- UK
Intermediaries
Scheme of reconstruction of Keystone Positive Change Investment Trust plc and members’ voluntary liquidation
Following the passing of the special resolution of the Company’s members on 28 March 2025, the scheme of reconstruction offering shareholders a cash exit or rollover of their investment to the Baillie Gifford Positive Change Fund became effective and the Company was placed into members’ voluntary liquidation under the provisions of the Insolvency Act 1986.
Derek Neil Hyslop and Richard Barker, both licensed insolvency practitioners of Ernst & Young LLP, have been appointed as joint liquidators for this purpose. Baillie Gifford & Co and its subsidiary companies are no longer responsible for the management of this investment company.
All enquiries should be directed to the joint liquidators at:
c/o The Joint Liquidators
RE: Keystone Positive Change Investment Trust plc (in liquidation)
Ernst & Young LLP
1 More London Place
London SE1 2AF
United Kingdom
Telephone: +44 (0)131 460 2388
Email: Keystone@parthenon.ey.comWhat happened?
On 6 December 2024, the Board of Directors of Keystone Positive Change Investment Trust plc (the “Company” or “KPC”) announced a scheme of reconstruction and members voluntary winding up of the Company under section 110 of the Insolvency Act 1986.
What were my options?
Pursuant to the proposal, each Ordinary Shareholder was entitled to elect to receive new Shares in the Baillie Gifford Positive Change Fund and/or an uncapped cash exit (subject to a 1.0 per cent. Discount to NAV per Ordinary Share).
The cash exit price was 2.30 pence per Ordinary Share and will be paid to eligible shareholders during the week commencing 7 April 2025. Shares in the Baillie Gifford Positive Change Fund were credited to CREST accounts on 28 March 2025 and shareholders received 0.7377 shares in the Positive Change Fund for each share held in the Company.
Who should I contact if I have queries regarding my holding in Keystone Positive Change Fund?
Shareholders who elected to receive shares in the Keystone Positive Change Fund should contact the client relations team at Baillie Gifford at: enquiries@bailliegifford.com or on 0800 917 2113.
Who should I contact if I have a query regarding my cash exit payment?
For questions relating to the receipt of your cash, contact the liquidator at: Keystone@parthenon.ey.com
Postponement of the reconstruction and voluntary winding up of the company RNS announcement
Recommended Proposals for the reconstruction and voluntary winding up of the Company and Notices of Ordinary Shareholders’ Class Meeting and General Meetings
Overview
Keystone Positive Change Investment Trust aims to generate long term capital growth with the aim of the NAV total return exceeding that of the MSCI AC World Index in Sterling terms by at least 2% per annum over rolling five-year periods and contribute towards a more sustainable and inclusive world by investing in the equities of companies whose products or services make a positive social or environmental impact.
The performance target stated is in no way guaranteed.
Performance & Portfolio
Periodic Performance
All figures to 28/02/2025 1 Year
3 Years
5 Years
10 Years
Share Price 11.5% 9.4% -12.9% -11.2% NAV -0.5% 0.8% -19.9% -16.4% Index* 16.1% 40.5% 58.0% 88.2%
Discrete Performance
Annual Performance to 31 December each year 31/12/2019
31/12/202031/12/2020
31/12/202131/12/2021
31/12/202231/12/2022
31/12/202331/12/2023
31/12/2024Share Price -0.8% -4.8% -33.6% 9.4% 9.8% NAV -11.2% -5.7% -24.9% 8.9% 1.3% Index* -9.8% 17.5% -7.6% 15.9% 20.1% Performance figures appear in GBP. Please bear in mind that past performance is not a guide to future returns. The value of your investment may go down as well as up, and you may not get back the amount you invested.
NAV is calculated with borrowings deducted at fair value for 1, 3 and 5 years and par value for 10 years.
Baillie Gifford & Co Limited were appointed as Managers and Company Secretaries on 10 February 2021. Prior to this date the Trust had a different investment universe and objective.
*MSCI ACWI Index (GBP). Changed from FTSE All Share Index on 10/2/2021. Data chain-linked from this date to form a single index.
Performance source: Morningstar and relevant underlying index provider, total return.
Holdings - 28/02/2025
Fund % 1 TSMC 8.6% 2 MercadoLibre 7.0% 3 ASML 4.8% 4 Remitly Global 4.5% 5 Microsoft 4.1% 6 Autodesk 3.9% 7 Shopify 3.9% 8 Xylem 3.8% 9 Ecolab 3.7% 10 Duolingo 3.7% Total 48.1% Insights
View all Insights.Meet the Managers
Kate Fox
Kate is an investment manager and decision maker in the Positive Change Team. Kate joined Baillie Gifford in 2002 and became a partner of the firm in 2020. She is a CFA Charterholder and graduated MA in Economics and Maths from the University of Edinburgh in 2001.
Kate believes the financial community plays a crucial role in creating a more sustainable world for future generations. Kate’s experience analysing smaller companies has left her with a natural enthusiasm for businesses that address unmet needs or challenge the status quo, as well as an appreciation of their long-term potential.
Lee Qian
Lee is an investment manager and decision maker in the Positive Change Team. He joined Baillie Gifford in 2012 and has previously worked as an analyst on the Developed Asia, International Growth, Global Income Growth and International Alpha strategies. Lee is a CFA Charterholder and graduated BA (Hons) in Economics and Management from the University of Oxford in 2012.
Lee grew up in China during a period of incredible economic and social progress, when hundreds of millions of people were lifted out of poverty and the standard of living improved for the majority of the population. Witnessing that has influenced Lee deeply and he has been interested in development since.Meet the Senior Impact Analysts
Ed Whitten
Ed is an impact director and decision maker in the Positive Change Team. He joined Baillie Gifford in 2018. Prior to joining Baillie Gifford, Ed worked for three years in a consultancy advising investors, insurers and corporates on risk management and social impact in emerging and frontier markets. Ed started his career as an officer in the British Army, latterly working in a cross-government role on the UK government. Ed graduated BA (Hons) in History from Newcastle University in 2008 and MSc in Sustainable Development from London’s School of Oriental and African Studies in 2020.
Ed’s experience of working in and studying developing countries drives his desire to work towards a more sustainable future that leaves no one behind. Ed believes that thoughtful and responsible investment in companies achieving financial, social and environmental returns has enormous potential to catalyse positive change in the corporate landscape, build trust in capital markets and help support solutions to global challenges.
Apricot Wilson
Apricot is a senior impact analyst and decision maker in the Positive Change Team. She joined Baillie Gifford in 2023. Prior to working at Baillie Gifford, Apricot completed the graduate training programme at Aberdeen Asset Management, before working for Investing for Development SICAV, a Luxembourg-based blended fund focused on development finance. Apricot is a CFA Charterholder and graduated MBA from the China Europe International Business School in Shanghai. Her first degree was in Modern and Medieval Languages from the University of Cambridge.
Having worked in development, Apricot has been impressed by the power of financial markets to generate positive societal change. She has a particular interest in opportunities which support those living at the base of the economic pyramid.
How to Buy
Further information on the funds can be found in the relevant Key Investor Information and Prospectus Documents, which are available in English and will be sent to you free of charge on request.
You can invest in our funds via a number of fund platforms. Information on the range of funds available through platforms can be obtained from platforms@bailliegifford.com
Documents
You can access any literature about the Fund here, either by downloading or requesting a copy by post (where available).
To download any document you will need Adobe Reader. Please note that we can now provide you with Braille and audio transcriptions of our literature on request. It may take up to 10 days for the transcription to be completed dependent on the size of the document.
Annual reports
Corporate governance
Impact report and positive conversations
Interim reports
Investor disclosure document
Other fund literature
Philosophy and process documents
Portfolio valuation
RNS announcements
Sustainability-related disclosures and climate reports
PRIIPs key information document
Sustainability disclosure requirements (SDR)
Risks
The investment trusts managed by Baillie Gifford & Co Limited are listed UK companies. The value of their shares, and any income from them, can fall as well as rise and investors may not get back the amount invested. The specific risks associated with the Trust include:
Currency
The Trust invests in overseas securities. Changes in the rates of exchange may also cause the value of your investment (and any income it may pay) to go down or up.
Emerging markets
The Trust invests in emerging markets where difficulties in dealing, settlement and custody could arise, resulting in a negative impact on the value of your investment.
Private companies
Unlisted investments such as private companies can increase risk. These assets may be more difficult to sell, so changes in their prices may be greater.
Gearing
The Trust can borrow money to make further investments (sometimes known as “gearing” or “leverage”). The risk is that when this money is repaid by the Trust, the value of the investments may not be enough to cover the borrowing and interest costs, and the Trust will make a loss. If the Trust's investments fall in value, any invested borrowings will increase the amount of this loss.
Liquidity
Market values for securities which have become difficult to trade may not be readily available and there can be no assurance that any value assigned to such securities will accurately reflect the price the Trust might receive upon their sale.
Concentration
The Trust's risk is increased as it holds fewer investments than a typical investment trust and the effect of this, together with its long term approach to investment, could result in large movements in the share price.
Derivatives
The Trust can make use of derivatives which may impact on its performance.
Sustainable and responsible investment
The Trust invests in companies whose products or behaviour make a positive impact on society and/or the environment. This means the Trust will not invest in certain sectors and companies and the universe of investments available to the Trust will be more limited than other funds and trusts that do not apply such criteria. The Trust therefore may have different returns than a fund or trust which has no such restrictions.
Premium risk
Share prices may either be below (at a discount) or above (at a premium) the net asset value (NAV). The Company may issue new shares when the price is at a premium which may reduce the share price. Shares bought at a premium may have a greater risk of loss than those bought at a discount.
Buy-backs
The Trust can buy back its own shares. The risks from borrowing, referred to above, are increased when a trust buys back its own shares.
Unlikely to achieve income
The aim of the Trust is to achieve capital growth and it is unlikely that the Trust will provide a steady, or indeed any, income.
Regulation
The Trust is listed on the London Stock Exchange and is not authorised or regulated by the Financial Conduct Authority.
Suitability for retail distribution
Please note that the Company currently conducts its affairs, and intends to continue to conduct its affairs, so that the Company’s ordinary shares can be recommended by Independent Financial Advisers to ordinary retail investors in accordance with the FCA’s rules in relation to non-mainstream pooled investment products (NMPI). The Company’s ordinary shares are excluded from the FCA’s restrictions which apply to non-mainstream pooled investment products because they are shares in an investment trust.
Disclaimers
MSCI Disclaimer
Source: MSCI. The MSCI information may only be used for your internal use, may not be reproduced or disseminated in any form and may not be used as a basis for or a component of any financial instruments or products or indices. None of the MSCI information is intended to constitute investment advice or a recommendation to make (or refrain from making) any kind of investment decision and may not be relied on as such. Historical data and analysis should not be taken as an indication or guarantee of any future performance analysis, forecast or prediction. The MSCI information is provided on an “as is” basis and the user of this information assumes the entire risk of any use made of this information. MSCI, each of its affiliates and each other person involved in or related to compiling, computing or creating any MSCI information (collectively, the “MSCI Parties”) expressly disclaims all warranties (including, without limitation, any warranties of originality, accuracy, completeness, timeliness, non-infringement, merchantability and fitness for a particular purpose) with respect to this information. Without limiting any of the foregoing, in no event shall any MSCI Party have any liability for any direct, indirect, special, incidental, punitive, consequential (including, without limitation, lost profits) or any other damages. (www.msci.com)
