactivities.

Outcome

The FMC operating margin was 57.4%

(FY23: 57.5%). See page 23 for further discussion.

Rationale

Directinvestmentfundshaveadefinedinvestment

period. We monitor progress against a straight-

line deployment basis as an indicator of timing

for subsequent fund raising.

Outcome

During the period we deployed a total of $7.7bn

of AUM on behalf of our direct investment funds

(FY23: $10.5bn).

Rationale

An indicator of our ability to manage portfolios to

maximise value is the level of realised assets for

which the return is above the fund performance

hurdle rate. This is the minimum return level clients

expect and the point at which the Group earns

performance fees.

Outcome

Our strategies continued to perform strongly.

The outcome for the year on this KPI is in line

with our long-term average.

Rationale

We believe a more diverse and inclusive workforce

enhances the delivery of our strategic objectives

and shareholder value. We have pledged to uphold

the number of women in senior management roles

at 30% in an industry in which senior positions are

predominantly held by men.

Outcome

Despite a change in management organisation

during the year and the impact of individual

moves within a small group, the Group has

maintained its gender diversity above the

Women in Finance target.

Read more on our Executive Director

KPIs on page 100

Finance review

LONG-TERM

GROWTH

CREATING

VALUE

AUM and FY25 fundraising

TheBoardandmanagementmonitorthefinancialperformanceoftheGrouponthebasisofAlternative

Performance Measures (APM), which are non-UK-adopted IAS measures. The APM form the basis of the

financialresultsdiscussedinthisreview,whichtheBoardbelievesassistshareholdersinassessingtheir

investmentandthedeliveryoftheGroup’sstrategythroughitsfinancialperformance.

The substantive difference between APM and UK-adopted IAS is the consolidation of funds, including seeded

strategies, and related entities deemed to be controlled by the Group, which are included in the UK-adopted

IASconsolidatedfinancialstatementsatfairvaluebutexcludedfortheAPMinwhichtheGroup’seconomic

exposure to the assets is reported.

Under IFRS 10, the Group is deemed to control (and therefore consolidate) entities where it can make

significantdecisionsthatcansubstantiallyaffectthevariablereturnsofinvestors.Thishastheimpactof

includingtheassetsandliabilitiesoftheseentitiesintheconsolidatedstatementoffinancialpositionand

recognising the related income and expenses of these entities in the consolidated income statement.

TheGroup’sprofitbeforetaxonaUK-adoptedIASbasiswasabovepriorperiodat£530.8m(FY23:£251.0m).

On the APM basis it was above the prior period at £597.8m (FY23: £258.1m).

The Group’s APM Net Investment Returns in FY24 include £60m of gains that had previously been recognised

underUK-adoptedIASbutnotunderAPM.Thisisduetoachangeinclassificationofoneassetthatwas

originally expected to be transferred to a fund managed by ICG and that is now expected to be sold to third

parties.

Detailoftheseadjustmentscanbefoundinnote4totheconsolidatedfinancialstatementsonpages135to139.

AUM of $98bn

AUM ($m)

Structured

and Private

Equity Private Debt Real Assets Credit

Seed

investments Total

At 1 April 2023 29,887 23,849 8,218 18,205 – 80,159

Fundraising and other additions 6,030 5,135 1,243 1,873 394 14,675

Realisations (1,114) (843) (768) (2,327) (403) (5,455)

Market movements (305) (508) (60) 193 89 (591)

Impact of methodology change

(see below) 6,374 669 2,182 – 419 9,644

At 31 March 2024 40,872 28,302 10,815 17,944 499 98,432

Note on methodology change regarding AUM:TobringourdefinitionofAUMmorecloselyintolinewith

marketpracticeandtomoreaccuratelyreflectthevaluethatwemanageonbehalfofourclients,effective

31 March2024weareincludingfee-exemptAUMthatwemanage.Thereisnoimpactonthedefinitionof

fee-earning AUM or on ICG plc's economics as a result of this change.

“We are reporting growth across all key metrics

forICG.Ourpowerfulfinancialmodelisgenerating

long-term value for shareholders.”

David Bicarregui

Chief Financial Officer

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Fee-earning AUM of $70bn

Fee-earning AUM ($m)

Structured and

Private Equity Private Debt Real Assets Credit Total

At 1 April 2023 23,840 14,249 6,862 17,898 62,849

Funds raised: fees on committed

capital 5,298 – 581 – 5,879

Deployment of funds: fees on

invested capital 706 3,820 1,257 1,958 7,741

Total additions 6,004 3,820 1,838 1,958 13,620

Realisations (827) (1,777) (900) (2,471) (5,975)

Net additions / (realisations) 5,177 2,043 938 (513) 7,645

Stepdowns (220) – (92) – (312)

Market movements (463) (382) 25 296 (524)

At 31 March 2024 28,334 15,910 7,733 17,681 69,658

Change $m 4,494 1,661 871 (217) 6,809

Change % 19% 12% 13% (1)% 11%

Change % (constant exchange rate) 19% 12% 11% (1)% 11%

The bridge between AUM and Fee-earning AUM is as follows:

Structured

and Private

Equity Private Debt Real Assets Credit

Seed

investments Total

Fee-earning AUM 28,334 15,910 7,733 17,681 – 69,658

AUM not yet earning fees 3,883 11,534 393 450 – 16,260

Fee-exempt AUM 6,374 669 2,182 – – 9,225

Balance sheet investment portfolio

and Other

2,281 189 507 (187) 499 3,289

AUM 40,872 28,302 10,815 17,944 499 98,432

1.Includeseliminationof$588m(£465m)duetohowthebalancesheetinvestmentportfolioaccountsforandinvestsintoCLO's

managedbyICGanditsaffiliates

At31March2024wehad$26.3bnofAUMavailabletodeployinnewinvestments("drypowder"),ofwhich

$16.3bn was not yet earning fees.

FY25 fundraising

At 31 March 2024, closed-end funds and associated SMAs that were actively fundraising included SDP V;

StrategicEquityV;NorthAmericaCreditPartnersIII;EuropeMid-MarketII;InfrastructureEuropeII;Life

SciencesI;andvariousRealEstateequityanddebtstrategies.DuringFY25weexpecttoholdfinalclosesfora

number of those including SDP V, Strategic Equity V, North America Capital Partners III and Infrastructure II. We

anticipate launching a number of funds including Core Private Equity and Europe IX. The timings of launches

and closes for these funds depends on a number of factors, including the prevailing market conditions.

Finance review continued

AUM and FY25 fundraising continued Group financial performance

£m unless stated

Year ended

31 March 2023

Year ended

31 March 2024 Change %

Management fees 481.4 505.4 5%

Performance fees 19.6 73.7 n/m

Fee income 501.0 579.1 16%

Movement in fair value of derivative (26.8) – n/m

Other Fund Management Company income 65.7 72.9 11%

Fund Management Company revenue 539.9 652.0 21%

Fund Management Company operating expenses (229.2) (277.5) 21%

Fund Management Company profit before tax 310.7 374.5 21%

Fund Management Company operating margin 57.5% 57.4% (0.1)%

Net investment return 102.3 379.3 n/m

Other Investment Company Income (3.9) (31.3) n/m

Investment Company operating expenses (103.1) (100.4) 3%

Interest income 13.9 21.5 55%

Interest expense (61.8) (45.8) 26%

InvestmentCompany(loss)/profitbeforetax (52.6) 223.3 n/m

Group profit before tax 258.1 597.8 n/m

Tax (28.8) (78.5) n/m

Group profit after tax 229.3 519.3 n/m

Earnings per share 80.3 p 181.5 p n/m

Dividend per share 77.5p 79p 2%

Total available liquidity £1.1bn £1.1bn 7%

Balance sheet investment portfolio £2.9bn £3.1bn 6%

Net gearing 0.52x 0.38x (0.14)x

Net asset value per share 694p 801p 15%

1. The % change, where the movements are in excess of +100%/ (100)% are shown as n/m.

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How our fee-earning AUM develops

Fees are charged on total committed capital during a fund’s investment period.

All commitments to the fund are charged fees from the date of the ‘first close’.

Successor funds are launched typically once a fund is 85–90% invested.

At this point, the previous vintage of the fund ‘steps down’ to charge fees on invested capital,

potentially with a reduction in fees of ~25bps. As the fund realises investments, the invested

capital base is reduced.

Fees are charged on the original cost of total invested capital for the entirety of the fund’s life.

The fee-earning AUM therefore increases as capital is deployed, and reduces as the fund

realises investments.

No ‘step down’ in fees when a successor fund is launched.

A strategy charging fees on committed capital USD billions A strategy charging fees on invested capital USD billions

AUM

Deployed AUM

Dry powder

Fee-earning AUM

Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10

AUM

not yet

paying

fees

Fund 1

Fund 2

Fund 3

Basis of

charging

management

fees

Invested capital

Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10

Fund 1

Fund 2

Fund 3

Committed capital

Invested capital

Committed capital

Invested capital

Basis of

charging

management

fees

AUM

Deployed AUM

Dry powder

Fee-earning AUM

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Performance of key funds

Vintage

Total

fund size Status % deployed

Gross

MOIC

Gross

IRR DPI

Europe VI 2015 €3.0bn Realising 2.2x 23% 179%

Europe VII 2018 €4.5bn Realising 1.9x 19% 42%

Europe VIII 2021 €8.1bn Investing 47% 1.3x 16% –%

Europe Mid-Market I 2019 €1.0bn Investing 93% 1.6x 29% 34%

Europe Mid-Market II Fundraising

AsiaPacificIII 2014 $0.7bn Realising 2.1x 18% 98%

AsiaPacificIV 2020 $1.1bn Investing 48% 1.4x 20% –%

Strategic Secondaries II 2016 $1.1bn Realising 3.1x 48% 200%

Strategic Equity III 2018 $1.8bn Realising 2.6x 44% 30%

Strategic Equity IV 2021 $4.3bn Investing 97% 1.5x 35% 3%

Strategic Equity V Fundraising

LPSecondariesI 2024 $0.8bn Investing 28% 2.1x 79% 4%

Key drivers

Business activity Fundraising:StrategicEquity($3.5bn),MidMarketII($1.2bn);LP

Secondaries ($0.7bn)

Deployment: Mostly driven by European Corporate ($0.8bn) and

Strategic Equity ($0.5bn)

Realisations: Strategic Equity ($0.6bn)

Fee income Management fees: Prior period included £30.6m of catch up fees

(FY24: £3.7m). Underlying growth driven largely by fundraising

forStrategicEquityVaswellasforLPSecondariesI

Performance fees: Include inaugural recognition for Europe VII

Balance sheet investment portfolio Investment returns: Strategic Equity and European Corporate

driving positive NIR, supported by underlying company growth

Fund performance Broad-based year-on-year growth across key funds

Group financial performance continued

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Structured and Private Equity

Overview

Flagship strategies Scaling strategies Seeding strategies

European Corporate

Strategic Equity

European Mid-Market

AsiaPacificCorporate

LPSecondaries

LifeSciences

Core Private Equity

Year ended

31 March 2023

Year ended

31 March 2024

Year-on-year

growth

Last five years

CAGR

2,3

AUM $29.9bn $40.9 bn

37% 26%

Fee-earning AUM $23.8bn $28.3bn 19% 21%

Fundraising $3.5bn $5.4bn 55%

Deployment $4.3bn $1.7bn (61)%

Realisations $2.3bn $0.8bn (64)%

Effective management fee rate 1.26% 1.24% (2)bps

Management fees £283m £284m –% 22%

Performance fees £13m £53m 298%

Balance sheet investment portfolio £1.8bn £1.8bn

Annualised net investment return

6% 13% 16%

1. See page 16 for a description of how our methodology for calculating AUM has changed for FY24.

2. AUM on constant currency basis;

3. AUM calculation based on 31 March 2019 to 31 March 2024;

4. Balance Investment Portfolio NIR;

5. Five-year average

Finance review continued

Group financial performance continued

Private Debt

Overview

Flagship strategies Scaling strategies Seeding strategies

Senior Debt Partners North America Credit Partners -

Year ended

31 March 2023

Year ended

31 March 2024

Year-on-year

growth

Last five years

CAGR

2,3

AUM $23.8bn $28.3bn

19% 23%

Fee-earning AUM $14.2bn $15.9bn 12% 22%

Fundraising $3.8bn $4.8bn 26%

Deployment $4.5bn $3.8bn (14)%

Realisations $2.0bn $1.8bn (8)%

Effective management fee rate 0.82% 0.84% +2bps

Management fees £84m £100m 20% 28%

Performance fees £6m £8m 22%

Balance sheet investment portfolio £0.2bn £0.1bn

Annualised net investment return

9% 9% 10%

1. See page 16 for a description of how our methodology for calculating AUM has changed for FY24.

2. AUM on constant currency basis;

3. AUM calculation based on 31 March 2019 to 31 March 2024;

4. Balance Investment Portfolio NIR;

5. Five-year average

Performance of key funds

Vintage

Total

fund size Status % deployed

Gross

MOIC

Gross

IRR DPI

Senior Debt Partners II 2015 €1.5bn Realising 1.3x 8% 97%

Senior Debt Partners III 2017 €2.6bn Realising 1.2x 7% 47%

Senior Debt Partners IV 2020 €5.0bn Realising 1.2x 11% 15%

Senior Debt Partners V Fundraising /

Investing

North American Private

Debt I

2014 $0.8bn Realising 1.5x 16% 128%

North American Private

Debt II

2019 $1.4bn Investing 95% 1.3x 13% 34%

North America Credit

Partners III

Fundraising

Key drivers

Business activity Fundraising: Senior Debt Partners ($3.7bn) and North America

Credit Partners III ($1.0bn)

Deployment: Senior Debt Partners ($3.5bn) and North America

Credit Partners ($0.2bn)

Realisations: Senior Debt Partners ($1.4bn) and North America

Credit Partners ($0.3bn)

Fee income Management fees: Net deployment supporting higher fee earning

AUM, in particular in Senior Debt Partners

Performance fees: Positive impact of higher base rates

Balance sheet investment portfolio Investment returns: Interest rates remaining at higher levels and

limited impairments

Fund performance Keyfundsgenerallyflat-to-upyear-on-year

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Finance review continued

Group financial performance continued

Overview Strategic

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Annual Report & Accounts 2024

Real Assets

Overview

Flagship strategies Scaling strategies Seeding strategies

- Infrastructure Europe

Real Estate Equity Europe

Real Estate Debt

Infrastructure Asia

Real Estate Equity Asia

Year ended

31 March 2023

Year ended

31 March 2024

Year-on-year

growth

Last five years

CAGR

2,3

AUM $8.3bn $10.8bn

30% 21%

Fee-earning AUM $6.9bn $7.7bn 11% 20%

Fundraising $1.0bn $1.0bn (4)%

Deployment $1.7bn $2.2bn 28%

Realisations $1.0bn $0.9bn (10)%

Effective management fee rate 0.91% 0.94% +3bps

Management fees £49m £56m 15% 20%

Performance fees – – n/m

Balance sheet investment portfolio £0.3bn £0.4bn

Annualised net investment return

8% 13% 7%5

1. See page 16 for a description of how our methodology for calculating AUM has changed for FY24.

2. AUM on constant currency basis;

3. AUM calculation based on 31 March 2019 to 31 March 2024;

4. Balance Investment Portfolio NIR;

5. Five-year average

Performance of key funds

Vintage

Total

fund size Status % deployed

Gross

MOIC

Gross

IRR DPI

Real Estate Partnership

Capital IV

2015 £1.0bn Realising 1.2x 5% 97%

Real Estate Partnership

Capital V

2018 £0.9bn Realising 1.2x 9% 28%

Real Estate Partnership

Capital VI

Investing 73% 1.1x 11% 10%

Infrastructure Equity I 2020 €1.5bn Investing 97% 1.3x 21% 1%

Infrastructure II Fundraising /

Investing

Sale&LeasebackI 2019 €1.2bn Investing 92% 1.2x 8% 6%

Strategic Real Estate II Fundraising /

Investing

Key drivers

Business activity Fundraising: Real Estate equity and debt strategies ($0.6bn) and

Infrastructure II ($0.4bn)

Deployment: Real Estate equity and debt strategies ($1.5bn),

Infrastructure Europe ($0.7bn)

Realisations: Real Estate equity and debt strategies ($0.8bn),

Infrastructure Europe ($0.1bn)

Fee income Management fees: Debt strategies continue to deploy, increasing

fee earning AUM. Equity strategies charging higher fees rate,

positively impacting the effective management fee rate

Performance fees: No performance fees due to early stage of key

carry-eligible funds

Balance sheet investment portfolio Investment returns: Positive NIR in Real Estate Equity and

Infrastructure,withRealEstateDebtbroadlyflatyear-on-year

Fund performance Keyfundsbroadlyflat-to-upyear-on-year

Finance review continued

Group financial performance continued

The Fund Management Company (FMC) manages our third-party AUM, which it invests on behalf of the

Group’s clients.

Management fees

The effective management fee rate on our fee-earning AUM at year end was 0.92% (FY23: 0.90%), and

management fees for the period totalled £505.4m (FY23: £481.4m), a year-on-year increase of 5% (7% on a

constant currency basis).

In FY24 management fees included £4.6m of catch-up fees (FY23: £30.6m). Excluding catch-up fees,

management fees delivered a year-on-year growth rate of 11%.

Performance fees

Performance fees recognised for the year totalled £73.8m (FY23: £19.6m). The year-on-year increase was

largely due to the inaugural recognition in the current period of performance fees relating to Europe VII

(£14.8m) as well as recognition of performance fees within Alternative Credit (which are tested every three

years). During the year we realised £26m in cash from performance fees, and at 31 March 2024 the Group had

an asset of £83.7m of accrued performance fees (FY23: £37.5m).

£m

Accrued performance fees at 31 March 2023 37. 5

Accruals during period 73.8

Received during period (25.9)

FX and other movements (1.7)

Accrued performance fees at 31 March 2024 83.7

Fund Management Company

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Credit

Overview

Flagship strategies Scaling strategies Seeding strategies

CLOs LiquidCredit -

Year ended

31 March 2023

Year ended

31 March 2024

Year-on-year

growth

Last five years

CAGR

2,3

AUM $18.2bn $17.9bn

(1)% 7%

Fee-earning AUM $17.9bn $17.7bn (1%) 8%

Fundraising $1.9bn $1.8bn (3)%

Realisations $1.7bn $2.5bn 49%

Effective management fee rate 0.49% 0.48% (1)bps

Management fees £66m £65m (1%) 10%

Performance fees – £13m n/m

Balance sheet investment portfolio £0.4bn £0.3bn

Annualised net investment return

(7%) (1)% (2)%

1. See page 16 for a description of how our methodology for calculating AUM has changed for FY24.

2. AUM on constant currency basis;

3. AUM calculation based on 31 March 2019 to 31 March 2024;

4. Balance Investment Portfolio NIR;

5. Five-year average

Key drivers

Business activity Fundraising:OneUSCLO($0.4bn)andoneEuropeanCLO

($0.4bn),remaindercomingintovariousLiquidCreditfunds

Realisations:LiquidCredit($1.9bn)andCLOs($0.6bn)

Fee income Management fees: In line with trajectory of fee-earning AUM

Performance fees: Due to Alternative Credit, which has a

performance fee test every three years

Balance sheet investment portfolio Investmentreturns:PositiveNIRacrossCLOequity,CLOdebtand

LiquidCredit,offsetbyareductioninthevalueofthebalance

sheet'sholdingofCLOequitytoreflectCLOdividendsreceived

that are recorded in the FMC

Finance review

continued

Fund Management Company continued

Other income and movements in fair value of derivatives

Otherincomeincludesdividendreceiptsof£47.0m(FY23:£40.2m)frominvestmentsinCLOequity,whichare

continuing to be received in line with historical experiences. The FMC also recognised £25.0m of revenue for

managing the IC balance sheet investment portfolio (FY23: £25.0m), as well as other income of £0.9m (FY23:

£0.5m).

During FY23 the Group decided to no longer enter into FX transaction hedges for its fee income as a matter

of course (although it may still do so on an ad hoc basis), and economically closed out all outstanding such

hedges. For FY24 the movement in fair value of derivatives within the FMC was zero (FY23: £(26.8)m).

Operating expenses and margin

Operating expenses increased by 21% compared to FY23 and totalled £277.5m (FY23: £229.2m). Salaries and

Incentive Scheme Costs increased ahead of headcount (which grew 9%), largely due to a number of senior

hires, combined with the annualisation impact of prior years' joiners that started part way through FY23. Other

administrative costs increased year-on-year, linked to growth across various business lines and ongoing

investments in our operating platform.

£m

Year ended

31 March 2023

Year ended

31 March 2024

Change

Salaries 85.0 101.0 19%

Incentive scheme costs 92.2 113.3 23%

Administrative costs 45.7 56.8 24%

Depreciation and amortisation 6.3 6.4 2%

FMC operating expenses 229.2 277.5 21.1%

FMC operating margin 57.5% 57.4% (0.1%)

Within FMC operating expenses (Incentive scheme costs), there was £41.0m expensed for stock-based

compensation.

TheFMCrecordedaprofitbeforetaxof£374.5m(FY23:£310.7m),ayear-on-yearincreaseof21%andan

increase of 23% on a constant currency basis.

Recognition of performance fees

In addition to management fees, the Group receives performance fees from certain funds if performance

thresholds are met (see page 22).

Performance fees are a relatively small but important part of the Group’s revenue. The Group receives

approximately 20–25% of performance fees from the funds that it manages, with the remainder going to the

investment teams.

Over the medium term we expect performance fees to be ~10–15% of our total third-party fee income.

Accrual of unrealised performance fees is a matter of judgement (see note 3 on page 134) and we take a

conservativeapproachtominimisethepossibilityofanysignificantreversals.

Illustrative recognition of performance fee accrual under UK-adopted IAS for a fund that

charges fees on committed capital

Performancefeesarerecognisedonlyifitishighlyprobablethattherewillnotbeasignificantreversalin

the future. In practice recognition generally occurs after a number of realisations have been made. Timing of

recognition depends on deployment, exits and fund performance.

Where the hurdle date is expected to be reached within 24 months of the year end, a constraint will be

applied to the performance fee that is recognised but not yet paid. For FY24, this constraint was 56% (see

page 134.

Certainfundsthatchargefeesoninvestedcapitalalsochargeperformancefees,whichtheGroupbenefits

from. The process for recognising performance fees in these funds is the same as outlined above, and the

illustrativeprofileinthegraphwouldchangetoreflectthemanagementfeebeingchargedoninvested.For

more detail on how we charge management fees (see page 18).

When a successor fund is raised and is earning

management fees, the prior vintage has a step

down in management fees (see page 18)

Management fees

Performance fees

Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10

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Net Investment Returns

Forthefiveyearsto31March2024,NetInvestmentReturns(NIR)have been in line with our medium-term

guidance, averaging 11%. For the twelve months to 31 March 2024, NIR were 13% (FY23: 4%).

NIR of £379.3m were comprised of interest of £124.9m from interest-bearing investments (FY23: £113.2m),

capital gains of £252.4m (FY23: loss of £(13.2)m) and other income of £2.0m. NIR were split between asset

classes as follows:

£m

Year ended 31 March 2023 Year ended 31 March 2024

NIR (£m)

Annualised

NIR (%) NIR (£m)

Annualised

NIR (%)

Structured and Private Equity 112.9 6% 232.5 13%

Private Debt 14.4 9% 13.8 9%

Real Assets 20.7 8% 44.2 13%

Credit (30.1) (7%) (2.9) (1%)

Seed Investments

(15.6) (6%) 91.7 25%

Total net investment returns 102.3 4% 379.3 13%

1. FY23NIRadjustedtoreflectthreeassetswithSeedInvestmentsthatwerepreviouslyincludedwithinRealAssets.

TheNIRincludeda£118mbenefitfromthreeinvestmentsthatwereoriginallyintendedasseedinvestments

but which we will now sell directly to third parties.

For further discussion on balance sheet investment performance by asset class, refer to pages 8 to 11

of this announcement.

In addition to the NIR, the other adjustments to IC revenue were as follows:

£m

Year ended

31 March 2023

Year ended

31 March 2024 Change

Changes in fair value of derivatives

16.8 (7.3) n/m

Inter-segmental fee (25.0) (25.0) –%

Other 4.3 1.0 (77)%

Other IC revenue (3.9) (31.3) n/m

1. Derivatives relate to the hedging of our net currency assets, see page 27.

As a result, the IC recorded total revenues of £348m (FY23: £98.4m).

Finance review continued

Investment Company

The Investment Company (IC) invests the Group’s balance sheet to seed new strategies, and invests alongside

the Group’s scaling and flagship strategies to align interests between our shareholders, clients and employees.

It also supports a number of costs, including for certain central functions, a part of the Executive Directors’

compensation, and the portion of the investment teams’ compensation linked to the returns of the balance sheet

investment portfolio (Deal Vintage Bonus, or DVB).

Balance sheet investment portfolio

The balance sheet investment portfolio was valued at £3.1bn at 31 March 2024 (31 March 2023: £2.9bn). During

the period, it generated net realisations and interest income of £139m (FY23: £122m), being net realisations of

£88m (FY23: £103m) and cash interest receipts of £51m (FY23: £53m).

It made seed investments totalling £312m,includingonbehalfofRealEstateEquity,LifeSciencesand

Infrastructure Asia.

£m

As at 31

March 2023

New

investments Realisations

Gains/ (losses)

in valuation FX & other

As at 31

March 2024

Structured and Private

Equity 1,751 94 (225) 232 (45) 1,807

Private Debt 169 22 (50) 13 (5) 149

Real Assets 289 179 (103) 44 (7) 402

Credit

363 28 (63) (3) (7) 318

Seed Investments

330 312 (333) 92 (7) 394

Total Balance Sheet

Investment Portfolio 2,902 635 (774) 378 (71) 3,070

1.WithinCredit,at31March2024£22mwasinvestedinliquidstrategies,withtheremaining£296minvestedinCLOdebt(£106m)

and equity (£190m).

2.Gains/(losses)invaluationincludeagainof£60mrecognisedintheprioryearUK-adoptedIASfinancialstatements.

ICG

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Finance review

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Group

Tax

The Group recognised a tax charge of £(78.5)m (FY23: £(28.8)m), resulting in an effective tax rate for the

period of 13.2% (FY23: 11.2%). The increase compared to the prior year is due to an increase from 19% to 25% in

the UK tax rate and positive NIR.

As detailed in note 13, the Group has a structurally lower effective tax rate than the statutory UK rate. This is

largelydrivenbytheInvestmentCompany,wherecertainformsofincomebenefitfromtaxexemptions.

Dividend and share count

ICG has a progressive dividend policy. Over the long term the Board intends to increase the dividend per share

by at least mid-single digit percentage points on an annualised basis.

TheBoardhasproposedafinaldividendof53.2ppersharewhich,combinedwiththeinterimdividendof25.8p

per share, results in total dividends for the year of 79.0p (FY23: 77.5p). This marks the 14th consecutive year of

increasesinourordinarydividendpershare,whichoverthelastfiveyearshasgrownatanannualisedrateof

12%. We continue to make the dividend reinvestment plan available.

At 31 March 2024 the Group had 290,631,993 shares outstanding (31 March 2023: 290,598,849). During the

year the Group recognised £53.6m in stock-based compensation. The Group has a policy of neutralising the

dilutiveimpactofstock-basedcompensationthroughthepurchaseofsharesbyanEmployeeBenefitTrust

('EBT').

Investment Company continued

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Annual Report & Accounts 2024

Investment Company expenses

Operating expenses in the IC of £100.4m decreased by 3% compared to FY23 (£103.1m).

£m

Year ended

31 March 2023

Year ended

31 March 2024 Change

Salaries 20.0 21.4 7%

Incentive scheme costs 59.6 58.6 (2%)

Administrative costs 20.7 18.1 (13%)

Depreciation and amortisation 2.8 2.3 (18%)

IC operating expenses 103.1 100.4 (3%)

Within IC operating expenses (incentive scheme costs), there was £12.6m expensed for stock-based

compensation. Incentive scheme costs also included DVB accrual of £35.1m (FY23: £36.6m), due both to the

passage of time and the impact of underlying valuation changes.

Employee costs for teams who do not yet have a third-party fund are allocated to the IC. For FY24, the directly-

attributablecostswithintheInvestmentCompanyforteamsthathavenothadafirstcloseofathird-partyfund

was£21.1m(FY23:£24.4m).Whenthosefundshaveafirstclose,thecostsofthoseteamsaretransferredtothe

Fund Management Company. During the period, certain costs within real estate were transferred from the IC to

FMC, resulting in £4.6m of expenses being recognised in the FMC.

Interest expense was £45.8m (FY23: £61.8m) and interest earned on cash balances was £21.5m (FY23: £13.9m).

TheICrecordedaprofitbeforetaxof£223.3m (FY23: loss before tax £(52.6)m).

The table below sets out movements in cash:

£m FY23 FY24

Opening cash 762 550

Operating activities

Fee and other operating income 573 492

Netcashflowsfrominvestmentactivitiesandinvestmentincome

162 180

Expenses and working capital (322) (272)

Tax paid (32) (41)

Group cash flows from operating activities - APM2,3 381 359

Financing activities

Interest paid (64) (49)

Interest received on cash balances 14 29

Purchase of own shares (39) –

Dividends paid (236) (223)

Net repayment of borrowings (195) (51)

Group cash flows from financing activities - APM2 (520) (294)

Othercashflow

(77) 14

FX and other movement 4 (2)

Closing cash 550 627

Regulatory liquidity requirement (44) (53)

Available cash 506 574

Available undrawn ESG-linked RCF 550 550

Cash and undrawn debt facilities (total available liquidity) 1,056 1,124

1. The aggregate cash (used)/received from balance sheet investment portfolio (additions), realisations, and cash proceeds

received from assets within the balance sheet investment portfolio.

2.Interestpaid,whichisclassifiedasanOperatingcashflowunderUK-adoptedIAS,isreportedwithinGroupcashflowsfrom

financingactivities-APM.

3. Pernote31oftheFinancialStatements,OperatingcashflowsunderUK-adoptedIASof£255.9m(FY23:£291.6m)include

consolidated credit funds. This difference to the APM measure is driven by cash consumption within consolidated credit funds as

a result of their investing activities during the period.

4.Cashflowsinrespectofpurchaseofintangibleassets,purchaseofproperty,plantandequipmentandnetcashflowfrom

derivativefinancialinstruments.

Finance review continued

Group continued

Balance sheet and cash flow

We use our balance sheet’s asset base to grow our fee-earning AUM, and do this through two routes:

– investing alongside clients in our existing strategies to align interests; and

– making investments to seed new strategies.

During the year we made gross investments of £323m alongside existing strategies and £312m in seed

investments. See page 24 for more information on the performance of our balance sheet investment portfolio

during the period.

To support this use of our balance sheet, we maintain a robust capitalisation and a strong liquidity position:

£m

31 March

2023

31 March

2024

Balance sheet investment portfolio 2,902 3,070

Cash and cash equivalents 550 627

Other assets 424 476

Total assets 3,876 4,173

Financial debt (1,538) (1,448)

Other liabilities (361) (430)

Total liabilities (1,899) (1,878)

Net asset value 1,977 2,295

Net asset value per share 694p 801p

Liquidity and net debt

At 31 March 2024 the Group had total available liquidity of £1,124m (FY23: £1,056m),netfinancialdebtof

£874m (FY23: £1,032m) and net gearing of 0.38x (FY23: 0.52x).

During the period, available cash increased by £68m from £506m to £574m, including the repayment of £51m of

borrowings that matured.

ICG

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At 31 March 2024, the Group had drawn debt of £1,448m (FY23: £1,538m). The change is due to the repayment

of certain facilities as they matured, along with changes in FX rates impacting the translation value:

£m

Drawn debt at 31 March 2023 1,538

Debt (repayment) / issuance (51)

Impact of foreign exchange rates (39)

Drawn debt at 31 March 2024 1,448

Netfinancialdebtthereforereducedby£158mto£874m(FY23:£1,032m):

£m

31 March

2023

31 March

2024

Drawn debt 1,538 1,448

Available cash 506 574

Net financial debt 1,032 874

At 31 March 2024 the Group had credit ratings of BBB (stable outlook) / BBB (positive outlook) from Fitch and

S&P, respectively.

TheGroup’sdebtisprovidedthrougharangeoffacilities.AllfacilitiesexcepttheESG-linkedRCFarefixed-rate

instruments. The weighted-average pre-tax cost of drawn debt at 31 March 2024 was 3.07% (FY23: 3.17%). The

weighted-averagelifeofdrawndebtat31March2024was3.3years(FY23:4.1years).Thematurityprofileof

our term debt is set out below:

£m FY25 FY26 FY27 FY28 FY29 FY30

Term debt maturing 246 180 496 – 99 427

For further details of our debt facilities see Other Information (page 204).

Net gearing

The movements in the Group’s balance sheet investment portfolio, cash balance, debt facilities and shareholder

equity resulted in net gearing decreasing to 0.38x at 31 March 2024 (FY23: 0.52x).

£m

31 March

2023

31 March

2024 Change %

Netfinancialdebt(A) 1,032 874 (15%)

Net asset value (B) 1,977 2,295 16%

Net gearing (A/B) 0.52x 0.38x (0.14)x

Finance review continued

Foreign exchange rates

The following foreign exchange rates have been used throughout this review:

Average rate

for FY23

Average rate

for FY24

Year ended

31 March 2023

Year ended

31 March 2024

GBP:EUR 1.1560 1.1609 1.1375 1.1697

GBP:USD 1.2051 1.2572 1.2337 1.2623

EUR:USD 1.0426 1.0829 1.0846 1.0792

The table below sets out the currency exposure for certain reported items:

USD EUR GBP Other

Fee-earning AUM 33% 54% 11% 2%

Fee income 35% 56% 8% 1%

FMC expenses 16% 17% 57% 10%

Balance sheet investment portfolio 22% 51% 20% 7%

The table below sets out the indicative impact on our reported management fees, FMC PBT and NAV per share

had sterling been 5% weaker or stronger against the euro and the dollar in the period (excluding the impact of

any hedges):

Impact on FY24

management fees

Impact on FY24

FMC PBT

NAV per share at 31

March 2024

Sterling 5% weaker against euro and dollar +£23.9m +£25.2m +14p

Sterling 5% stronger against euro and dollar -£(21.6)m -£(22.8)m -(13)p

1. Impact assessed by sensitising the average FY24 FX rates.

2.NAV/NAVpersharereflectsthetotalindicativeimpactasaresultofachangeinFMCPBTandnetcurrencyassets.

Where noted, this review presents changes in AUM, fee income and FMC PBT on a constant currency exchange

rate basis. For the purposes of these calculations, prior period numbers have been translated from their

underlying fund currencies to the reporting currencies at the respective FY24 period end exchange rates.

This has then been compared to the FY24 numbers to arrive at the change on a constant currency exchange

rate basis.

The Group does not hedge its net currency income as a matter of course, although this is kept under review.

The Group does hedge its net balance sheet currency exposure, with the intention of broadly insulating the

NAV from FX movements. Changes in the fair value of the balance sheet hedges are reported within the IC.

Group continued

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Annual Report & Accounts 2024

STAKEHOLDER

DIALOGUE

AND INSIGHT

KEY TO OUR

GOVERNANCE

AND GROWTH

The strength of our stakeholder

relationships enables us to grow

responsibly.Listeningtoandengagingwith

our diverse stakeholders drives progress,

trust and transparency. It enables us to

understand external developments and

market expectations and supports our

identificationofopportunitiesandrisks.

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Stakeholder engagement

Our key stakeholder groups

The Directors consider that the following groups are the Group’s key stakeholders. The Board seeks

to understand the interests of each stakeholder group so that these may be properly factored into the

Board’s decisions. We do this through various methods including direct engagement by executive and

non-executive Board members where relevant; receiving reports and updates from management; and

seeking input and counsel from external experts and advisers as appropriate.

The Board

EnvironmentCommunity

Regulators

Clients

ICG

management

External

experts and

advisers

Shareholders

and lenders

SuppliersEmployees

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Stakeholder engagement continued

Outcomes as a result

of that engagement

What were the key

topics of engagement?

How have the Board

and management engaged?

Why is it important

to engage?

Stakeholder

Shareholders

and lenders

Clients

Effective access to capital

is crucial for the success of

the Group, and fostering a

supportive investor base that

is interested in the long-term

prospects of the Group is of

strategic importance.

We seek to foster a two-way

dialogue with both current

and potential shareholders

and lenders.

We strive to communicate

clearly to them about our

performance and prospects.

We also seek to understand

their views on our industry

and our business so that these

perspectives can be factored

into management and Board

decisions.

The Group conducts an active Investor Relations

programme, engaging with shareholders, lenders

and rating agencies throughout the year using a

variety of channels. During FY24 these included

one-on-one and group meetings, shareholder

roadshows following results and on an ad hoc basis

(in a number of geographies), and shareholder

dinners (including with Non-Executive Directors

(NEDs) and members of the management team).

Following David Bicarregui’s appointment to the

Board, David has also spent time getting to know

our shareholders during the course of the year.

The Board and management receive feedback

on shareholder and lender views directly from

our shareholders, rating agencies and balance

sheetfinanceproviders,theGroup’sShareholder

Relations function and from third parties, such as

our corporate brokers.

The Chair also undertook a series of meetings

with our largest shareholders without management

present to receive shareholder feedback on the

Group, our growth plan and management.

– TheGroup’sfinancial

performance in FY23 and

outlook over the short and

long term

– Impact of the macroeconomic

environment on the Group’s

clients and portfolio

companies

– Fundraising, deployment

and realisation activity

– Cost base progression

and our investments in

the business

– Capital allocation including

dividend policy and

deploying balance sheet

capital alongside our clients

and to seed new strategies

– Strong engagement with current and potential

shareholders both through regular reporting

and off-cycle interactions

–Refinedourdisclosureontheperformanceof

our funds, having reformatted to webcast results

presentations as of Q3

– Hosted a shareholder seminar, “Deep dive on

scaling out”, as part of our annual programme

of shareholder seminars

– S&P Ratings updated our credit rating in

December 2022 to positive outlook

Clients entrust us with their

capital to invest on their behalf.

The single largest driver of our

long-term growth is continuing

to attract increasing levels of

capital from our clients and

growing our client base, while

delivering strong returns.

Ensuring that we understand

our clients’ needs and

serve them appropriately is

fundamental to the success of

the Group.

We are continually considering the position of our

clients, and how we can best engage with them.

More information on our clients can be found on

page 13.

Our in-house marketing team engages regularly

with all clients and potential clients, providing

detailed updates on fund performance, new funds

and other business developments, including

sustainability matters.

We held regular client investor days and investor

conferences throughout the year, ensuring that

our clients have access to our in-house distribution

team as well as to senior management and

members of our investment teams.

– Designing funds to meet

clients’ needs

– Strategy to grow our client

base and increase holdings

by existing clients

– Reporting of portfolio

performance

– Integrating sustainability

considerations into our

client reporting and our

investment processes

– Continued to broaden our expertise and

offering of funds to meet client needs

– Offered successor vintages of established

funds to meet client demand

– Enhanced our monitoring, target setting

and reporting for portfolio companies

– Continued to offer a number of funds with

sustainable elements (including our Article 9

Life Sciences Fund)

Read more on page 13

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Stakeholder engagement continued

Employees

Suppliers

The success of the Group

depends on collaboration

and expertise across teams.

Effective two-way

communication with our

employees is essential to build

and maintain engagement.

Our employee engagement

informs us where we are

doing well and where further

actions should be considered

and applied.

We have a number of formal and informal channels

toachievethis,includingasignificantemployee

engagement survey held during the year, regular

wholecompanybusinessbriefingsandregular

team meetings.

During the year, Amy Schioldager was the NED

responsible for employee engagement, and she

held a number of sessions with employees during

the year in individual and group forums. Effective

16 July 2024, Andrew Sykes will act as the NED

responsible for employee engagement.

Details of our employee engagement can be found

on page 36.

– DEI aims and ambitions

– Growth and development

of our employees

– Wellbeing of employees

– Enhancing our agile working

arrangements

– Ensuring that the employee

experience is not adversely

impacted by our growth

trajectory

– Approval of key DEI targets, including the

extension of the target for representation of

female colleagues and a new target for those

from ethnic minorities in senior management

– Refinementsbymanagementinrespectof

workplace culture and wellbeing

– Initiation of talent development and talent

retention programmes, including focused

training and mentoring

– Review of employee compensation

We work to ensure that our

suppliers are engaged with our

business and that each party

understands the approach of

the other.

This enables our suppliers

to better meet our needs

and us to understand

their perspective, as well

as delivering appropriate

oversight of the supplier

relationship.

We ensure that senior management hold regular

relationship meetings with our key suppliers to

ensure that any issues in our interactions with

them are fully considered and addressed, and

to review supplier performance. We are also

continuing with the development of our supplier

on-boarding process with enhanced due diligence

on our key suppliers in respect of key sustainability

metrics. The Board receives regular updates on our

engagement with suppliers, in particular in respect

of the third-party administrators who provide

services in respect of our funds.

One of our key third-party administrators

presented at a Board meeting this year, which was

an excellent opportunity to engage with each other

about our relationship and future plans.

– Ability of providers, including

third-party administrators,

to continue to provide a

high-quality and fairly

priced service

– Enhancement of ethical and

responsible procurement

practices including conducting

of Modern Slavery risk

assessment of suppliers

– Building broader relationships

with supplier teams

–Launchedafull-scalereviewofour

Third Party Administrator Arrangements

– Reviewed processes with suppliers (both

onboarding and the go-forward relationship)

and enhanced ESG assessment process which

all new and existing material suppliers are now

required to complete

– Review of invoice payment process to ensure

prompt payment of suppliers

Outcomes as a result

of that engagement

What were the key

topics of engagement?

How have the Board

and management engaged?

Why is it important

to engage?

Stakeholder

Read more on page 35

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Stakeholder engagement continued

Community

Environment

We are a people business, with

officesin19locations,investing

money on behalf of clients

including pension funds and

insurance companies worldwide.

Our actions may have meaningful

and direct impacts on local

communities. It is incumbent

upon us to ensure that we

actively cultivate and maintain

strong local relationships and

help our local communities

share in our success.

TheBoardhasreconfirmeditscommitmentto

our increased level of charitable payments and

emphasised to management the importance

of continuing to play our part as a responsible

member of society. Board members, including

both Executive and NEDs, have participated in

volunteering opportunities with key charitable

partners.

– Identifying the most

appropriate way for the

Group to positively impact

the wider community

– Continued commitment

of employee time to

charitable initiatives

– Continued our charitable partnership in support

of charities tackling the cost-of-living crisis via the

“Million Meals Initiative”

–Committed£2.6mthisfinancialyearto

support a variety of charitable causes

– Gave employees an opportunity to pitch to a panel

of senior management for corporate donations to

be made to charities close to the employees’ hearts

– as a result, over £100,000 was awarded to four

charitiesnotpreviouslysupportedbythefirm

– Over 220 employees participated in Corporate

Social responsibility volunteering sessions over

the course of the year

– Completed an innovative charitable arrangement

withCommunityCapitalCreditFund(ourfirst

social purpose investor) (CC) – CC has committed

to ICG Senior Debt Partners 5 and the Group has

waived its management fee/carried interest on the

basis that CC will put the saving towards

supporting causes that align with the Group’s

charitable focus (i.e. social mobility and early

career development)

We are aware of the impact

of our business operations

on the natural environment.

We are seeking to reduce

potential negative impact from

our own operations, as well as

from our funds’ investments

where relevant.

Details of our focus on environmental matters,

particularly those related to climate change, and

climate risk can be found on pages 47 to 64. The

Board has a keen interest in sustainability matters

and regularly receives updates from senior

management, including Board presentations

from our Global Head of Sustainability & ESG.

– How to integrate climate-

related considerations into our

corporate and portfolio

management decision making

– The most appropriate and

credible way to align the

business and investments to

make progress against our

stated decarbonisation goals

– Ensuring that investment

decisions are made with

appropriate regard to

environmental factors,

including our shareholders’,

lenders’, clients’ and

regulators’ requirements

– Continued enhancement of our pre-investment

assessment approach. For more information,

please see our Sustainability & People Report

– Continued to reduce greenhouse gas (GHG)

emissions from our own operations and made

progress in setting science-based targets with

Relevant Investments

, (see page 52 in our

TCFD Report)

– Committed to support the goal of achieving net

zero emissions across our operations and Relevant

Investments

by 2040. The commitment is

supported by two targets validated by the Science

Based Target Initiative (SBTi) (see page 48)

1. Relevant Investments include all direct investments within

the Group’s Structured and Private Equity asset class and

InfrastructureEquitystrategywheretheGrouphassufficient

influence.SufficientinfluenceisdefinedbySBTIasfollows:

at least 25% of fully diluted shares and at least a board seat.

AlltargetsrefertotheGroup’sfinancialyear,whichruns

from 1 April to 31 March.

Outcomes as a result

of that engagement

What were the key

topics of engagement?

How have the Board

and management engaged?

Why is it important

to engage?

Stakeholder

Read more on page 47

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Stakeholder engagement continued

Regulators

Certain subsidiaries of ICG are

licensedbyfinancialregulators

and subject to a wide spectrum

of regulation across a number

of jurisdictions.

Engaging with regulators, both

directly and through industry

bodies is vital for regulation

to evolve proportionately and

remain relevant.

Our continued compliance with

standards and expectations set

by regulators is of paramount

importance to the Group’s

standing as an asset manager

and to meeting the expectations

of our stakeholders. Therefore

the Group has a vested interest

in ensuring regulation remains

appropriate.

We build practices and

processes which complement

regulatory standards and

mandate all staff to comply

with these standards.

We continue to engage with regulators both

directly and through industry bodies in order

to inform and shape the development of our

industry.Wecompleterequiredfilings,surveys

and other submissions and acting responsively

and thoughtfully to any inbound queries.

– The Group participates

in industry bodies and

consultations and provides

input to regulators through

these and similar channels.

Where requested or

appropriate, we engage

directly with regulators on

specifictopics

– The Group engages on

matters relating to EU and UK

asset management regulation,

private markets regulation,

debt markets regulation

and ESG SEC private fund

manager regulation

– During the year the Group received permission

from regulators to open regulated branches in

Copenhagen, Paris, Milan and Frankfurt from

which the Group will conduct activities.

This was complemented with additional

MiFID top up permissions

– The Group also expanded its regulatory

licence in Australia in anticipation of evolving

local regulations

Outcomes as a result

of that engagement

What were the key

topics of engagement?

How have the Board

and management engaged?

Why is it important

to engage?

Stakeholder