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2024
Real Estate Credit Investments Limited
Annual
Report and
Accounts
Real Estate Credit Investments is a specialist
investor in the United Kingdom and Western
European real estate markets with a focus on
fundamental credit and value
Annual Report and Accounts 2024
Attractive returns
from credit
exposure to UK and
Western European
real estate markets
Contents
Overview
02
Overview and Highlights
02
At a Glance
04
About the Company
06
Chairman’s Statement
08
KPIs and Financial Highlights
11
Business and Strategy Review
12
Strategic Framework and Performance Highlights
14
Strategic Report
16
Investment Manager’s Report
20
Stakeholder Engagement
24
Sustainability Report
28
Governance
34
Board of Directors
36
Management Team
38
Directors’ Report
40
Remuneration Committee Report
44
Corporate Governance Statement
46
Audit and Risk Committee Report
52
Directors’ Responsibility Statement
56
Financial Statements
58
Independent Auditor’s Report
60
Statement of Comprehensive Income
67
Statement of Financial Position
68
Statement of Changes in Equity
69
Statement of Cash Flows
70
Notes to the Financial Statements
71
Appendix I – AIFM Remuneration Policy (Unaudited)
99
Appendix II – AIFM Leverage (Unaudited)
100
Directors and Advisers
101
Glossary
102
04
At a Glance
Providing compelling risk-adjusted returns
08
Chairman’s Statement
RECI continues to deliver a robust Net Asset Value (“NAV”)
and attractive quarterly dividends of 3 pence per share
58
Financial Statements
In this Report
Real Estate Credit Investments Limited
Annual Report and Accounts 2024
01
Key Figures
Net Assets
£326.4m
(31 March 2023: £337.0m)
NAV per Share
£1.45
(31 March 2023: £1.47)
Total Assets
£352.3m
(31 March 2023: £419.0m)
Net Profit
£21.9m
(Full year ended 31 March 2023: £20.6m profit)
Commercial Development in Spain
OVERVIEW
AS AT 31 MARCH 2024
Overview and
Highlights
Residential Development in the United Kingdom
What Do We Offer
Defensive credit exposure to UK and Western European
real estate markets
• Stable and uninterrupted dividends delivered consistently
since October 2013
Granular portfolio with detailed disclosure
• 31 positions
• Diverse portfolio across sectors and geography
Attractive and stable income in a changing
interest rate environment
• Consistent portfolio yield of 9%+ offering a buffer to
risk-free rates
• A high-yielding portfolio, combined with a short weighted
average life, ensures minimal exposure to yield widening
and the ability to redeploy at higher rates quickly
Access to Cheyne’s established real estate investment team and substantial origination pipeline
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
02
Total NAV Return
7.0%
(31 March 2023: 6.2%)
Dividend Yield
10.4%
(31 March 2023: 9.0%)
Share Price
£1.15
(31 March 2023: £1.34)
Dividends
12.0 pence
(31 March 2023: 12.0 pence)
RECI Offers:
Focus on senior secured
credit, with defensive
Loan-to-Values (“LTVs”)
Dividend
stability without
compromising risk
Strong governance
control over its
loan book
Conservative
and diversified
leverage profile
Management
from Cheyne’s
Real Estate team
Large,
experienced,
well capitalised
borrowers
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
03
OVERVIEW
At a Glance
Our investment strategy provides compelling risk-adjusted returns.
Real Estate Credit Investments (“RECI” or the “Company”) is a closed-ended investment company which originates and invests
in real estate debt secured by commercial or residential properties in Western Europe, focusing primarily on the United Kingdom,
France and Spain.
The Company’s aim is to deliver a stable quarterly dividend with minimal portfolio volatility, across economic and credit cycles,
through a levered exposure to real estate credit investments.
RECI’s investments are predominantly in Self-Originated Loans and Bonds. The Company also holds a small portfolio of Market
Bonds (listed real estate debt securities such as Commercial Mortgage Backed Securities (“CMBS”)).
Investment Portfolio Composition
RECI’s investment portfolio, a diversified book of 31 positions in real estate bonds and loans, was valued at £329.4 million including
accrued interest, as at 31 March 2024, down from £400.7 million as at 31 March 2023. The portfolio had a weighted average
levered yield of 10.2% and a loan-to-value ratio of 64.9% as at 31 March 2024.
Interest Type
WA Duration
Geography
Sector
Asset Type
Entry LTV
0-50%
25%
50-65%
39%
65-80%
31%
>80%
5%
Other
3%
Core+
15%
Core
2%
Living Assets
44%
UK
58%
0-1 yr
25%
Fixed
79%
Development
72%
Value Add
8%
Hotel/Leisure
20%
France
26%
1-2 yrs
54%
Mixed Use
20%
Office
10%
Other
6%
Spain
6%
Other
10%
2-3 yrs
17%
3-4 yrs
4%
Floating
21%
Portfolio by Geography
by % of Total Committed Capital including PIK
Country
Allocation
March 2024
%
Change since
March 2023
%
United Kingdom
57.8
(0.5)
France
26.4
2.6
Spain
5.9
(1.6)
Finland
4.1
0.4
Ireland
1.9
0.4
Italy
1.0
(0.2)
Germany
2.9
1.8
icons denote Cheyne Real Estate Offices in Berlin, Dublin, London, Madrid and Paris.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
04
Share Price vs NAV per Share
100
110
120
130
140
150
160
170
180
190
Mar 24
Feb 24
Jan 24
Dec 23
Nov 23
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Sep 23
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Share Price
NAV per Share
Performance (Pence)
NAV and Share Price
As at 31 March 2024
Net Assets
£326.4m
Shares Outstanding (net of treasury shares)
225.2m
NAV (per share)
£1.45
Share Price (per share)
£1.15
Discount
(20.7)%
Dividend Yield
10.4%
Market Capitalisation
£262.6m
Total NAV Return
1
Financial Year Ended 31 March 2024
7.0%
Prior Financial Year Ended 31 March 2023
6.2%
Last Three Financial Years Ended 31 March 2024
21.8%
Last Five Financial Years Ended 31 March 2024
30.1%
1
The Total NAV Return measures the combined effect of any dividends paid, together with
the rise or fall in the NAV per share. The Total NAV Return relates to past performance and
takes into account both capital returns and dividends paid to Shareholders. Any dividends
received by a Shareholder are assumed to have been reinvested in the assets of the
Company at its NAV per share on the ex-dividend date. The Total NAV Return is
considered an Alternative Performance Measure pursuant to ESMA Guidelines which is
unaudited and outside of the scope of International Financial Reporting Standards (“IFRS”).
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
05
OVERVIEW
Real Estate Credit Investments Limited (“RECI” or the
“Company”) is incorporated in Guernsey, governed by
the Companies (Guernsey) Law, 2008 (as amended) (the
“Companies Law”) and regulated as an authorised closed-
ended investment scheme by the Guernsey Financial Services
Commission. At the Annual General Meeting (“AGM”) in
September 2021, the continuation vote was passed and the
next continuation resolution will be subject to Shareholder
approval at the AGM to be held in September 2025.
The Company invests in real estate debt secured by commercial
or residential properties in the United Kingdom and Western
European countries focusing primarily on those countries
where it sees the changing dynamics in the real estate debt
market offering a sustainable deal flow for the foreseeable
future. The Company has adopted a long-term strategic
approach to investing and focuses on identifying value in real
estate debt. In making these investments, the Company uses
the expertise and knowledge of its Alternative Investment
Fund Manager (“AIFM”), Cheyne Capital Management (UK)
LLP (“Cheyne” or the “Investment Manager”).
The shares are currently listed on the premium segment of
the Official List of the UK Listing Authority and trade on the
Main Market of the London Stock Exchange. The shares offer
investors a leveraged exposure to a portfolio of real estate
credit investments and pay a quarterly dividend.
Website and Share Price Information
The Company has a dedicated website, which can be found
at
www.realestatecreditinvestments.com
that contains
information, including regulatory announcements, share price
information, financial reports, investment objectives and
strategy, investor contacts, information on the Board and
information on the Alternative Investment Fund Managers
Directive (“AIFMD”).
Investment Objective and Investment Policy
Investment Objective
The Investment Objective of the Company is to provide
Shareholders with attractive and stable returns, primarily in
the form of quarterly dividends, by exposure to a diversified
portfolio of real estate credit investments, predominantly
comprising real estate loans and bonds.
Investment Policy
To achieve the Investment Objective, the Company invests
and will continue to invest in real estate debt secured by
commercial or residential properties in the United Kingdom
and Western Europe countries.
The Investment Objective of the Company
is to provide Shareholders with attractive
and stable returns, primarily in the form of
quarterly dividends.
About the
Company
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
06
The real estate credit investments may take different forms
but are likely to be:
(i)
secured real estate loans, debentures or any other forms
of debt instruments (together “Secured Debt”). Secured
real estate loans are typically secured by mortgages over
the property or charges over the shares of the property-
owning vehicle. Individual Secured Debt investments will
have a weighted average life profile ranging from six months
to five years. Investments in Secured Debt will also be
directly or indirectly secured by one or more commercial
or residential properties, and shall not exceed a loan-to-
value (“LTV”) of 85% at the time of investment;
(ii) listed debt securities and securitised tranches of real
estate related debt securities, for example, residential
mortgage-backed securities and commercial mortgage-
backed securities (together “MBS”). For the avoidance
of doubt, this does not include equity residual positions
in MBS; and
(iii) other direct or indirect opportunities, including equity
participations in real estate, save that no more than 20%
of the total assets will be invested in positions with an
LTV in excess of 85% or in equity positions that are
uncollateralised. On certain transactions, the Company
may be granted equity positions as part of its loan terms.
These positions will come as part of the Company’s
overall return on its investments and may or may not
provide extra profit to the Company depending on market
conditions and the performance of the loan. These
positions are deemed collateralised equity positions.
All other equity positions that the Company may invest
in are deemed uncollateralised equity positions.
Dividend Policy
Subject to the applicable requirements and restrictions
contained in the Companies Law, the Company may consider
making interim dividend payments to Shareholders, having
regard to the net income remaining after the potential
reinvestment of cash or other uses of income, at a level the
Directors deem appropriate, in their sole discretion, from
time to time. There is no fixed date on which it is expected
that dividends will be paid to Shareholders.
It is the intention of the
Company to continue
to pay a stable quarterly
dividend with the
potential for additional
payments if investment
returns permit
Hotel development in Spain
Real Estate Credit Investments Limited
07
Annual Report and Accounts 2024
OVERVIEW
I am pleased to report that for the year ended 31 March 2024,
RECI delivered a total net profit of £21.9 million and maintained
an unchanged dividend of 3 pence per quarter, despite
challenging times for the listed investment company sector.
The last financial year saw the war in Ukraine continuing and
the events of 7 October 2023 and Israel’s response in Gaza,
have seen heightened tensions in the Middle East. Elsewhere,
geopolitical tensions and concerns remain, in a year of record
numbers of government elections worldwide.
While the rate of inflation has been reducing from its peak,
strong labour markets and energy prices have caused Central
Banks to delay in cutting interest rates for longer than was
expected. The Bank of Canada and the European Central Bank
have recently announced rate reductions and consensus
remains that interest rates will reduce over the rest of 2024
and 2025 bringing benefits to households and corporate
borrowers. The return to long-term lower interest rates,
albeit not to the lows of the last decade, will see income
seekers move away from cash and government bonds as
they seek higher returns on their investment. A reduction in
interest rates should also benefit and allay investor concerns
about the credit and real estate markets.
The economic and geopolitical challenges of the last year,
combined with discount, liquidity and some governance
issues, have seen investor sentiment negatively impacted
across the whole listed investment company sector. Concerns
over credit and UK equity markets and real estate and private
equity valuations have driven significant investor selling, allied
to the need to sell investment company shares to provide
liquidity to satisfy significant levels of redemptions in investors’
underlying funds. This combination has seen investment
companies’ share price discounts widen to near record levels.
1 Source: Liberum, company data
Against this challenging backdrop, the Board and Cheyne
have continued to focus on RECI’s core strengths and seek
to deliver for our Shareholders. The Company’s shares traded
at an average discount to NAV of 14.7% during the financial
year ended 31 March 2024. Reflecting market sentiment,
the Real Estate Debt Sector traded at an average discount
of 26.3% (excluding RECI) over the same 12 months
1
.
During the last financial year, the Company received interest
and repayments on its portfolio to fund its existing investment
commitments. Since the year end, the Company has received
two further repayments totalling £16.7 million. The Board
continues its practice of considering all options when
assessing the levels of excess cash to be retained or
deployed by the Company from time to time and how any
such cash available for deployment should be allocated.
Excess cash is regarded as the cash available following
recognition of the obligation to ensure sufficient cash
resources to pay, inter alia, the Company’s expenses,
borrowings, dividends, and fund its ongoing contractual
loan commitments, from time to time (“Available Cash”).
Mindful of the Company’s prevailing discount and Available
Cash, the Board launched an initial buyback programme
in August 2023 and a successor buyback programme in
March 2024.
The Directors and Cheyne remain committed to providing
detail and transparency regarding the Company’s portfolio
and investment strategy, allowing all investors to focus on
RECI and its merits and opportunities, notwithstanding the
challenging broader market environment.
I am pleased to report that RECI won the Best Performance
Award as the top performer over three years in the Specialist
Debt Category at Citywire’s annual awards ceremony in
November 2023.
RECI continues to deliver
a robust NAV and attractive
quarterly dividends of 3 pence
per share.
Chairman’s
Statement
Bob Cowdell
Chairman
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
08
Reflecting your Board’s and our Investment Manager’s
confidence in RECI and its future, the Directors and employees
of Cheyne have purchased an aggregate of 1.24 million
shares in the Company since the start of the financial year
on 1 April 2023.
Financial Performance
RECI reported a total net profit for the financial year ended
31 March 2024 of £21.9 million on year-end total assets of
£352.3 million, compared with a £20.6 million net profit in
the year ended 31 March 2023, on year-end total assets of
£419.0 million.
The NAV as at 31 March 2024 was £1.45 per share (£1.47
per share as at 31 March 2023) which, combined with the
12 pence per share of dividends payable in respect of the
year ended 31 March 2024, represents an annualised total
return for Shareholders of 7.0%.
During the financial year ended 31 March 2024, the Company’s
shares traded at an average discount to NAV of 14.7%, (6.1%
discount for the year ended 31 March 2023).
Total quarterly dividends declared in respect of the financial
year ended 31 March 2024 were an unchanged 12 pence
per share, returning £27.4 million to our Shareholders.
In the course of the last financial year, the Company utilised
short-term leverage at an average cost of borrowing of 6.8%,
with average gross leverage of £73.9 million or 0.22x NAV.
RECI also had asset level structured leverage, totalling
£33.9 million at year end, at an average borrowing cost
of 7.5%.
When the financial year began on 1 April 2023, RECI had
gross balance sheet leverage of £80.4 million (0.24x NAV)
and leverage net of cash of £64.0 million (0.19x NAV). As at
31 March 2024, the Company’s gross balance sheet
leverage was £23.8 million (0.07x NAV); its leverage net of
cash was £1.0 million (0.00x NAV); and its net effective
leverage, including contingent liabilities of £3.9 million
(being the partial recourse commitment, representing 25%
of asset level borrowings provided to certain asset level
structured finance counterparties), was 0.02x NAV.
During the financial year to 31 March 2024, the Company
funded £95.2 million into existing investments, compared
with £158.6 million in the previous financial year. RECI
received cash repayments and interest of £134.2 million
in this year, compared with £159.0 million in the year ended
31 March 2023. The Company also received £9.3 million (net
of repo financing) via the sale of market bonds in the year.
Financial Year Review
Despite the challenging real estate and credit markets,
the Company’s robust portfolio ensured the NAV remained
stable at an average of £1.47 per share during the financial
year, notwithstanding the payment to Shareholders of four
unchanged dividends, totalling 12 pence per share, during
the period.
Cheyne maintained the strategy of focusing portfolio
exposure upon lower risk senior loans, with 86% of the
Company’s positions comprised of senior assets by the
financial year end. RECI’s holding of market bonds had
reduced to 2.2% of the portfolio by 31 March 2024. The
weighted average life of the whole portfolio was 1.4 years
for the financial year ended 31 March 2024; and the
weighted average LTV of the Company’s portfolio was
64.9% (59.2% at 31 March 2023), maintaining significant
defensive equity headroom.
The Board and Cheyne have continued to monitor RECI’s
cash resources and repayments and to consider the
appropriate level and blend of gearing for the Company,
which saw a reduction in gross and net balance sheet
leverage over the year to 31 March 2024.
The negative market sentiment during our last financial year
inevitably impacted RECI’s share price and saw material
discount widening across the investment company sector
generally and the credit and real estate sectors, in particular.
The Company’s shares traded at an average discount to
NAV of 14.7% for the financial year ended 31 March 2024.
On 31 August 2023, the Company announced a share
buyback programme (the “Initial Programme”), with a
maximum aggregate purchase price of £5.0 million. Pursuant
to that programme, a total of 4,095,000 shares were
purchased for treasury for an aggregate amount of £5.0 million.
Shares were repurchased under the Initial Programme at
an average discount to net asset value per share of 16.6%,
with the Company's shares trading at an average discount
of 14.2% from 31 August 2023 to 25 March 2024 (the date of
the last share repurchase under the Initial Programme).
On 28 March 2024, the Company announced that it intended
to undertake a further buyback programme (the "Successor
Programme") which will run to 30 September 2024. The
maximum aggregate purchase price of all shares acquired
under the Successor Programme will be £10.0 million and
1,812,643 shares have been repurchased to date.
The Company’s shares closed at £1.22 on 18 June 2024
(a discount of 16.38%), which would provide a yield of 9.84%
on the basis of continuing to pay a quarterly 3 pence dividend
per share for the rest of the current financial year.
The merits of RECI’s offering and, in particular, the yield at
current share price levels, appear to have been overlooked
amid the broader volatile market and negative sector
background. Your Board continues to believe that RECI
provides investors with a highly attractive and sustainable
long-term income stream.
RECI is well positioned to deliver this attractive dividend
stream alongside a robust NAV and provide investors with
a substantial and liquid company (with total assets of
£352.3 million and market capitalisation of £262.6 million
at 31 March 2024) with the potential for the shares to re-rate
and the Company to grow over time.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
09
Chairman's Statement
(continued)
Board Update
Colleen McHugh was appointed on 15 September 2023 as
Chair of the Board’s Management Engagement Committee,
succeeding Susie Farnon who remains Chair of the Company’s
Audit and Risk Committee.
In line with the Board’s succession planning and following
the appointment of an independent recruitment firm and a
comprehensive search process, the Company announced
on 8 May 2024 that Andreas Tautscher had been appointed
as an independent non-executive director of the Company.
He will also serve as a member of the Company's Audit and
Risk, Nomination, Remuneration and Management
Engagement Committees and will stand for election at the
Annual General Meeting to be held in September 2024.
Andreas has over 30 years’ experience in the banking and
financial services industry, including as CEO of Deutsche
Bank International, and I am looking forward to the Company
benefiting from the experience and complementary skills
he will bring.
Having joined RECI and become Chair in 2015, in accordance
with good governance practice I had agreed with the Board
that it would not be appropriate for me to stand for re-election
at the September 2024 AGM and that I should retire from
the Board at the conclusion of that meeting. Accordingly,
led by our senior independent director (“SID”), the Board
carried out a process to recruit a successor Chair candidate
earlier this year and a candidate was identified to join the
Board and succeed me after a suitable handover period.
Unfortunately, the candidate has now withdrawn due to a
perceived conflict of interest that had arisen.
As announced on 12 June 2024, John Hallam, the SID and
Chair of the Remuneration Committee, has advised the Board
that reluctantly he wishes to retire from the Board at the
September AGM for personal reasons. As a consequence of
John stepping down, the Board has requested that I stand for
re-election and continue as Chair beyond the September
2024 AGM for the requisite period needed to complete the
process to identify a successor as Chair and achieve a smooth
and successful handover. As announced, Susie Farnon was
appointed as the new SID with immediate effect and will
lead the process of recruiting my successor. I would like to
record the Board’s appreciation of John’s highly valued
contribution to RECI as a non-executive director, SID and
committee chair during the course of his tenure.
Environmental, Social and Governance
Matters (“ESG”)
Your Board continues to recognise and support the growing
focus on ESG considerations and the importance of ethical
factors, including climate change, when pursuing the
Company’s investment objective and in the selection of
service providers and advisers to the Company.
In her role as “ESG Lead”, Colleen McHugh is working closely
with Cheyne in developing and implementing RECI’s
ESG approach.
Page 26 of the Stakeholder Engagement section and
pages 28 to 33 of the Sustainability Report provide further
information about the Company’s and the Investment
Manager’s approach to ESG matters.
Outlook
The UK general election will be held on Thursday 4 July, with
a change of government widely anticipated. 2024 will also
see the greatest ever number of elections around the globe,
with eyes focused on the outcome of November’s US
elections as potentially being the most destabilising.
A resolution to the conflicts in Ukraine and the Middle East
appears as challenging as ever.
The reduction of inflation should allow Central Banks to move
to reduce interest rates over time, albeit perhaps slower
than anticipated. A return to a lower long-term interest rate
environment, even if not returning to the recently experienced
low levels, should benefit RECI as it continues to provide
investors with a highly attractive and sustainable yield.
In considering all options when deciding on the appropriate
allocation of the Company’s Available Cash resources, the
Board is mindful of when opportunities present themselves to
achieve attractive repeatable returns from new investments
and thereby enhance the “investment case” for RECI.
Encouragingly, Cheyne and its new deal pipeline ensure
that RECI will continue to benefit from the opportunities to
lend at attractive returns of over 10% to enhance portfolio
returns and dividend cover. Scheduled portfolio repayments
over the rest of the year will boost Available Cash to be
deployed into new higher yielding opportunities alongside
funding the current and potential future buyback programmes.
Notwithstanding the challenging market and sector
background, the Directors believe that RECI remains
soundly positioned to continue to deliver an attractive and
stable dividend to investors seeking a reliable long-term
income stream from a listed and liquid investment company,
with a highly regarded specialist Investment Manager.
Bob Cowdell
Chairman
19 June 2024
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
10
 
Key Performance Indicators
31 Mar 2024
31 Mar 2023
Balance Sheet
NAV per share
£1.45
£1.47
Share price
£1.15
£1.34
Discount
(20.7)%
(8.8)%
Average discount in year
1
(14.7)%
(6.1)%
Leverage (% of NAV)
2
7.3%
23.8%
1
Average discount in year is the average of the difference between the share price and the NAV per share divided by NAV per share.
2
Leverage is the recourse financing divided by the net assets.
31 Mar 2024
31 Mar 2023
Profit, Loss and Dividends
Earnings per share
9.6p
9.0p
Dividends per share declared for the year
12.0p
12.0p
Total NAV Return (including dividends) annualised
1
7.0%
6.2%
1
Assumes re-investment of dividends.
Financial Highlights
31 Mar 2024
£m
31 Mar 2023
£m
Balance Sheet
Cash, cash equivalents and cash held by brokers
22.8
16.5
Net assets
326.4
337.0
31 Mar 2024
£m
31 Mar 2023
£m
Profit and Loss
Operating income
31.4
30.7
Net profit
21.9
20.6
The complete set of the Balance Sheet and Profit and Loss items are presented in the Company’s financial statements.
Further Information
Monthly fact sheets as well as quarterly update presentations are available on the Company’s website:
realestatecreditinvestments.com
.
KPIs and Financial Highlights
1
1
Alternative Performance Measures are described in Glossary on page 102.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
11
Annual Report and Accounts 2024
In this section
Strategic Framework and Performance Highlights
14
Strategic Report
16
Investment Manager’s Report
20
Stakeholder Engagement
24
Sustainability Report
28
Business
and Strategy
Review
Hotel development in the United Kingdom
BUSINESS AND STRATEGY REVIEW
Senior real estate lending remains a high conviction theme
Strategic Framework
and Performance
Highlights
Objectives
Performance Highlights
Provide investors with a
diversified portfolio of real
estate credit investments
Deliver a stable
quarterly dividend with
minimal volatility
Exploit opportunities
in the real estate market
Position the Company to
grow through opportunities
the Investment Manager
is delivering
Deal Repayments
and Interest in Year
£134.2m
(as at 31 March 2024)
Dividends
Paid
£27.4m
(as at 31 March 2024)
Investment
Portfolio
£329.4m
(as at 31 March 2024)
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
14
Performance Highlights
Progress in Year Ended 31 March 2024
• RECI’s investment portfolio is a diversified book of
31 positions in real estate loans and bonds.
• Over the course of the last financial year RECI funded
£95.2 million into existing deals during the year with
no new commitment to deals.
• Investment book has reduced to £360.0 million
(gross of leverage) as at 31 March 2024 which is spread
across 31 positions with a weighted average levered gross
yield of 10.2% and an average loan-to-value of 64.9%.
• RECI also received cash repayments and interest
of £134.2 million in this year.
• Paid out dividends of 3 pence per share each quarter,
12 pence over the year.
• A total of £27.4 million in dividends returned to
our Shareholders.
• RECI continues to migrate towards an all-senior loan book.
• Measures to position the Company to achieve its
longer-term aim of growing the Company.
• Protection and maintenance of dividends by
improved returns on the loans and re-investment.
• Continue to de-risk and optimise funding lines.
Health spa in the United Kingdom
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
15
BUSINESS AND STRATEGY REVIEW
Investment Objective and Investment Policy
The Investment Objective and Investment Policy are set
out on page 6, along with a further paragraph “About the
Company” explaining in more detail the corporate structure
and listing of the Company’s shares.
RECI is externally managed by Cheyne, a UK investment
manager authorised and regulated by the Financial Conduct
Authority (“FCA”). Cheyne is a limited liability partnership
registered in England and Wales on 8 August 2006 and is
authorised and regulated in the conduct of investment
business in the United Kingdom by the FCA. Cheyne is also
the AIFM of the Company. Cheyne has offices in London,
Berlin, Madrid, Bermuda, Dublin, Dubai, New York, Zurich,
Monaco, Munich, Sydney and Paris.
Current and Future Development
A review of the year and outlook is contained in the Investment
Manager’s Report and also in the Chairman’s Statement.
Performance
A review of performance is contained in the Key Performance
Indicators (“KPIs”) and Financial Highlights section and the
Investment Manager’s Report.
A number of performance measures are considered by the
Board and the Investment Manager in assessing the Company’s
success in achieving its objectives and considering its
progress and performance. The KPIs are shown on page 11.
Duties and Responsibilities
The Board has overall responsibility for optimising the
Company’s performance by directing and supervising the
affairs of the business and meeting the appropriate interests
of Shareholders and relevant stakeholders, while enhancing
the value of the Company and also ensuring the protection
of investors. A summary of the Board’s responsibilities is
as follows:
• statutory obligations and public disclosure;
• strategic matters and financial reporting;
• risk assessment and management including reporting,
compliance, governance, monitoring and control; and
• other matters having a material effect on the Company.
The Board is responsible to the Shareholders for the overall
management and strategy of the Company but has delegated
day-to-day operations to the Investment Manager and
Citco Fund Services (Guernsey) Limited (“Citco” or the
“Administrator”), while reserving the powers of decision
making relating to the determination of the Investment
Policy, corporate structure and the management of the
share capital of the Company.
The Board is further responsible for financial reporting, risk
management and determining the dividend and accounting
policies. While the Investment Manager manages the portfolio
of the Company, the Board retains responsibility for overseeing
the Investment Manager and ensuring the establishment and
ongoing operation of a sound system of internal control.
Any material contracts and those not in the normal course
of business are also subject to approval by the Board.
The Board is also responsible for its own structure, size
and effectiveness, with the delegation of some duties to
Committees made up of its members. The Board retains
control of the Committees and requires that they report to
the full Board on a regular basis providing their findings and
recommendations. The Nomination Committee is responsible
for considering the size, structure and composition of the
Board; retirements and appointments of additional and
replacement Directors and, as appropriate, making
recommendations to the Board. The Remuneration Committee
determines Directors’ remuneration and sets the Company’s
remuneration policy.
The Board performs a formal and rigorous review of its own
performance and continually scrutinises its independence
and transparency.
The Board’s responsibilities for the Annual Report are set
out in the Directors’ responsibility statement. The Board is
also responsible for issuing appropriate half-yearly financial
reports and other price-sensitive public reports.
The Strategic Report describes the business of the Company
and details the principal risks and uncertainties associated
with its activities.
Strategic Report
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
16
Long-term Viability
The Directors have assessed the prospects of the Company
over a longer period than the 12 months required by the
‘Going Concern’ provision. The Board has chosen a period
of three years for the following reasons:
(i)
The Company’s planning horizon covers a three-
year period;
(ii)
The continuation vote is due within the three-year period;
(iii) The average life of the portfolio is within the three-
year period.
The Board conducts an annual review, stress testing the
Company’s cash flows arising from the loan and bond portfolio
over a three-year period, including interest received and
proceeds from realisations, short-term finance obligations of
the Company and dividend cover. Further considerations are
the inherent sensitivities within the loan and bond portfolios
and their impact on the cash flows.
The Board has identified a number of principal risks, which
are detailed below. The Board has taken these into account
when considering the long-term viability of the Company.
The Board routinely conducts three-year reviews, stress
testing the performance against a number of adverse
scenarios, such as the fair value write-down of the investments,
or reduced cash flows from the investment portfolio. The fair
value stress test was considered relevant to factor in any
potential events affecting the underlying assets or credit
concerns about the borrowers which potentially could
impact on the fair value. The reduced cash flow stress test
was considered relevant in the event of potential defaults
arising on the loan portfolio and the inability to recover the
interest or principal back in full.
In the current environment the Company has also considered
the future of its Investment Manager when looking at its own
viability, and given the size of the Investment Manager’s
platform away from the Company and the private capital it
manages in numerous other real estate debt funds, of which
the combined total is approximately £5 billion Assets Under
Management (“AUM”), the Investment Manager is expected
to be able to continue to manage the Company for the
foreseeable future.
Further consideration has been given with respect to the
current market environment, including the ongoing economic
impacts of relevant geopolitical and macroeconomic risks:
including sustained higher interest rates, heightened inflation,
supply chain disruption, the continuing impact of conflicts
and a number of global elections happening around the
world; and the effects of climate change and cyber security.
The Investment Manager has prepared sensitivity analyses
including various stress scenarios. An evaluation continues
to be performed for each of the positions in light of these
potential impacts on operating models and valuations and
hence recovery prospects for certain individual positions.
The output of this analysis was used to (i) report fair value
movements, and (ii) update all the cash and income
forecasting for the portfolio. The Investment Manager continues
to perform a granular analysis of the future liquidity profile of
the Company. A detailed cash flow profile of each investment
was completed, incorporating the probability of likely delays
to repayments, other stress tests (and additional cash needs).
Even taking these stress scenarios into account and bearing
in mind the leverage and liquidity of the bond portfolio, the
Company is expected to be able to meet its liabilities over
the three-year period.
Risk Management
It is the role of the Board of Directors to review and manage
all risks associated with the Company, mitigating these either
directly or through the delegation of certain responsibilities
to the Audit and Risk Committee and Investment Manager.
Additionally, the Board seeks to identify emerging risks and
responds to them as they evolve.
The Board considers that the following are the principal risks
and uncertainties faced and has identified the mitigating
actions in place to manage them. There are no additional
emerging risks that have been identified.
Long-term Strategic Risk
The Company is subject to the risk that its long-term strategy
and its level of performance fail to meet the expectations
of its Shareholders. The shares may trade at a continuing
discount to NAV and Shareholders may be unable to realise
their investments through the secondary market at NAV per
share. The Board monitors the level of premium or discount
of share price to NAV per share.
The Board monitors investment strategy and performance
on an ongoing basis and regularly reviews the Investment
Objective and Investment Policy in light of prevailing investor
sentiment to ensure the Company remains attractive to its
Shareholders. The Board is committed in promoting the
Company with the long-term aim of its share price trading
at or around NAV and considers all options to achieve this.
This includes consideration, as part of the ongoing cash
allocation policy, of implementing share buybacks to
enhance NAV per share and potentially reduce any discount
to NAV. This may be done when cash resources permit and in
the context of prevailing market conditions and the one-time
potential NAV uplift of a buyback compared with the potential
repeatable long-term benefit of investments in attractive
high yielding opportunities to enhance RECI’s returns.
The Company has the authority to make market purchases
of fully paid shares of up to 14.99% of the shares of no par
value in issue, and renewal of this authority will be sought
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
17
 
Strategic Report
(continued)
from Shareholders at the AGM in September 2024 and at
each subsequent AGM, or earlier at an Extraordinary General
Meeting if the Directors consider it appropriate. During the
year ended 31 March 2024, the Company has purchased
4.1 million shares into treasury.
Target Portfolio Returns and Dividend Risk
The Company’s targeted returns are based on estimates and
assumptions that are inherently subject to significant business
and economic uncertainties and contingencies, and the
actual rate of return may be materially lower than the targeted
returns. In addition, the pace of investment may be slower
than expected, or principal may be repaid earlier than
anticipated, causing the return on affected investments to be
less than expected. In addition, if repayments are not promptly
re-invested this may result in cash drag which may lower
portfolio returns. However, as the Company is able to invest
in both bonds and loans, the Investment Manager has the
ability to adjust the asset mix towards bonds.
As a result the level of dividends and other distributions to be
paid by the Company may fluctuate and there is no guarantee
that any such distributions will be paid.
There may be economic circumstances and wider market
considerations that arise, that mean the Investment Manager
and Board deem it appropriate to maintain higher levels of
cash reserves.
The Investment Manager regularly provides the Board with
reports on pipeline opportunities, which include analysis of
the expected returns available. The Directors also regularly
receive information on the performance of the existing
loans which includes analysis of the likelihood of any early
or late repayments which may impact returns.
Valuation Risk
The valuation and performance of the Company’s investments
that comprise its portfolio of real estate debt instruments are
the key value drivers for the Company’s NAV and interest
income. Judgements over fair value estimates could
significantly affect these key performance indicators.
The Company categorises its financial assets and liabilities
in accordance with IFRS 9 and establishes fair value utilising
the methodology in accordance with IFRS 13, as set out in
Note 15(d) to the financial statements. Further information on
valuation is detailed in the Audit and Risk Committee Report
on page 52 and Note 2 to the financial statements.
Credit Risk
Credit risk is the risk that a counterparty to a financial
instrument will fail to discharge an obligation or commitment
that it has entered into with the Company.
Market Bond Portfolio
– The Company is subject to the risk
that issuers of asset-backed securities in which it invests may
default on their obligations and that certain events may
occur which have an immediate and significant adverse
effect on the value of such instruments. There can be no
assurance that an issuer of an instrument in which the
Company invests will not default or that an event which has
an immediate and significant adverse effect on the value of
such instruments will not occur, and that the Company will
not sustain a loss on the transaction as a result.
The Company seeks to mitigate this risk by monitoring its
portfolio of investments, reviewing the underlying credit
quality of its counterparties, on a monthly basis. In addition
to the underlying credit quality of borrowers the weighted
average life of the assets as at 31 March 2024 is 2.4 years,
which is an additional mitigant regarding any loss in value due
to changes in borrowers circumstances over the long term.
Bilateral Loan and Bond Portfolio
– The Company is subject
to the risk that the underlying borrowers to the loans and
bonds in which it invests may default on their obligations and
that certain events may occur which have an immediate and
significant adverse effect on the value of such instruments.
Any loan and bond may become a defaulted obligation for
a variety of reasons, including non-payment of principal or
interest, as well as covenant violations by the borrower in
respect of the underlying loan and bond documents. In the
event of any default on the Company’s investment in a loan
and bond by the borrower, the Company will bear a risk of
loss of principal and accrued interest on the loan and bond,
which could have a material adverse effect on the Company’s
investment. There can be no assurance that a borrower will
not default, that there will not be an issue with the underlying
real estate security or that an event which has an immediate
and significant adverse effect on the value of these loans
and bonds will not occur, and that the Company will not
sustain a loss on the transaction as a result. The Company
seeks to mitigate this risk by performing due diligence and
monitoring its portfolio of investments, reviewing the
underlying credit quality of its borrowers, performance of the
underlying asset, and loan and bond covenant compliance
against financial information received and the performance
of the security and the performance of the security, which is
provided by the Servicer to the Company on a quarterly basis.
Market Risk
Market risk is the risk that the fair value and future cash flows
of a financial instrument will fluctuate because of changes
in market factors. Market risk comprises currency risk, interest
rate risk and other price risk.
The Company’s strategy on the management of market risk
is driven by the Company’s Investment Objective as detailed
on page 6 and in Note 1 to the financial statements.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
18
The Company’s market risk is managed on a daily basis by
the Investment Manager in accordance with policies and
procedures detailed in the latest Prospectus and summarised
in the financial statements.
Currency Risk
Currency risk is the risk that the fair value or future cash flows
of a financial instrument will fluctuate because of changes in
foreign exchange rates. The Company is exposed to currency
risk to the extent that foreign exchange rates fluctuate in
relation to financial instruments that are denominated in
currencies other than British Pounds (“GBP”).
The Company manages its foreign exchange risk on a
portfolio basis. The Company may bear a level of currency
risk that could otherwise be hedged where it considers that
bearing such risks is appropriate. The Company manages its
foreign exposure via forward foreign exchange contracts.
Interest Rate Risk
Interest rate risk is the risk that the fair value and future cash
flows of a financial instrument will fluctuate because of
changes in market interest rates.
The Company invests in both direct real estate loans and
floating rate real estate debt securities, which include CMBS.
Real estate loans can have fixed interest coupons and are
therefore potentially exposed to the wider effects of changes
in interest rates. For bonds, the interest rate risk arises from
the effects of fluctuations in the prevailing levels of market
interest rates on the fair value of financial assets and liabilities
and future cash flows. A segment of the portfolio consists of
floating rate debt investments which are exposed to interest
rate risk through changes in interest rates, potentially having
an effect on prepayments and defaults of the underlying
loans of the securitisations.
In addition to the underlying credit quality of borrowers, the
weighted average life of the assets as at 31 March 2024 is
2.4 years, which is an additional mitigant regarding any losses
in value due to changes in borrowers’ circumstances over
the long term.
While retaining the ability to do so, the Company does not
currently enter into hedging arrangements in respect of
interest rate fluctuations.
Liquidity Risk
Liquidity risk is the risk that the Company will encounter
difficulty in meeting obligations associated with financial
liabilities on a timely basis. The Company’s liquidity risk is
managed on a daily basis by the Investment Manager in
accordance with policies and procedures detailed in Note 15(c)
to the financial statements. Where needed, the Investment
Manager will seek to liquidate positions to increase cash or
reduce leverage.
Much of the market for CMBS and real estate loans is relatively
illiquid. In addition, investments that the Company purchases
in privately negotiated (also called “over-the-counter” or
“OTC”) transactions may not be registered under relevant
securities laws or otherwise may not be freely tradable,
resulting in restrictions on their transfer, sale, pledge or other
disposition except in a transaction that is exempt from the
registration requirements of, or is otherwise in accordance
with, those laws. As a result of this illiquidity, the Company’s
ability to vary its portfolio in a timely fashion and to receive
a fair price in response to changes in economic and other
conditions may be limited.
Furthermore, where the Company acquires investments for
which there is no readily available market, the Company’s
ability to deal in any such investment or obtain reliable
information about the value of such investment or risks to
which such investment is exposed may be limited.
For further information on risks, please refer to Note 15 to
the financial statements.
Other Risk Factors
The Board gives consideration to and, together with Cheyne,
monitors other relevant risks, in addition to the ones highlighted
above; this includes a consideration of any relevant Emerging
Risks as they evolve. The performance of service providers
is a relevant risk, as the Company is dependent on the
performance of the service providers. The Board and Cheyne
regularly measure and evaluate the performance of the
providers. These currently include: geopolitical and macro
economic risks sustained higher interest rates and stubborn
inflation pressure, supply chain disruption, the continuing
impact of conflicts around the world; and the effects of climate
change and cyber security. Given the short weighted
average life of the assets, and the continual replacement of
assets in the portfolio from the wider Investment Manager’s
pipeline, such macro risks are worked through in the life of
the assets. Any issues that might potentially impact the value
of the investments, including impacts to supply chains, are
taken into account in the fair value. An evaluation of each
of the Company’s positions in light of these risks is
continually monitored.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
19
BUSINESS AND STRATEGY REVIEW
Macroeconomic backdrop and
implications for real assets
In our prior year annual manager’s report, we expanded on
the thesis of inflation and rates remaining higher for longer
and its implications for real asset valuations.
Rolling forward a year, and that thesis is now entrenched
into the wider market thinking as well. Those that argued
for inflation to retrench, along with rates, are increasingly
coming to consensus that long-term structural inflation is
greater than 2% and that terminal interest rates will remain
significant higher for longer.
The implications for real estate, globally, has seen the marked
decline in valuations this year. Assets that demonstrate a
long-term productive and sustainable need (such as
mid-market dwellings), have seen relative modest declines.
Assets that are structurally obsolete (such as old office
buildings in need of substantial refurbishment) have seen
declines or more than half their values.
Whilst many European banks are, broadly, shielded from
these valuation declines (by virtue of conservative senior
lending since 2008), we saw, at the beginning of 2024, the
material impact of highly levered regional banks on the
wider real estate sectors in the North American, German
and Scandinavian markets.
Looking forward, there is much focus on a potential soft
landing for the US economy and a Eurozone recession. That
augurs for a dual track rates regime, with persistent higher
rates in the US in contrast to depreciating rates in the
Eurozone. The latter is likely mildly supportive of European
real estate valuations. There is also the great unknowns of
global political uncertainty and the policy changes those
may bring at the back end of 2024. All of these present the
case for continued volatility in global real asset markets and
wider capital markets.
None of this is new to RECI’s manager, Cheyne Real Estate.
Indeed, since 2016 (Brexit) and 2020 (Pandemic), we have
been mindful to seek out the lowest possible risk profile for
RECI’s investment book. This has presented itself in the
senior lending space, which has brought RECI its relative
stability in a turbulent world.
Debt markets in Europe
Against the volatile backdrop, the case for productive and
sustainable real assets is significant. For example, our key
cities remain blighted by a lack of affordable housing and
Western economies are also playing catch up on the creation
of much needed technologically driven production facilities.
In the leisure sector, years of underinvestment have meant
limited choice of quality accommodation in city centres and
for leisure. Even in the office sector, the availability of prime
grade A offices in central London, for example, remains
extremely low.
Investment
Manager’s Report
Delivering the Company’s
key objectives through a
challenging period.
Ravi Stickney
Portfolio Manager
Managing Partner and CIO,
Cheyne Real Estate
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
20
Real estate buyers, developers, and owners that we work with
are increasingly active in seeking funding (debt and equity)
for the following efforts:
1.
Towards the refinancing of their current high quality
productive cash flowing assets
2.
In the development of new productive assets
3.
To the repurposing of obsolete assets (for example in
transforming an old polluting office to a best-in-class
super prime offering)
In addition, the need for debt capital is not being met by
supply, for the reasons we have articulated previously:
• The continued retrenchment of banks from commercial
real estate lending due to regulatory capital pressures
• The very high barriers to entry in European real estate
lending, proving difficult for nascent local lenders to grow,
and for foreign lenders to gain a meaningful foothold
in Europe
• The severe weakening of German and Scandinavian
lending banks in light of the ongoing regional banking
concerns in both markets.
As such, the market remains compelling for established
lenders to provide much needed assistance via senior debt
capital towards the above needs.
Asset Performance
The past year has seen an acceleration of the themes we
highlighted in last year’s commentary, namely the resilience
of sustainable productive assets and the weakness in anything
other than this.
The main living asset class, mid-market housing for rent and
for purchase, continues to perform well across the key cities
in Europe. The need for housing is great and the supply is
severely constrained. Rental growth continues to accelerate
in key cities and a lack of governmental support in funding the
sector (and in tight planning regulations) has exacerbated
the issue. Our top pick for senior funding remains in supporting
the growth of mid-market housing in the key cities of the UK
and Europe.
Other living assets such as Purpose-Built Student
Accommodation (“PBSA”) continues to see growth from a lack
of supply and a resurgence of demand in our key education
hubs. Later living, senior living and healthcare housing
continue to need funding to grow to service our communities.
The industrial sector has seen significant demand from
the need for high value production being brought closer to
shore and a transition away from polluting industries. In
tandem, the need for logistics assets, though declining as
supply has responded to demand, remains stable.
City centre and leisure destination hotels have seen a
significant growth in demand through the last two years.
This has not been met by supply of new premises due to
underinvestment and a lack of funding since the pandemic.
Hotels in particular remain a challenged asset class for bank
lending to partake in.
Finally, the office sector has seen a strong growth in demand
for core city centre locations and super prime “grade A”
offices offering the very best in accommodation standards
and environmental credentials. Whilst city centre demand
is driving strong rental growth in the core central locations
(for example in the core City and West End locations in
London), the secondary locations have yet to experience
the spill over in demand.
RECI – Review of the prior year
RECI has faced a challenging year reflecting both the
market and sector background. Nevertheless, Cheyne’s
focus has remained on delivering upon the main objectives
of the Company;
• NAV preservation
• Portfolio Income stability
• Attractive dividend payouts
• Growth over time
The persistent pressure on the share price has seen the
Company enact two share buyback programmes, with
the deployment of available cash to fund such buybacks
impacting the ability of the Company to invest into new loans.
Current Loan Book NAV
RECI’s senior loan focus mitigates valuation declines
and market stress
RECI’s move towards a focus on senior loans (accelerated
post the 2020 pandemic period), has significantly helped it
in navigating the material downturn in property valuations
that played out in 2022 and 2023. Senior loans give RECI
the absolute security, governance, control and covenants
necessary to work with sponsors to navigate their
challenged valuations.
Whilst valuations have decreased across the book, RECI is
free to address the issues bilaterally with the sponsors,
with no governance dilution given away to other lenders.
A mezzanine heavy strategy would not have afforded this
capability. Indeed, we see significant losses in mezzanine
lenders unable to forestall enforcement by senior lenders as
valuations decline.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
21
Investment Manager’s Report
(continued)
Over the past two years, RECI has been able to assist capable
sponsors in navigating value declines, by giving them the
assistance and time to improve the income from their assets
and move to a refinancing or sale of their assets. In exchange
for this assistance, RECI has managed to seek a meaningful
“derisking” of its position via incremental amortisations or
principal paydowns. Effecting this strategy is only possible
due to RECI’s unfettered governance in senior loans.
The above assistance to sponsors is a “win-win” solution
for RECI and its sponsors; enabling the sponsor to earn a
good recovery on equity in a very challenged time, whilst
addressing the risk position of RECI. The proof of the success
in this strategy has been the large number of repayments
RECI has seen over the past year, despite the very challenging
conditions. RECI saw the repayment of nine loans which
realised gross proceeds of £111.3 million and realised IRR of
9.2%. This included the repayment, in full, of senior loans
collateralised by a London office asset and also a logistics
asset which saw its “red book” formal valuation decline by
40%. All of the nine loan repayments were for the full
principal balance and all accrued coupons plus fees.
Portfolio Profile
Reflecting market conditions, while RECI continued to
fund its existing commitments, it made just two new loan
investments in the last two financial years. As such, its loan
portfolio is predominantly a legacy book accumulated prior
to mid-2022. Despite the significant valuation shifts in the
last two years, RECI’s loan book has avoided significant
stress and volatility. As above, this is predominantly related to
the senior loan dominance of this book. The book, currently,
has 25 remaining loans, with a gross value of £352.1 million.
The current WA LTV of the book is 64.9% (based on latest
valuations) compared to 60.5% at origination. The main reason
for the muted rise in the WA LTV are (a) the continued
repayments being achieved and (b) the de-risking provided
by, most, sponsors.
Challenged Sectors – Offices & Retail
The RECI loan book is resilient across 22 out of 25 of its deals.
The office sector in Europe and the US remains challenged
post pandemic in the migration to increased home working.
The demand for offices, today, resides in the best ESG
credentialled prime Grade A offices. The supply is heavy in
substandard, inefficient offices. The dynamics of the sector
has led to a slow take up of office space (albeit at stable
rents for Grade A stock) across Europe. Office senior loans
make up 13% of RECI’s NAV. Both are senior loans with
collateral located in Paris and have sponsors who have
successfully delivered prime “Grade A”, ESG excellent offices
in Paris. Both assets are, however, in secondary locations
outside the core central business district. Of the two, one
asset is located in the weaker eastern district (3% of NAV),
whilst the other (larger) asset is in the stronger north west
district (9% of NAV).
The sponsor in the former asset has defaulted on its loan
and RECI has reduced the fair value of the loan to reflect
the ultimate recovery value that has been assessed by its
valuers. The loan is carried today at 72% of its par balance.
RECI benefits from the continued efforts of Cheyne Real
Estate’s large French team in working towards a recovery
on this asset. Whilst the recovery will take time, we do
expect a recovery above the current carrying value.
The sponsor in the latter asset has agreed to make a material
repayment of the loan balance and is also a capable asset
manager who recognises the potential for a long-term lease of
this asset. RECI will provide this sponsor with the assistance
needed for the sponsors recovery, in consideration for the
de-risking agreed.
RECI’s exposure to retail rests in a single mixed-use asset,
which is currently carried at a valuation that is 25% of its par
balance and represents 0.8% of the Company’s NAV.
Further Repayments
Other than the challenged assets above, we continue to
expect timely repayments on RECI’s loan book. Since the
financial year end, the Company has already received two
further repayments totalling £16.7 million.
Income & Dividend – stability and growth
It has been challenging to navigate the need for income
stability and growth. A sustained constraint on the ability
to invest in new deals to replenish the portfolio brings the
challenge of dealing with a lower base of income, less
operational efficiency and less flexibility. Whilst income
decline in the last financial year was not meaningful, further
retrenchment from the loan book would see that income
at risk.
To mitigate (and reverse) this risk, we do see the need for
RECI to balance its need for share buybacks with the need
for investment in new loans, which offer a very high level of
current running cash income. The wider Cheyne Real Estate
platform sees, as its most compelling investment thesis
today, the origination of substantial senior loans secured by
core income producing assets for running yield of around 10%.
With funding from RECI’s banking partners, that running
return should be greater than 15% on such core deals. It is this
deal profile that, we believe, RECI should allocate some of its
cash resources to (especially as repayments remain regular).
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
22
Growth
RECI’s manager, Cheyne Real Estate, and its investors, see
a substantial attractive opportunity set in the provision of
senior loans in Europe for the reasons we have expanded on
above. As of 31 March 2024, Cheyne's firmwide AUM stood
at USD 11.2 billion, of which Cheyne Real Estate represented
USD 5.4 billion. The Real Estate team is currently launching
the next flagship credit funds within the Cheyne Real Estate
Credit Holdings (“CRECH”) Programme: CRECH Senior Loan
Fund (target raise £5.0 billion) and CRECH Capital Solutions
Fund (target raise £2.0 billion, anchored and seeded by an
existing Sovereign Wealth Fund investor). It is our fervent
hope that RECI can, in time, grow its capital base to partake
in these accretive loans for the benefit of its investors.
Leverage
RECI’s current gross leverage stands at £23.8 million,
representing a 0.07x debt to equity ratio, set against a
maximum of a 1.40x ratio. RECI’s low level of leverage is
a function of the repayments it has seen through the year,
coupled with no new investments absorbing the cash proceeds.
Looking to the coming year
RECI cannot ignore the market backdrop nor the deep
discounts and other issues across the investment company
sector which, looking to the coming year, will continue to put
pressure on RECI’s share price. We do note the emergence
of new buyers at these discounted share prices. However, we
are also acutely aware of the constant pressure on some
of RECI’s shareholders to seek liquidity for their underlying
funds. To this end, we are supportive of the Board in its
decision to enact two share buyback schemes to date.
Despite the constraints on cash flow and growth, we will
continue to manage RECI to its key objectives and for the
preservation of the valuable income to its shareholders.
This will be done with:
• A continued focus on asset management of its current loan
book. RECI benefits from the 60 strong team of investment
and asset management professionals dedicated to real
estate debt at Cheyne Real Estate, located in offices
across London, Berlin, Madrid, Bermuda, Dublin, Dubai,
New York, Zurich, Monaco, Munich, Sydney and Paris
• A proportionate allocation of cash (from loan repayments)
towards new, highly cash flow generating, senior loans
The Cheyne Real Estate business continues to grow and to
support RECI. We remain dedicated to the success and,
eventual, growth of the Company.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
23
BUSINESS AND STRATEGY REVIEW
The Board is committed to promoting the long-term
success of the Company whilst conducting business
in a fair, ethical and transparent manner.
Whilst directly applicable only to companies incorporated in
the UK, the Board recognises the intention of the AIC Code
that matters set out in section 172 of the Companies Act 2006
are reported on. The Board strives to understand the views
of the Company’s key stakeholders and to take these into
consideration as part of its discussions and decision-making
process. As an investment company, the Company does not
have any employees and conducts its core activities through
third-party service providers.
Each provider has an established track record and through
regulatory oversight is required to have in place suitable
policies and procedures to ensure they maintain high
standards of business conduct, treat their own stakeholders
fairly, and employ corporate governance best practice.
The Company strongly believes that fostering healthy and
constructive relationships with its broad range of stakeholders
should result in increased Shareholder value over the long term.
Stakeholder
Engagement
Portfolio of hotels/spa resorts across the UK
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
24
Why they are important
The Board believes that the maintenance of good relations with Shareholders is important for the long-term prospects of the
Company and seeks engagement with investors.
How the Board engages
The Directors and Cheyne are committed to providing detail and transparency regarding the Company’s portfolio and investment
strategy, allowing all investors to focus upon RECI and its merits and opportunities, notwithstanding the broader market
environment. The Chairman and other Directors are available for discussion about governance and strategy with major
Shareholders and the Chairman ensures communication of Shareholders’ views to the Board. The Board also receives
feedback on the views of Shareholders from Liberum Capital Limited (the “Corporate Broker”) and the Investment Manager,
and Shareholders are welcome to contact the Chairman or any Director at any time via the Company Secretary.
Key activities during the year
AGM
The Directors believe that the AGM
provides an appropriate forum for
Shareholders to communicate with the
Board and encourages participation.
There is an opportunity for individual
Shareholders to question the Chairmen
of the Board and the Audit and Risk
Committee at the AGM. The Board
assesses the results of AGMs considering
whether the number of votes against
or withheld in respect of resolutions
are such as to require discussion in the
subsequent Annual Report.
Publications
The Company reports to Shareholders
with both monthly fact sheets and
quarterly update presentations, along
with the Annual and interim reports.
These are available on the
Company’s website:
realestatecreditinvestments.com
In accordance with the EU Packaged
Retail and Insurance-based Investment
Products Directive on 1 January 2018,
a Key Information Document is available
on the Company’s website.
Events
Throughout the last financial year,
the Investment Manager continued to
provide a detailed and comprehensive
review of RECI’s portfolio as part of
our programme of enhanced investor
communication. A number of online
events and meetings were held to
maintain a regular dialogue with our
Shareholders and potential new investors.
In addition, the Board continues to work
with its service providers to enhance
the Company’s website and fact sheet.
Investors
Portfolio of hotels/spa resorts across the UK
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
25
Stakeholder Engagement
(continued)
Why they are important
In carrying out its activities, the Company aims to conduct itself responsibly, ethically and fairly. The Directors recognise the
importance of environmental, social and governance factors, including climate change, when pursuing the Company’s Investment
Objective and in the selection of the service providers and advisers the Company works with. The Board is alive to the magnitude
of the evolving ESG landscape. It has determined that ESG considerations, and their communication, must be fundamental to
all its operations and has consequently nominated an ESG lead to co-ordinate and drive internal discussion. The Board, in
conjunction with the Investment Manager, continues to closely monitor upcoming regulation and any developments in this area.
How the Board engages
The Board’s ESG Lead, Colleen McHugh works closely with Cheyne in developing and implementing RECI’s ESG approach.
Pages 28 to 33 of the Sustainability Report provide further information about the Company’s and the Investment Manager’s
approach to ESG matters.
Key activities during the year
The Investment Manager engages on an ongoing basis with an external Real Estate ESG specialist consultant to assist with
developing its framework and provide assurance on a comprehensive scorecard based approach using a borrower questionnaire
for each deal. The questions in Cheyne’s borrower questionnaire have been grouped and weighted to enable a proprietary 0-5
scoring against the following Target Characteristics:
• E1 Commitment to Environmental Risk Monitoring
• E2 Contribution to Positive Environmental Action
• S1 Supporting Social Wellbeing
Qualifying Investments must achieve a score of 3 or higher on at least one of the Target Characteristics.
The ultimate aim is to align the Investment Manager’s principles with industry recognised benchmark standards to identify
a minimum ESG standard needed across RECI’s portfolio. The move to a more qualitative system has significantly helped the
Investment Manager identify and understand ESG based risks in its portfolio more easily, and not only assist with lowering risk
and increasing quality, but also helped collate and measure the data required to track progress in what is a fast moving but
increasingly important area of focus. The Investment Manager has now fully embedded the ESG framework within its investment
process, which includes regular training for the Real Estate team and wider Cheyne employees.
Additionally, the Company has decided to purchase carbon offsets for all flights that may be required by the Directors and the
Investment Manager, thereby facilitating a carbon neutral position, as pertains to travel. The Company recognises that this
action is the first step in an evolving climate strategy, that should encompass carbon removal as well as carbon offsets.
To further reduce its carbon footprint, Shareholder communications will be electronic only to all Shareholders on the share register.
Accordingly, the Company’s website is now the default method of communication for Shareholder publications. Currently
approximately 81% of the Company’s Shareholder register receive documents and other communications electronically.
Community and Environment
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
26
Why they are important
Effective relationships with service providers help the Company achieve its objectives, including its investment objectives, and
to operate in an efficient and compliant manner.
Commercial service providers: Investment Manager, Administration agent, Corporate broker, Legal advisers, Auditor and Key
service providers are retained, providing continuity of service and familiarity with the objectives of the Company.
The Audit and Risk Committee receives information from the Company’s service providers with the majority of information being
directly sourced from the Company Secretary, Administrator, the Investment Manager and the external auditor.
How the Board engages
The Management Engagement Committee meets at least once a year for the purpose of evaluating the performance of the
Company’s service providers, the review of service agreements and service level statements and the level and method of their
remuneration. The Audit and Risk Committee considers the nature, scope and results of the auditor’s work and reviews its
performance annually prior to providing a recommendation to the Board on the reappointment or removal of the auditor.
Key activities during the year
The Board has detailed and constructive discussions with some service providers regarding service provision and fees. Details
of the responsibilities of the Investment Manager, Investment Advisor, Link Market Services (Guernsey) Limited (Registrar), and
Aztec Financial Services (Guernsey) Limited (Company Secretary) can be found on page 101. Other service providers include
our corporate broker, lenders, auditors, counsel and other advisors.
Service Providers
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
27
Sustainability Report
BUSINESS AND STRATEGY REVIEW
RECI’s approach to sustainability
RECI aims to operate in a responsible and sustainable manner
over the long term. The Company prioritises continuous
enhancement of ESG credentials across the portfolio, and
its success is aligned with the delivery of positive outcomes
for all its stakeholders, not least the communities in which
the buildings that it finances, live, work and enjoy.
The Company’s main activities are carried out by Cheyne, the
Investment Manager, and as such the Company adopts
the Investment Manager’s policy and approach to sustainability
and integrating ESG principles.
The Investment Manager was one of the initial signatories
to the Standards Board for Alternative Investments (formerly
known as the Hedge Fund Standards Board) and is a signatory
to the United Nations-supported Principles for Responsible
Investment (“PRI”).
Several standards and codes have received prominence as
metrics for investment managers. These include, for example,
the UN Principles for Responsible Investment, the Task
Force on Climate-related Financial Disclosures (“TCFD”), the
Financial Reporting Council’s Stewardship Code, and the
FCA’s Sustainability Disclosure Requirements (“SDR”).
The TCFD was disbanded on 15 December 2023, with the
International Financial Reporting Standards (“IFRS”) now
responsible for monitoring the climate related disclosures. The
UK government has started the process of how to endorse
the IFRS Sustainability Disclosure Standards for use in the
UK. This reporting framework will be known as the UK
Sustainability Reporting Standards and is not expected to
be effective until January 2026 at the earliest.
The Investment Manager’s Stewardship Committee provides
firmwide oversight over its processes, seeking to ensure
compliance with existing Responsible Investment and ESG
policies and procedures, and creates a direct communication
channel for all ideas and concerns around ESG. In addition,
the ESG Implementation Forum acts as a conduit for the
streamlining of various initiatives across investment lines and
ensures that it continuously improves its ESG standards.
Cheyne’s Partnership with Evora Global
ESG considerations have formed a key part of Cheyne’s
approach to investments in real estate for many years.
In February 2022, Cheyne partnered with Evora, widely
recognised as one of the leading sustainability consultancy
specialists to the real estate industry, to formalise its approach
to the incorporation of sustainability considerations into the
investment process.
The ongoing partnership with a leading external specialist is
expected to enable Cheyne to remain at the forefront of the
rapidly evolving ESG agenda and provide an independent
checkpoint to challenge their ESG investment process and
ensure robustness.
Cheyne Real Estate Core ESG Principles
Cheyne believes that an overarching focus on
ESG considerations is entirely aligned with our
investment goals.
• Sustainability credentials directly support real
estate valuations
• Sustainable, energy efficient buildings are more
valuable to asset owners by:
– Supporting higher rents, lower vacancies and lower
operating costs
– Supporting exit valuations.
ESG considerations in our investments are not merely
a passive analysis but rather the opportunity to effect
positive change.
• Cheyne is a key stakeholder in our investments,
frequently the sole lender to a real estate asset
• This provides the ability to directly engage with all
new sponsors to help drive the ESG agenda directly
and seek to address any deficiencies and opportunities
to improve sustainability credentials of the asset
• This is particularly relevant in development, value add
and transitional financing, which represents a core
focus for Cheyne.
VALUE ENHANCING
ACTIVELY ENGAGED
RISK REDUCING
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
28
 
Incorporating
Sustainability
into the
Investment Process
01
02
03
04
Due Diligence
RECI is primarily invested in real estate loans and other
real estate based debt investments. Key factors taken into
consideration, where appropriate and possible, are best-in-
class environmental, design and construction standards,
a focus on Building Research Establishment Environmental
Assessment (“BREEAM”) ratings, governance rights and
engagement with sponsors. Sustainability risks are considered
during the Investment Manager’s initial due diligence in
respect of an investment opportunity, including as part
of the external valuations of the real estate being financed
(such valuations typically consider any environmental
and/or social risks) and early engagement with potential
borrowers or issuers through a data gathering exercise.
The Investment Manager’s analysts also compile reports
using data gathered from their own due diligence and
external reports, environmental performance indicators
(including BREEAM ratings and Energy Performance
Certificates) and investigations (including through the use
of forensic accountants and other third-party consultants).
This information is included in the investment
committee memorandum, which is considered
by the Investment Manager’s investment
committee prior to an investment
being made.
Decision Making Process
Sustainability risks are considered as part of the investment
decision-making process for RECI. In particular, the following
sustainability risks are typically considered, both in respect of
the real estate being financed and/or the relevant borrower
or issuer:
•
Environmental:
power generation (including its
sustainability), construction standards, water capture,
energy efficiency, land use and ecology and pollution.
•
Social:
affordable housing provisions, community
interaction and health and safety conditions.
•
Governance:
management experience and knowledge
and anti-money laundering, corruption, and bribery practice.
On-going management
Sustainability risks also form part of the ongoing monitoring
of RECI’s investments, with regular reports and ongoing
engagement from borrowers and issuers incorporating
information related to sustainability risks provided to the
Investment Manager. Where appropriate, the investment team
will assist borrowers and issuers in addressing ESG-related
issues and support its borrowers’ and issuers’ efforts to
report externally and internally on their ESG approach and
performance in relation to material sustainability risks.
Exit
ESG considerations are already having an impact on underlying
real estate values and whilst clear data driven evidence is
in its infancy, the Investment Manager is acutely aware that
during the life of the loans that RECI is writing, this will become
much clearer. As such this is an important consideration
regarding risk analysis now; hence the approach above is an
integral tool when calculating, managing and measuring risk.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
29
Sustainability Report
(continued)
Cheyne has taken a staged approach in developing its
ESG strategy, with its philosophy drawing on the following
four drivers:
• The Greater Good
• Value Enhancement/Risk Management
• Regulation
• Investor Expectations
Cheyne has worked with Evora to prepare customised
ESG questionnaires for each of the real estate asset types
the Cheyne real estate lending funds finance: standing,
refurbishment and development assets, together with a
borrower questionnaire. An ESG data template has also
been prepared (one template for all asset types).
The questionnaires seek to quantify each investment’s
performance against key ESG criteria, utilising a consistent
approach to enable aggregation across the assets within
the relevant Cheyne fund. The score is set at a stringent
enough level to effect a conversation about enhancing the
ESG characteristics if they are not up to Cheyne’s standards.
The questionnaires are used by Cheyne’s analysts to undertake
a broad based ESG evaluation of a proposed investment
– focusing on both the sponsor and the asset itself.
Standards and Guidance
A range of external guidance and best practice standards
have been used to inform the development of the ESG
questionnaires, including:
• Global Real Estate Sustainability Benchmark (“GRESB”)
• Building Research Establishment Environmental
Assessment Method (“BREEAM”)
• EU Taxonomy
• Sustainable Finance Disclosure Regulations (“SFDR”)
• Minimum Energy Efficiency Standards (“MEES”)
Outlook and Focus Areas 2024 and Beyond
The Company knows that its Shareholders, including the
Directors of the Company, see attention to ESG factors as
critical in its assessment of Cheyne as the Investment
Manager. The Company expects ESG to remain a dominant
theme within the financial services industry going forward;
the course being taken by regulators suggests that its
importance will only increase in years to come; the research
process and the investment judgements the Company makes
will continue to reflect that and to evolve as necessary.
The continuing evolution is demonstrated through the
Investment Manager in completing and implementing its ESG
framework which now forms the basis of an evaluation tool
to influence investment decisions from an ESG perspective
for new projects.
The next phase of its ESG evolution will involve the
engagement of a leading ESG asset level consultant to
capture more defined asset level metrics in terms of carbon
emissions, the goal being to develop a net zero carbon strategy
and action plan. This commitment reflects the Investment
Manager’s dedication to environmental stewardship,
sustainability, and the wellbeing of the communities it serves.
As part of its involvement with this project, the Investment
Manager will assess potential new frameworks (e.g. CRREM)
to secure its assets and reduce the risk of stranding.
The Investment Manager firmly believes that adopting this
approach will:
• Enhance the quality of the portfolio and help to
protect value;
• Stay ahead of investor demand to invest in sponsors
that have a plausible and demonstrable ESG strategy;
• Use capital to drive/accelerate change in the Real Estate
arena in regard to ESG; and
• Provide a measurable approach to understanding
the ESG dynamics of our portfolio.
These efforts are being fully incorporated into the investment
process and allow the Investment Manager to influence
borrowers and to improve the ESG standards of projects
which they fund.
Looking ahead, one of the main focuses will be on new
regulatory requirements. This year the Investment Manager
will advance its reporting and produce its inaugural FCA
TCFD entity report. Cheyne will also be producing a publicly
available FCA TCFD product level report for RECI, due to its
role as Investment Manager.
In addition, the UK’s regulatory framework SDR comes into
force in stages from later this year. As a non-UK domiciled
company, the existing scope of the SDR has very little
impact on RECI, with no additional reporting or product
labelling requirements imposed. Nonetheless, RECI will
continue to monitor the regulatory landscape as well as
consider best practices as pertains to SDRs and other such
frameworks. Effective 31 May 2024, the Investment
Manager will be in scope of the FCA’s Anti-Greenwashing
Rule and is working closely with relevant parties to ensure
that it is meeting the necessary regulatory requirements.
ESG subsequent covenants/conditions may well also be
included in time, driven by risk management principles.
Further details on Cheyne’s ESG policy can be found on its
website:
cheynecapital.com/esg-responsible-investment/
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
30
Residential development in the United Kingdom
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
31
Responsible Investment Highlights 2024
Investment example 1
Taxi House – Co-Living Scheme (United Kingdom)
• The co-living development will
be a car-free development, and
residents will be encouraged
to use sustainable modes of
transport and the scheme will
have dedicated cycle parking
• The Sponsor is dedicated to
deliver as BREEAM Outstanding
utilising a range of green and
sustainable technologies
and measures
• The Sponsor will also ensure
100% of electricity and gas
supplies are from renewable
energy sources
• The Sponsor will strive to
achieve a recycling rate of 90%
and zero waste to landfill
• The Sponsor will aim to provide
rental levels for studio apartments
which are 10% lower than the
comparable rents in the area
• The scheme will be devoted to
tackling the issue of loneliness
and isolation through communal
spaces and on-site events
• The co-living concept provides
high-quality community-focused
accommodation. Ample amenity
spaces are dedicated for the
residents to socialise and form
a community
• The scheme will provide local
employment opportunities
through apprenticeships and
training at the site
• Cheyne has a firm grasp
over the governance of
the structure and
continues to oversee
management initiatives
• Cheyne will retain control
rights through its JV
participation and will
therefore ensure the
Sponsorship upholds the
highest quality of due
diligence and governance
in its investments
ENVIRONMENTAL
GOVERNANCE
SOCIAL
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
32
Investment example 2
Fulton Road – Residential Development (United Kingdom)
• Air source heat pump
technology will provide
heating and hot water
• 50% carbon reduction,
41 photovoltaic panels,
2,037 square metres of new
public planning, 51 new trees
and 2,500 square metres of
biodiverse green roofs
• Biodiversity net gain and
BREEAM Excellent rating
• The project has helped create
up to 925 construction jobs
and 205 permanent jobs
• Regal will establish on site
training and construction
academies at its developments
to support and give back
to local communities in an
exclusive relationship with
Building Heroes
• Two new pedestrian raised
table crossings and a new
bus shelter
• New cycle connections and
four new public spaces
including 3,192 square metres
of new play spaces
• Regal are a strongly governed
business with environmental,
anti-slavery and human
trafficking, modern slavery
and health and safety policies
in place and followed
• They are in the process of
creating their Diversity
and Inclusion policy
ENVIRONMENTAL
GOVERNANCE
SOCIAL
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
33
Annual Report and Accounts 2024
Governance
In this section
Board of Directors
36
Management Team
38
Directors’ Report
40
Remuneration Committee Report
44
Corporate Governance Statement
46
Audit and Risk Committee Report
52
Directors’ Responsibility Statement
56
Hotel development in the United Kingdom
GOVERNANCE
Bob Cowdell
Chairman
(UK resident)
Bob Cowdell is an independent
non-executive director who has focused
on the financial sector throughout his
career; initially as a solicitor and then as
a corporate broker and adviser. He was
previously co-founder and Head of the
ABN AMRO Global Investment Funds
Team and then Head of Financials at
RBS Hoare Govett.
He is currently the Senior Independent
Director of Thomas Miller Holdings
Limited, the former chairman of Castel
Underwriting Agencies Limited and
a former non-executive director of
Baillie Gifford UK Growth Fund Plc,
Catlin Underwriting Agencies Limited,
Catlin Insurance Company (UK) Limited,
XL London Market Limited and
XL Insurance Company SE. He is a
Freeman of the City of London and a
member of the Institute of Directors and
the Chartered Insurance Institute. He
has been a member of the Board since
June 2015.
Susie Farnon
Chairman of the Audit and Risk
Committee and Senior Independent
Director from 12 June 2024
(Guernsey resident)
Mrs Farnon is a Fellow of the Institute of
Chartered Accountants in England and
Wales and qualified as an accountant
in 1983. She is a former Banking and
Finance partner of KPMG Channel
Islands from 1990 until 2001 and head
of the Channel Island Audit Practice
from 1999. She has served as President
of the Guernsey Society of Chartered
and Certified Accountants and as a
member of the States of Guernsey Audit
Commission and as vice-chairman
of the Guernsey Financial Services
Commission. Susie is a non-executive
director of a number of investment
companies listed on the London Stock
Exchange or elsewhere and is a board
member of the Association of Investment
Companies. She has been a member of
the Board since February 2018.
John Hallam
Senior Independent Director
until 12 June 2024
(Guernsey resident)
Mr Hallam is a Fellow of the Institute of
Chartered Accountants in England and
Wales and qualified as an accountant
in 1971. He is a former partner of
PricewaterhouseCoopers having retired
in 1999 after 27 years with the firm both
in Guernsey and in other countries.
He is the chairman of NB Distressed Debt
Investment Fund Ltd as well as being a
director of a number of financial services
companies, some of which are listed on
recognised stock exchanges. He served
for many years as a member of the
Guernsey Financial Services Commission
from which he retired in 2006, having
been its chairman for the previous
three years. He has been a member of
the Board since March 2016.
Board of Directors
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
36
Colleen McHugh
Independent Director
(Guernsey resident)
Mrs McHugh is acting Chief Investment
Officer of Wealthify (part of the Aviva PLC
group) a UK regulated digital investment
manager. Prior to this she was managing
director of 1818 Venture Capital, a licensed
asset manager based in Guernsey. She
is currently a non-executive director of
Ruffer Investment Company Limited.
Colleen has over 25 years’ experience
in the investment and financial services
industry having worked predominantly
as an Investment Manager and Private
Banker for publicly listed banks such as
HSBC, Barclays and Butterfield Bank,
across several regions, but with a focus
on international financial centres. She
holds an economics degree from the
University of Ireland (Galway) and a MBA
from the University of London. Colleen
is a Chartered Wealth Manager and
a fellow of the Chartered Institute of
Securities and Investment. She recently
obtained her ESG certification from the
CFA Institute. She has been a member
of the Board since March 2021.
Andreas Tautscher
Independent Director
(Guernsey Resident)
Mr Tautscher is an experienced Financial
Services former executive who now
focuses on acting as an Independent
Director on Listed and Private Funds as
well as other regulated businesses. He
is currently a Director and Chairman of
Audit Committee for two AIM Listed
Boards, a LSE listed Aircraft Leasing
platform as well as a local Bank and
Asset Manager.
From 1994 until 2018 Andreas was a
senior executive at Deutsche Bank and
was most recently CEO Channel Islands
and Head of Financial Intermediaries for
EMEA and LATAM. He also sat on the UK
Regional Governance Board of Deutsche
and the EMEA Wealth Management Exco.
He has also served on Local Government
advisory committees and was for 6 years
a non-executive director on the Virgin
Group Board. Andreas’ first career was
in the oil industry as a geologist before
moving to PricewaterhouseCoopers
where he qualified as a Chartered
Accountant in 1994. He has been a
member of the Board since May 2024.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
37
GOVERNANCE
Ravi Stickney
Head of Cheyne Real Estate/
Portfolio Manager
Ravi is Head of the Real Estate Team.
He joined Cheyne in 2008 and has
20 years’ experience in the real estate
debt markets. Previously, he was on
ING Bank’s proprietary investments desk
(2005 to 2008), with sole responsibility
for managing a €400 million long/short
portfolio of European commercial real
estate credits and CMBS. Prior to that,
he was at Lehman Brothers (2002 to
2005), structuring and executing UK and
European CMBS/RMBS and commercial
real estate mezzanine loans. He acted
as sole operating adviser on the
restructuring and eventual sale of the
first distressed UK CMBS deal, and he
continues to play an active role in the
direction of various distressed European
real estate credits. He began his career
on the UK commercial real estate desk
at Ernst & Young in 1998.
Andrew Sergeant
Head of Operations,
Real Estate
Andrew has 16 years’ experience with
Cheyne, having joined in 2007. He is
responsible for the daily operations of
the Real Estate business including cash
management, securitisations, loan
drawdowns, hedging, tax compliance
and corporate governance. Andrew is an
approved director in Jersey under the
JFSC and holds several UK directorships.
Prior to Cheyne, Andrew held trading
support positions at Deutsche Bank,
JP Morgan, and Citibank. Andrew
earned a First Class BA from the
University of Leicester in 2003 and
holds the CFA Certificate in Investment
Management (IMC).
Kirran Sky
Deputy Portfolio Manager,
Real Estate
Kirran joined Cheyne in 2022 from a
subsidiary of Oaktree Capital where
he worked with the flagship
Opportunities Funds since 2016 in
Portfolio Management, Origination/UW,
and modelling/systems development.
Prior to this he worked for Apollo Global
Management’s European Principal
Finance funds in Portfolio Management,
and Nationwide Building Society’s
Management Development
Programme in Non-Performing Loans,
and Commercial Credit Risk. Kirran has
a BSc in Mathematics from
Loughborough University.
Management Team
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
38
Sa’ad Malik
Structured Credit
Sa’ad joined Cheyne in 2016. Prior to
joining Cheyne, he founded Rhino
Investment Management LLP in 2011,
an FCA-authorised boutique investment
and advisory firm, active in the European
commercial real estate market. Among his
responsibilities were strategy, origination,
client management, structuring and
execution. He previously worked for
Lehman Brothers International (Europe)
in 2004, and for Credit Suisse Securities
(Europe) Limited in 2005, when he was
Director in their European Real Estate
Finance & Securitisation area, and had a
central role in building the Titan Europe
CMBS platform. Sa’ad started his career
in 2000 with Commerzbank Securities
in Asset-Backed Finance.
Lydia Boos
Legal Counsel
Lydia is Legal Counsel for the Cheyne
Real Estate Team. Prior to joining Cheyne
in 2018, Lydia was a senior associate at
Bryan Cave Leighton Paisner LLP where
she worked since starting her legal
training in 2008. Lydia joined BCLP’s
real estate finance department upon
qualifying as a solicitor in September
2010. At BCLP, Lydia was responsible for
advising a range of lender and sponsor
clients on real estate focused investment
and development transactions across
a variety of sectors, often including
complex intercreditor structures.
Sophie Turner
Business Manager
Sophie is a Business Manager for the
Real Estate Team focusing on Investor
Relations for RECI. Prior to this, Sophie
worked at Cheyne in Investor Relations
as Client Services Manager and Product
Specialist for Convertible Bonds, and
before that, as Assistant Business
Manager for the Real Estate Team. Prior
to joining Cheyne in 2008, she worked
at the University of Exeter’s Business
School, co-ordinating executive education
programmes for corporates such as
3i plc. Sophie earned her BSc in Business
Administration from Cardiff University.
Arron Taggart
Head of UK
Arron has over 25 years’ experience in the
real estate markets. He joined Cheyne
in August 2012 to originate real estate
loans in the UK and Northern Europe.
Prior to Cheyne, Arron was a Property
Specialist and Partner at Clydesdale
Bank responsible for the origination and
execution of real estate loans in London
and the South of England. He was also
responsible for the management of the
loan portfolio and setting regional strategy.
Prior to Clydesdale Bank, he was at
Bank of Scotland and Hitachi Capital.
Raphael Smadja
French Origination
Raphael joined Cheyne in January 2014
and has 20 years’ experience. Prior to
Cheyne, he was an Associate Director
in Real Estate Finance at Deutsche
Pfandbriefbank, responsible for sourcing
and structuring commercial real estate
loans across Europe. Prior to that, he
held positions within the Real Estate
Finance and CMBS space at Moody’s,
UBS and Morgan Stanley.
Daniel Schuldes
European Origination
Daniel has over 18 years’ experience in
the European real estate debt and ABS
markets. He joined Cheyne in 2007 and
specialises in the origination, structuring,
negotiation and execution of German
real estate credit transactions. He was
previously an associate on Credit Suisse’s
asset finance team in London, which was
responsible for originating and structuring
the bank’s European securitisations.
He focused on fundamental analysis of
RMBS collateral.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
39
GOVERNANCE
General Information
The Company was incorporated in Guernsey on 6 September
2005 with registered number CMP43634.
The “About the Company” section of the Annual Report on
page 6 provides information regarding the structure of the
Company, the investment objective and the listing details
of the shares of the Company.
The Company’s investment management activities are
managed by the Investment Manager, who is also the
Alternative Investment Fund Manager (“AIFM”). The Company
has entered into an Investment Management Agreement
under which the Investment Manager manages its day-to-
day investment operations, subject to supervision by the
Company’s Board of Directors. The Company is an Alternative
Investment Fund (“AIF”) within the meaning of the
Alternative Investment Fund Managers Directive (“AIFMD”)
and accordingly the Investment Manager has been
appointed and registered as the AIFM of the Company.
Principal Activity and Business Review
The principal activity of the Company during the year was
that of an investment company investing in real estate credit
investments. For full details of the Investment Policy of the
Company see page 6.
Results and Dividends
The results for the year and the Company’s financial position
as at year end are shown on pages 67 and 68. Dividends
per share remained at 3 pence per share, with dividends
totalling £27.4 million (31 March 2023: £27.5 million).
A fourth interim dividend for the year ended 31 March 2024 of
3 pence per share (31 March 2023: 3 pence per share) was
declared by the Directors on 19 June 2024 and is payable
on 26 July 2024. This fourth interim dividend has not been
included as a liability in these financial statements.
The Company purchased 4.1 million (31 March 2023: Nil)
shares in the market during the year. The total amount paid
to purchase the shares was £5.0 million (31 March 2023: £Nil)
and this was presented as a reduction from total equity.
Capital Structure
Details of the authorised, issued and fully paid share capital,
together with details of the movements in the Company’s
issued share capital during the current and prior year, are
shown in Note 14 to the financial statements.
The Company has one class of shares which carry no right
to fixed dividends. Each share carries the right to one vote
at general meetings of the Company.
No person has any special rights of control over the Company’s
share capital.
Board of Directors
The Board appoints all Directors on merit. When the
Nomination Committee considers Board succession planning
and recommends appointments to the Board, it takes into
account a variety of factors. Knowledge, experience, skills,
personal qualities, residency and governance credentials
play an important part.
The Directors of the Company who served during the year
and to the date of this report were:
Bob Cowdell (Chairman)
Susie Farnon
John Hallam
Colleen McHugh
Andreas Tautscher (appointed 7 May 2024)
The following summarises the Directors’ directorships in
other public companies listed on the London Stock Exchange:
Director
Company Name
Susie Farnon
Apax Global Alpha Limited
Ruffer Investment Company Limited
Colleen McHugh
Ruffer Investment Company Limited
John Hallam
NB Distressed Debt Investment Fund Ltd
Andreas
Tautscher
Doric Nimrod Air Three Limited
Doris Nimrod Air Two Limited
All Directors are independent of the Investment Manager
and free from any business or other relationship that would
materially interfere with the exercise of their independence.
The Directors present their report and the audited
financial statements for the year ended 31 March 2024.
Directors’
Report
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
40
Beyond June 2024, Mr Cowdell will have served on the Board
in excess of nine years, but his skillset, experience and
contribution, which clearly demonstrate his independence,
should be and remain of considerable value to the Board
and the Company.
Mrs Farnon and Mrs McHugh are both on the board of Ruffer
Investment Company Limited but the Company believes that
this does not impact their ability to be considered independent.
With regard to the appointment and replacement of Directors,
the Company is governed by its Articles of Incorporation
(the “Articles”) and the Companies (Guernsey) Law, 2008
(as amended). The Articles themselves may be amended
by special resolution of the Shareholders. The powers of
Directors are described in the Articles and in the financial
statements in the Corporate Governance Statement. Under
its Articles, the Company has authority to issue an unlimited
number of shares of no par value.
The Directors’ interests in the share capital of the Company
(some of which are held directly or by entities in which the
Directors may have a beneficial interest) as at the publication
date are:
Number of
% of
Shares
Company
Bob Cowdell (Chairman)
260,000
0.12
Susie Farnon
45,250
0.02
John Hallam
150,000
0.07
Colleen McHugh
62,000
0.03
Substantial Interests in Share Capital
Chapter 5 of the Disclosure and Transparency Rules, requires
disclosure of major Shareholder acquisitions or disposals
(over 5% of the shares) in the Company (see list below of major
Shareholders). During the year, there were three notifications
of such transactions (31 March 2023: one notification).
Since 1 April 2024, there were four notifications.
List of major Shareholders as at 31 March 2024:
Total
%
Name
Shares
Held
Shares
Held
Close Brothers Group
21,059,141
9.35
Bank Leumi Le Israel
18,054,468
8.02
Hargreaves Lansdown Asset Mgt
14,453,888
6.42
Canaccord Genuity Group Inc
13,315,151
5.91
Tilney Smith & Williamson
13,288,277
5.90
Fidelity Worldwide Investment (FIL)
11,871,829
5.27
Issued Share Capital
The issued share capital of the Company was 229.3 million
shares, consisted of 225.2 million outstanding shares and
4.1 million treasury shares (31 March 2023: 229.3 million
issued and outstanding shares).
Directors and Officers Liability Insurance
Directors and Officers liability insurance is in place and was
renewed on 6 July 2023.
Listing Information
The shares are currently listed on the premium segment of
the Official List of the UK Listing Authority and trade on the
Main Market of the London Stock Exchange.
Website
The Directors are responsible for the oversight of the website
and delegate to Cheyne responsibility for the maintenance
and integrity of the financial and corporate information
included on it.
The Investment Manager
Having reviewed the performance of the Investment Manager,
the Directors are satisfied that the continued appointment of
the Investment Manager on the terms agreed is in the best
interests of the Shareholders and the Company. The Company
has entered into the Investment Management Agreement
under which the Investment Manager manages its day-to-day
investment operations. Details of the Investment Management
Agreement can be found in Note 18 to the financial statements.
Auditor
Deloitte LLP has been the Company’s external auditor since
the Company’s incorporation on 6 September 2005 and as a
requirement under Financial Reporting Council (“FRC”) Public
Interest Entities (“PIE”) rules, the Company’s lead audit partner
is required to rotate off after five years of service. There will be
a tender process in the second half of this year to appoint
new auditors for the financial year ending 31 March 2026.
Further information on the work of the auditor is set out in
the Audit and Risk Committee Report.
The Audit and Risk Committee reviews the appointment of
the auditor on an annual basis.
Principal Risks and Uncertainties
Principal risks and uncertainties are detailed in the
Strategic Report.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
41
Directors' Report
(continued)
Related Party Transactions
Related party transactions are disclosed in Note 18 to the
financial statements. There have been no material changes
in the related party transactions described in the last
annual report.
Going Concern
The Directors believe it is appropriate to adopt the going
concern basis in preparing the financial statements as, after
due consideration, they consider that the Company has
adequate resources to continue in operational existence for
a period of at least 12 months from the date of signing the
audited financial statements.
As highlighted in the long-term viability section in the
Strategic Report, the Investment Manager performed an
evaluation of each of its positions, taking into account all
relevant geopolitical and macroeconomic risks, on its
operating models and valuations, and performed a granular
analysis of the future liquidity profile of the Company.
A detailed cash flow profile of each investment was
completed, incorporating the probability of likely delays to
repayments, other stress tests (and additional cash needs).
Stress testing is then performed on this cash flow forecast
against a number of adverse scenarios, such as the fair
value write down of the investments, or reduced cash flows
from the investment portfolio. The fair value stress test was
considered relevant to factor in any potential events affecting
the underlying assets or credit concerns about the borrowers
which potentially could impact on the fair value. The reduced
cash flow stress test was considered relevant in the event
of potential defaults arising on the loan portfolio and the
inability to recover the interest or principal back in full.
Taking account of the updated forecasting, the Directors
consider that the cash resources available as at 31 March 2024
of £18.3 million, together with the cash held at the broker of
£4.5 million, the liquidity of the market bond portfolio and the
financing available through activities such as repurchase
agreements and off-balance sheet financing are sufficient
to cover normal operational costs, the funding of borrower
loan commitments and current liabilities, including the
proposed dividend, as they fall due for a period of at least
12 months from the date of signing the audited financial
statements. The Directors note that a key assumption
adopted in the going concern analysis is that leverage
through repurchase agreements is not withdrawn. Net debt
(leverage minus cash) as at 31 March 2024 was 1.5%. The
Directors consider this to have strengthened the resilience
of the Company to future market uncertainty.
For further information, please refer to Note 2 to the
financial statements.
AGM
It is intended that the AGM of the Company will be held at
10:30am on 18 September 2024 and details of the resolutions
to be proposed at the AGM, together with explanations,
will appear in the Notice of Meeting to be distributed to
Shareholders together with a copy of this Annual Report.
Members of the Board will be in attendance at the AGM
and will be available to answer Shareholder questions.
On behalf of the Board on 19 June 2024.
Bob Cowdell
Susie Farnon
Director
Director
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
42
Hotel in the United Kingdom
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
43
GOVERNANCE
As in other areas of corporate governance, the Company
seeks to adhere to the AIC Code of Corporate Governance
issued in February 2019 and has established a Remuneration
Committee. Although the Company is not incorporated in
England and Wales it is mindful of the regulations that apply
to such companies in the context of remuneration and will
seek to make appropriate disclosures. All Directors are
non-executive and are not eligible for bonuses, pension
benefits, share options, long-term incentive schemes or
other benefits, performance related or otherwise. Directors
do not have service contracts and there is no provision for
compensation for loss of office. All Directors are entitled to be
repaid all expenses reasonably incurred in the performance
of their duties and have signed a letter of appointment setting
out the terms of such appointment.
The prime purpose of the Committee is to determine the
Company’s remuneration policy within the limits set by the
Articles of Incorporation which currently state that the
remuneration paid to each Director by way of fees shall not
exceed €160,000 in any financial year. Additionally, they
provide that if any Director performs any special duties, or
renders services, outside of the ordinary duties of a Director,
that Director shall be paid such reasonable additional
remuneration as the Board may determine.
The Committee is authorised by the Board to seek, subject
to a financial limit, such independent advice as it may deem
necessary in the discharge of its responsibilities.
Composition of the Committee
The Committee is chaired by John Hallam, the Company’s
Senior Independent Director and is composed of all the
Directors including the Chairman of the Company, who
was deemed independent at the time of his appointment.
This membership is considered appropriate as, collectively,
its members are believed to have the necessary experience
and knowledge to fairly determine remuneration.
Remuneration Policy
The current policy adopted by the Committee is set out
below and will be tabled at the next AGM for approval by
shareholders along with this Report.
The Company’s Remuneration Policy is that fees payable to
the Directors should reflect the experience and expertise of
and the responsibilities borne by the Directors and the time
spent on the Company’s affairs and be sufficient to attract,
retain and motivate individuals of high calibre with suitable
skills, experience and knowledge and to ensure that their
remuneration is set at a reasonable level commensurate with
their duties and responsibilities. No element of the Directors’
remuneration is performance related.
In determining the level of these fees, the Committee obtains
and takes account of reliable, up-to-date information about
remuneration in other companies of comparable scale and
complexity together with general economic conditions. To help
it fulfil its obligations, the Committee shall have full authority
to appoint remuneration consultants and to commission or
purchase any reports, surveys or other information which it
deems necessary.
Implementation of the Policy
The last major review of Board remuneration took place in
2022 and it is anticipated that the next will be in 2025. In the
interim, the Committee notes that during the year ended
31 December 2023, Guernsey RPIX increased by 5.5% and
therefore has recommended that the Chairman’s fee be
increased from £86,800 to £91,000 (an increase of 4.84%)
and the base fee for other Directors move from £41,750 to
£44,000 (an increase of 5.39%) to reflect this.
As a consequence of these recommendations, the following
table sets out the remuneration of Board members for the
financial year ending 31 March 2025 as compared to the two
previous years; it should be noted that the additional fees set
last year, and which remain unchanged, relate to the roles
performed and not to specific individuals while the table
assumes that the named individuals will discharge the roles
indicated throughout the coming year.
Remuneration
Committee Report
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
44
 
Year ended
Year ended
Year ended
31 March 2025
31 March 2024
31 March 2023
GBP
GBP
GBP
Bob Cowdell
(Chairman and Nomination Committee Chair)
91,000
86,800
80,000
Susie Farnon
(Audit and Risk Committee Chair and Senior Independent Director)
1, 2
56,500
56,250
53,000
John Hallam
(Remuneration Committee Chair)
46,500
44,250
41,000
Colleen McHugh
(Management Executive Committee Chair and ESG Lead)
2
49,000
44,250
41,000
Andreas Tautscher
(Independent Director)
3
44,000
–
–
1
Susie Farnon was appointed to succeed John Hallam as Senior Independent Director with effect from 12 June 2024.
2
Colleen McHugh took over from Susie Farnon as Management Engagement Committee chair in the year ended 31 March 2024.
3
Andreas Tautscher was appointed with effect from 07 May 2024.
Furthermore, the Committee noted that, in the past, additional
fees had been paid to the Chairman (£10,000) and other
Directors (£5,000 each) for work in relation to the issuance
of a prospectus. It is the Committee’s recommendation that
should a prospectus be issued during the financial year
ending 31 March 2025, additional fees of the same amount
should be paid.
Statement of Shareholder Voting
At the last AGM held on 15 September 2023, a resolution
to approve the Remuneration Committee Report and
Remuneration Policy was passed with 96,942,807 votes
(99.02%) being cast in favour and 960,807 votes (0.98%)
against reflecting the same very high level of approval as
the previous AGM.
Relevant Performance Information
The graph below shows the Total Shareholder Return (“TSR”)
(share price and dividends) from the redemption of the
preference shares in 16 September 2017 until 31 March 2024
compared with an investment in the FTSE 250 over the
same period. The TSR has averaged 2.74% per annum
during that period as compared to 3.05% for the index.
70
80
90
100
110
120
130
140
150
Sep 23
Sep 22
Sep 21
Sep 20
Sep 19
Sep 18
Sep 17
Total Shareholder Return
% (share price and dividends)
FTSE 250
RECI
To assist shareholders is assessing the relative importance
of Directors’ remuneration, the table below compares the
cost per share of the remuneration with both the earnings
per share and the dividend per share paid to shareholders.
Remuneration
Earnings
Dividend
Year
per share
per share
per share
2023/24
0.103p
9.6p
12.0p
2022/23
0.094p
9.0p
12.0p
2021/22
0.093p
10.7p
12.0p
2020/21
0.085p
16.2p
12.0p
Future Reviews
It is anticipated that full reviews will not take place at less than
three yearly intervals but that the Committee will, in the early
part of each year, review the changes in Guernsey RPIX to
determine if it is appropriate to increase the Chairman’s fee
and the base fee for other Directors.
John Hallam
Remuneration Committee Chair
19 June 2024
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
45
GOVERNANCE
Statement of Compliance with
Corporate Governance
The Company is a member of the AIC and by complying with
the February 2019 edition of the AIC Code is deemed to
comply with both the UK and the GFSC Code where relevant.
To comply with the UK Listing Regime, the Company
must comply with the requirements of the UK Corporate
Governance Code.
The Board has considered the principles, provisions and
recommendations of the AIC Code and considers that
reporting against these will provide appropriate information
to Shareholders. To ensure ongoing compliance with these
principles the Board reviews a report from the Company
Secretary identifying how the Company is in compliance
and identifying any changes that might be necessary.
The Company has complied with the recommendations of
the AIC Code throughout the accounting period, except as
set out below.
The AIC Code includes provisions relating to:
• the role of the chief executive;
• executive directors’ remuneration; and
• the whistle-blowing policy.
The Board considers some of these provisions are not relevant
to the position of the Company as it is an externally managed
investment company. The Directors are non-executive and
the Company does not have employees and the Board is
satisfied that any relevant issues that arise can be properly
considered by the Board or by Shareholders at AGMs. The
Remuneration Committee considers matters relating to
Directors’ remuneration. An external assessment of Directors’
remuneration has not been undertaken. The Company’s
Remuneration policy is that fees payable to the Directors should
reflect the experience and expertise of and the responsibilities
borne by the Directors and the time spent on the Company’s
affairs and be sufficient to attract, retain and motivate Directors
of a quality required to run the Company successfully. Please
refer to the Remuneration Committee Report on pages 44
and 45.
The Board
The Directors’ details are listed in the Directors’ Report, which
set out their range of investment, financial and business skills
and experience.
The Board meets at least four times a year and, in addition,
there is regular contact between the Board, the Investment
Manager and the Company Secretary including an annual
strategy meeting and the Investment Manager due diligence
visits, when the Board attends the offices of the Investment
Manager and meets with senior executives. Further, the Board
requires that it is supplied in a timely manner with information
by the Investment Manager, the Company Secretary and
other advisers in a form and of a quality appropriate to enable
it to discharge its duties.
Duties and Responsibilities
The Board has overall responsibility for optimising the
Company’s performance by directing and supervising the
affairs of the business and meeting the appropriate interests
of Shareholders and relevant stakeholders, while enhancing
the value of the Company and also ensuring the protection
of investors. A summary of the Board’s responsibilities is
as follows:
• statutory obligations and public disclosure;
• strategic matters and financial reporting;
• risk assessment and management including reporting,
compliance, governance, monitoring and control; and
• other matters having a material effect on the Company.
The Board is responsible to Shareholders for the overall
management of the Company. The Board has delegated the
day-to-day operation of the Company to the Investment
Manager, Administrator and the Company Secretary. The Board
reserves the powers of decisions relating to the determination
of the Investment Policy, the approval of changes in strategy,
capital structure, statutory obligations, public disclosure and
the entering into of any material contracts by the Company.
Corporate
Governance
Statement
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
46
The previous table is an extract of the various Directors’
attendance at Board and Committee meetings for the
financial year compared against those for which they were
eligible to attend.
Additionally, six ad-hoc meetings and a further two informal
meetings were held during the year which, as they dealt
primarily with administrative and transaction matters, were
attended by those Directors available at the time.
Chairman
The Chairman, Mr Cowdell, is responsible for leadership of the
Board, ensuring its effectiveness on all aspects of its role
and setting its agenda. The Chairman is also responsible for
ensuring that the Directors receive accurate, timely and
clear information. The Chairman is responsible for effective
communication with Shareholders and can be contacted
through the Company Secretary.
Senior Independent Director (“SID”)
Mr Hallam was Senior Independent Director (“SID”) during
the year and stepped down from the role on 12 June 2024 and
Mrs Farnon was appointed in his place. The primary roles
are to support the Chairman and act as an intermediary for
the other non-executive Directors in matters relating to the
Chairman including leading them in the annual performance
evaluation of the Chairman. The SID is also available to
Shareholders who may have any concerns which contact
through the normal channels of the Chairman and
AIFM has failed to resolve or for which such contact is
inappropriate. Mr Hallam can also be contacted through
the Company Secretary.
Board Independence
For the purposes of assessing compliance with the AIC Code’s
Principles and Provisions, the Board considers whether the
current Directors are independent of the Investment Manager
and free from any business or other relationship that could
materially interfere with the exercise of their independent
judgement. In making this assessment, consideration is also
given to all other factors which might be relevant including
length of service. The Board has concluded that all Directors
remain independent.
Committees of the Board
In accordance with the AIC Code, the Board has established
an Audit and Risk Committee, a Nomination Committee, a
Management Engagement Committee and a Remuneration
Committee, in each case with formally delegated duties
and responsibilities within written terms of reference.
Audit and Risk Committee
The Audit and Risk Committee is chaired by Mrs Farnon, and
its other members are Mr Cowdell, Mr Hallam, Mrs McHugh
and Mr Tautscher. The terms of reference of the Audit and Risk
Committee state that it will meet not less than three times
in each financial year. In the year ended 31 March 2024, the
Audit and Risk Committee met at four informal meetings.
The Audit and Risk Committee Report on pages 52 to 55
sets out the role and activities of this Committee and its
relationship with the external auditor.
Nomination Committee
The Nomination Committee is chaired by Mr Cowdell and its
other members are Mr Hallam, Mrs Farnon, Mrs McHugh and
Mr Tautscher. The members of the Nomination Committee
are and will be independent Directors. The terms of reference
state that the Nomination Committee will meet not less than
once a year; will have responsibility for considering the size,
structure and composition of the Board; retirements and
appointments of additional and replacement Directors;
and that the Nomination Committee will make appropriate
recommendations to the Board.
The Board appoints all Directors on merit. When the
Nomination Committee considers Board succession planning
and recommends appointments to the Board, it takes into
account a variety of factors. Knowledge, experience, skills,
personal qualities, residency and governance credentials
play an important part. The Board aims to have a balance of
skills, experience, diversity (including gender) and length of
service and knowledge of the industry. The Board undertakes
Audit and
Management
Remuneration
Scheduled Board
Nomination Committee
Risk Committee
Engagement Committee
Committee
Meetings Attendance
1
Meeting Attendance
Meeting Attendance
Meeting Attendance
Meeting Attendance
Attendance by:
Bob Cowdell (Chairman)
4/4
3/3
3/3
1/1
1/1
Susie Farnon
4/4
3/3
3/3
1/1
1/1
John Hallam
4/4
3/3
3/3
1/1
1/1
Colleen McHugh
4/4
3/3
3/3
1/1
1/1
1
Post RECI’s financial year end, Andreas Tautscher was appointed as a new independent non-executive director of the Company. He was appointed with effect from 07 May 2024.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
47
Corporate Governance Statement
(continued)
an evaluation of its performance on an annual basis. The
performance of each Director is considered as part of a formal
review by the Nomination Committee.
The position of Chairman of each Committee will be reviewed
on an annual basis by the Nomination Committee and their
membership and terms of reference are kept under review.
The performance of the Chairman of the Board will be
assessed by the SID through appraisal questionnaires and
discussions with the other Directors.
Management Engagement Committee
The Management Engagement Committee is chaired by
Mrs McHugh, with its other members being Mr Hallam,
Mr Cowdell, Mrs Farnon and Mr Tautscher. The Committee
will meet at least once a year for the purpose of evaluating
the performance of the Company’s service providers, the
review of service agreements and service level statements
and the level and method of their remuneration.
Remuneration Committee
The Remuneration Committee is chaired by Mr Hallam, with
its other members being Mr Cowdell, Mrs Farnon, Mrs McHugh
and Mr Tautscher. The Committee will meet at least once a
year for the purpose of determining Directors’ remuneration
and setting the Company’s remuneration policy.
Director Re-Election Tenure and Induction
The Nomination Committee has considered the question of
a policy on Board tenure. It is strongly committed to striking
the correct balance between the benefits of continuity and
those that come from the introduction of new perspectives
to the Board. As provided for in the AIC guidelines and in order
to phase future retirements and appointments the Board
has not, at this stage, adopted any specific limits to terms,
but expects to refresh the Board at appropriate intervals.
The Board regards all Directors as being independent.
Andreas Tautscher, who was appointed to the Board on
7 May 2024, will stand for election at the September 2024
AGM. The Board has adopted a policy whereby all Directors
will be proposed for re-election each year and so, save for
John Hallam who has notified the Board of his intention not
to stand and retire from the Board, all other Directors will be
proposed for re-election at the forthcoming AGM. Details of
Directors’ tenure are disclosed on pages 36 and 37.
Internal Controls
The Board has established a continuous process for identifying,
evaluating and managing the significant risks the Company
faces. The Board regularly reviews the process, which has
been in place from the start of the financial year to the date
of approval of this report. The Board is responsible for the
Company’s system of internal control and for reviewing its
effectiveness. Such a system is designed to manage rather
than eliminate the risk of failure to achieve business
objectives, and can only provide reasonable and not absolute
assurance against material misstatement or loss.
In compliance with the Principles and Provisions of the AIC
Code, the Board regularly reviews the effectiveness of the
Company’s system of internal control. The Board’s monitoring
covers all controls, including financial, operational and
compliance controls and risk management. It is based
principally on reviewing reports from the Investment
Manager in order to consider whether all significant risks
are identified, evaluated, managed and controlled and
whether any significant weaknesses are promptly remedied
and indicate a need for more extensive monitoring. To this
end, a Risk Matrix is maintained, which identifies the
significant risks faced by the Company together with the
controls intended to manage them and is reviewed at each
scheduled Board meeting. The Board has also performed
a specific assessment considering all significant aspects of
internal control arising during the year covered by this report.
The Audit and Risk Committee assists the Board in discharging
its review responsibilities.
During the course of its review of the system of internal control,
the Board has not identified nor been advised of any failings
or weaknesses which it has determined to be significant.
While investment management is provided by Cheyne,
the Board is responsible for setting the overall Investment
Policy and monitors the actions of the Investment Manager
at regular Board meetings. Administration services are
provided by Citco. Regular compliance reports from both the
Investment Manager and the Administrator are received by
the Board. In addition, the Administrator makes available its
Global Fund Accounting and Custody Controls Examination,
SOC 1 report to the Board on an annual basis.
Custody of assets is undertaken by the Depositary, The Bank
of New York Mellon (International) Limited.
The Investment Manager has established an internal control
framework and reviews the segregation of duties within this
to ensure that control functions are segregated from the
trading and investing functions. As a part of this framework,
the valuation of financial instruments is overseen by an
internal pricing committee which is supported by resources
which ensure that it is able to function at an appropriate
level of quality and effectiveness.
Specifically, the Investment Manager’s pricing committee is
responsible for establishing and monitoring compliance with
valuation policy. Within the trading and investing functions,
the Investment Manager has established policies and
procedures that relate to the approval of all new transactions,
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
48
transaction pricing sources and fair value hierarchy coding
within the financial reporting system.
The Directors of the Company clearly define the duties
and responsibilities of their agents and advisers, whose
appointments are made by the Board after due consideration.
The Board monitors the ongoing performance of such
agents and advisers. Each agent and adviser maintains its
own systems of internal control on which it reports to the
Board. The systems are designed to ensure effective and
efficient operation, internal control and compliance with
laws and regulations. In establishing the systems of internal
control, regard is paid to the materiality of relevant risks,
the likelihood of costs being incurred and costs of control.
It follows, therefore, that the systems of internal control can
only provide reasonable but not absolute assurance against
the risk of material misstatement or loss.
The Board has reviewed the need for an internal audit
function and has decided that the systems and procedures
employed by the Administrator and the Investment Manager,
including their own internal controls and procedures, provide
sufficient assurance that a sound system of risk management
and internal control, which safeguards Shareholders’
investment and the Company’s assets, is maintained. An
internal audit function specific to the Company is therefore
considered unnecessary.
Corporate Social Responsibility
The Board keeps under review developments involving social
and environmental issues, and will report on those to the
extent they are considered relevant to the Company’s
operations. The Company’s ESG strategy is outlined on
page 26 of the Stakeholder Engagement section and in the
Sustainability Report on pages 28 to 33.
UK Criminal Finances Act 2017
In respect of the UK Criminal Finances Act 2017 which has
introduced a new Corporate Criminal Offence of “failing
to take reasonable steps to prevent the facilitation of tax
evasion”, the Board confirms that it is committed to zero
tolerance towards the criminal facilitation of tax evasion.
General Data Protection
Regulation (“GDPR”)
The Board confirms that the Company has considered GDPR
and taken measures itself and with its service providers, to meet
the requirements of GDPR and equivalent Guernsey law.
Anti-Bribery and Corruption Policy
The Board has adopted a formal Anti-Bribery and Corruption
Policy. The policy applies to the Company and to each of its
Directors. Furthermore, the policy is shared with each of
the Company’s main service providers.
Whistle-blowing
As the Company has no employees of its own, it does not
have a whistle-blowing policy but in its review of service
providers the Management Engagement Committee ensures
that they do.
Employees and Socially
Responsible Investment
The Company has a management contract with the
Investment Manager. It has no employees and all of its
Directors are non-executive, with day-to-day activities
being carried out by third parties. There are therefore no
disclosures to be made in respect of employees.
The Company’s main activities are carried out by the
Investment Manager who was one of the initial signatories
to the Standards Board for Alternative Investments (formerly
known as the Hedge Fund Standards Board) and is a signatory
to the United Nations-supported Principles for Responsible
Investment (“PRI”).
Modern Slavery Act 2015
The Company’s Modern Slavery and Human Trafficking
Statement is available on the Company’s website and is
reviewed by the Board on an annual basis.
Gender Metrics
The Company, in conjunction with the Investment Manager,
strives to achieve a diverse workforce that embraces
individuals of all gender, race, nationality, religion, age and
orientation and to develop a unique workplace to come
together and grow professionally and personally.
Cheyne is committed to supporting diversity, equality and
inclusion through implementing change and supporting
initiatives, partnerships and programmes across the firm and
the industry, under the oversight of Cheyne’s DE&I Committee.
Cheyne is comprised of a diverse range of employees and
is committed to providing equal employment opportunities
to all colleagues and applicants without regard to gender,
race, nationality, religion, age, orientation or disability. To this
end, Cheyne has implemented reporting tools within its HR
system to enable a more granular measurement of gender
and ethnicity, using the AIMA/Albourne classifications within
their DE&I Questionnaire, that is compliant with data privacy
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
49
Corporate Governance Statement
(continued)
considerations. The ongoing evolution and monitoring of
this data will allow the Investment Manager to assess how
its DE&I Policy and supporting action plans are working in
practice, while enabling the DE&I Committee to identify areas
for improvement and target its efforts to effect change.
The business case behind the data collection has been
communicated to all employees.
Number of
Board members
% of
Board members
Number of senior
positions on the Board
(CEO
,
CFO
,
SID
,
Chair)
Male
3
60.0
Not applicable –
see note
1
Female
2
40.0
Minority ethnic
background
–
–
1
This column is inapplicable as the Company is externally managed and does not have
executive management functions, specifically it does not have a CEO or CFO. The chair
of the Board and the SID are both men. However, the Company considers that chairing
the permanent sub-committees of the Board are senior roles in an investment company
context. The positions of chair of the Audit and Risk Committee and Management
Engagement Committee are held by women.
The Board acknowledges the importance of diversity for the
effective functioning of the Board which helps create an
environment for successful and effective decision making.
The Board currently comprises of 40% women with Susie
Farnon acting as the SID and the Chair of the Audit and Risk
Committee and Colleen McHugh chairing the Management
Engagement Committee; but will revert to equal representation
of men and women upon John Hallam’s retirement in
September 2024. The Company does not currently comply
with the ethnic diversity target set out in the Listing Rules.
However, the Board continues to keep this under review
in the context of planned Board succession opportunities.
In view of the nature, scale and complexity of the Company,
the Board believes a formal diversity policy for the Company
is not necessary at this time. Diversity of the Board is further
considered on at least an annual basis through the Board
evaluation process.
Principal Risks and Uncertainties
The Board has carried out a robust assessment to identify the
emerging and principal risks that could affect the Company,
including those that would threaten its business model,
future performance, solvency or liquidity. It has adopted a
controls based approach to its risk monitoring requiring each
of the relevant service providers, including the Investment
Manager, to establish the necessary controls to ensure that
all known risks are monitored and controlled in accordance
with agreed procedures. The Directors receive periodic
updates at their Board meetings on key risks and have
adopted their own control review to ensure, where possible,
risks are monitored appropriately.
Each Director is aware of the principal risks and uncertainties
inherent in the Company’s business and understands the
importance of identifying, evaluating and monitoring these
risks. The Board has established a Risk Framework that
enables it to manage these principal risks and uncertainties
within acceptable limits and to meet all of its legal and
regulatory obligations.
The Board considers the process for identifying, evaluating
and managing these principal risks and uncertainties faced
by the Company on an ongoing basis and these principal
risks and uncertainties are reported and discussed at Board
meetings. It ensures that effective controls are in place
to mitigate these risks and that a satisfactory compliance
regime exists to ensure all applicable local and international
laws and regulations are upheld.
The Company’s principal risks are discussed in the Strategic
Report of these financial statements and in the Company’s
Prospectus, available on the Company’s website
(
www.realestatecreditinvestments.com
) while those
specifically relating to financial reporting are discussed in
the Audit and Risk Committee Report and Note 15 to the
financial statements.
Changes in Regulation
The Board monitors and responds to changes in regulation
as it impacts the Company and its policies.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
50
Residential property in the United Kingdom
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
51
GOVERNANCE
Dear Shareholders,
On the following pages, we present the Audit and Risk
Committee’s report for 2024, setting out the responsibilities
of the Audit and Risk Committee and its key activities during
the year ended 31 March 2024. As in previous years, the Audit
and Risk Committee has reviewed the Company’s financial
reporting, the independence and effectiveness of the external
auditor and the internal control and risk management
systems of the Company’s service providers. In order to
assist the Audit and Risk Committee in discharging these
responsibilities, regular reports are received and reviewed from
the Investment Manager, Administrator and external auditor.
A member of the Audit and Risk Committee will be available
at each AGM to respond to any Shareholder questions on
the activities of the Audit and Risk Committee.
Membership of the Audit and
Risk Committee
The Audit and Risk Committee is chaired by Mrs Farnon, and
its other members are Mr Cowdell, Mr Hallam, Mrs McHugh
and Mr Tautscher. The FRC Guidance on Audit and Risk
Committees recommends that such a committee should
comprise solely of independent non-executive directors
and, as noted in the Corporate Governance Statement, the
Board has considered the independence of its members
and has concluded that they all remain independent.
The Company Chairman currently serves as a member of the
Audit and Risk Committee. The terms of reference state that
the Audit and Risk Committee will meet not less than three
times in the year and meet the external auditor twice a year,
on which occasions the need to meet without representatives
of either the Investment Manager or the Administrator being
present is considered. The terms of reference include all
matters indicated in the Disclosure and Transparency Rule 7.1
and the AIC Code.
The Board has taken note of the requirement that at least one
member of the Committee should have recent and relevant
financial experience and is satisfied that the Committee
is properly constituted in that respect with all members
being highly experienced and Mrs Farnon, Mr Hallam and
Mr Tautscher being chartered accountants who also sit or
have sat on other audit committees.
Responsibilities
The Audit and Risk Committee has regard to the AIC Code
and examines the effectiveness of the Company’s internal
control systems, the integrity of the annual and half-yearly
reports and financial statements and ensures that they are
fair, balanced and understandable and provide the necessary
information. It also considers the external auditor’s
remuneration and engagement, as well as the external
auditor’s independence and any non-audit services
provided by them. Other areas of responsibility include:
• Consideration of the fair value of the Company’s
investments and income generated from the portfolio;
• Consideration of the accounting policies of the Company;
• Meeting with the external auditor to discuss the proposed
audit plan and reporting;
Audit and Risk
Committee Report
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
52
• Assess the effectiveness of the external auditor and
audit process;
• Consideration of the need for an internal audit function;
• Review of any independent reports in respect of the
Investment Manager, the Administrator or the Depositary;
• Consideration of the risks facing the Company including
the Company’s anti-bribery, corruption and similar
obligations; and
• Monitoring the Company’s procedures for ensuring
compliance with statutory regulations and other
reporting requirements.
In addressing all of the above considerations, the Audit and
Risk Committee seeks the appropriate input from the external
auditor, Investment Manager, Administrator, Company
Secretary and Legal Counsel and makes a recommendation
to the Board of the Company as appropriate.
Meetings
The Audit and Risk Committee normally meets at least three
times annually, including shortly before the Board meets to
consider the Company’s half-yearly and annual financial
reports, and reports to the Board on its deliberations
and recommendations. It also has an annual planning
meeting with the external auditor and other ad-hoc
meetings as considered necessary.
The Audit and Risk Committee operates within clearly defined
terms of reference and provides a forum through which the
Company’s external auditor reports to the Board. The terms
of reference of the Audit and Risk Committee are available
from the Company’s registered office. The Audit and Risk
Committee receives information from the Company’s service
providers with the majority of information being directly
sourced from the Company Secretary, Administrator, the
Investment Manager and the external auditor. The Audit and
Risk Committee considers the nature, scope and results of
the external auditor’s work and reviews their performance
annually prior to providing a recommendation to the Board
on the reappointment or removal of the external auditor.
Significant Issues Considered over
Financial Reporting
The Audit and Risk Committee has determined that the key
risks of misstatement of the Company’s financial statements
relate to the judgements in respect of the fair value of the
Company’s portfolio and income recognition.
Additional information regarding principal risks and
uncertainties is provided in the Strategic Report and in
Note 15 to the financial statements.
The Board considers a report from the Investment Manager
at each Board meeting which sets out a review of the portfolio
and its performance. The report also details earnings forecasts
and asset class analysis. As a result, the Board is able to
interrogate the Investment Manager on the basis of the
assumptions made and the validity of the expected forecasts.
Valuation of Portfolios
The Audit and Risk Committee conducted a detailed review
of each bilateral loan and bond position through discussions
with the AIFM’s relevant individual asset managers challenging
them as appropriate. Such discussions covered aspects
such as:
• Available and recent professional valuations of the
underlying collateral;
• Credit quality of the individual borrower;
• Quality of the underlying collateral;
• Operational and financial performance of the borrower;
•
Status of development schedules compared to original plans;
• Planning or other disputes;
• Comparison between effective and actual yields; and
• Whether or not any value should be ascribed to contingent
fees and potential profit participations provided for in
contractual arrangements.
When considering the bilateral bond investments, the Audit
and Risk Committee considered a number of factors including,
but not restricted to:
• The key valuation judgement whereby the effective yield
calculated is used as proxy for the market yield at the
valuation date;
• Pricing sources;
• The valuation approach used to value certain bonds by the
independent pricing adviser and challenging the AIFM’s
assessment of the comparable securities and sector
analysis used in determining the valuation of these bonds;
• The range of valuations determined by the independent
pricing adviser in light of the approaches used and the
weighting applied by the Investment Manager to derive
a fair value point estimate;
• Comparison between effective and actual yields;
• Depth of prices and any disparity between different marks;
• Indicative liquidity;
• Comparison of realised prices with previous valuations; and
• The significance of unobservable inputs used to determine
the fair value of the bond investments and classification
within the fair value hierarchy.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
53
Audit and Risk Committee Report
(continued)
Having conducted this process the Audit and Risk Committee
concluded that any assumptions used were reasonable
and that the valuations were in accordance with the
applicable standards.
During the year, the Chairman of the Audit and Risk Committee
and/or other members of the Board attended at least two of
the meetings held between the external auditor and the
Investment Manager in respect of valuations.
Income Recognition
The Audit and Risk Committee and the Board as a whole
considered and challenged the Investment Manager’s
expected realisation or maturity dates and the resultant
expected cash flows. The Committee found that the
assumptions used were reasonable and that whilst it is
possible that the expected realisation dates may change
over time the Committee and the Board are satisfied that the
assumed realisation dates and the Investment Manager’s
methods of calculating income are reasonable and in line
with International Financial Reporting Standards (“IFRS”).
As highlighted in the long-term viability section in the Strategic
Report, the Investment Manager performed an evaluation
of each of its positions, taking into account all relevant
geopolitical and macroeconomic risks, on its operating
models and valuations. A detailed cash flow profile of each
investment was completed, incorporating the probability of
likely delays to repayments, other stress tests (and additional
cash needs); these were taken into account in the modelled
expected cash flows for 31 March 2024.
Risk Management
The Company’s risk assessment process and the way in which
significant business risks are managed is a key area of focus
for the Committee. The work of the Audit and Risk Committee
is driven primarily by the Company’s Risk Framework and
the assessment of its principal risks and uncertainties as
set out in the Strategic Report and in Note 15 to the
financial statements, and it receives reports from the
Investment Manager on the Company’s risk evaluation
process and reviews changes to significant risks identified.
Internal Audit
The Committee considers at least once a year whether or
not there is a need for an internal audit function. Currently,
the Committee believes that, given the Company has no
employees, the SOC 1 internal control report provided by the
Administrator and the reporting provided by the Investment
Manager are sufficient and has made a recommendation to
the Board to this effect.
External Audit
Deloitte LLP has been the Company’s external auditor since
the Company’s inception. There will be a tender process in
the second half of 2024 to appoint new external auditors.
The objectivity of the external auditor is reviewed by the
Committee which also reviews the terms under which the
external auditor may be appointed to perform non-audit
services. Auditor independence is maintained through
limiting non-audit services to audit-related work that falls
within defined categories. All engagements with the
auditor are subject to pre-approval from the Audit and Risk
Committee and fully disclosed within the Annual Report for
the relevant period. A new lead audit partner is appointed
every five years and the Audit and Risk Committee ensures
the external auditor has appropriate internal mechanisms in
place to ensure its independence.
When evaluating the external auditor, the Committee has
regard to a variety of criteria including industry experience,
independence, reasonableness of audit plan, ability to deliver
constructive criticism, effectiveness of communication with
the Board and the Company’s service providers, quality
control procedures, management of audit process, price
and added value beyond assurance in audit opinion.
In order to maintain auditor independence, Deloitte LLP
ensured the following safeguards were in place:
• review and challenge of key decisions by the Quality Review
Partner and engagement quality review by a member of
the Independent Professional Standard Review Team.
The Committee reviews the scope and results of the audit,
its cost effectiveness and the independence and objectivity
of the external auditor, with particular regard to the level of
non-audit fees. During the year, Deloitte charged non-audit
fees of £39,500 for the 30 September 2023 interim review.
Notwithstanding the provisions of such services, the Audit and
Risk Committee considers Deloitte LLP to be independent
of the Company and that the provision of such non-audit
services is not a threat to the objectivity and independence
of the conduct of the audit as appropriate safeguards are
in place.
The auditors will have been in place for 20 years after the
year ending 31 March 2025. Therefore a tender exercise will
take place in the autumn to appoint new auditors for the
year ended 31 March 2026 to maintain auditor independence.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
54
Annual Report
The Audit Committee members have each reviewed the
Annual Report and earlier drafts in detail, comparing its
content with their own knowledge of the Company, reporting
requirements and Shareholders’ expectations. Formal
meetings of the Audit Committee have also reviewed
reports and explanations from its service providers about
the details and the financial results.
To fulfil its responsibility regarding the independence of the
auditor, the Audit and Risk Committee considers:
• discussions with or reports from the auditor describing its
arrangements to identify, report and manage any conflicts
of interests in light of the requirements of the Crown
Dependencies’ Audit Rules and Guidance; and
• the extent of non-audit services provided by the auditor and
arrangements for ensuring the independence, objectivity
and robustness and perceptiveness of the external auditor
and their handling of key accounting and audit judgements.
To assess the effectiveness of the external auditor and the
audit process, the Committee reviews:
• the auditor’s fulfilment of the agreed audit plan and
variations from it;
• discussions or reports highlighting the major issues that
arose during the course of the audit;
• feedback from other service providers evaluating the
performance of the audit team;
• arrangements for ensuring independence and
objectivity; and
• robustness of the external auditor in handling key
accounting and audit judgements.
The Audit and Risk Committee was satisfied with the audit
process and Deloitte LLP’s effectiveness and independence
as an Auditor having considered the degree of diligence
and professional scepticism demonstrated by them.
During the year ended 31 March 2024, the external auditor
had three meetings with the Audit and Risk Committee and
met with the Chairman of the Audit and Risk Committee on
other occasions when necessary.
On behalf of the Audit and Risk Committee.
Susie Farnon
Chairman of the Audit and Risk Committee
19 June 2024
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
55
GOVERNANCE
The Directors are responsible for preparing the Annual Report
and the financial statements in accordance with applicable
law and regulations.
The Companies (Guernsey) Law, 2008 (as amended) requires
the Directors to prepare financial statements for each
financial year. Under that law, the Directors have elected to
prepare the Company financial statements in accordance
with IFRS. Under Companies Law, the Directors must not
approve the accounts unless they are satisfied that they give
a true and fair view of the state of affairs of the Company and
of the profit or loss of the Company for that year. In preparing
these financial statements, International Accounting
Standard 1 (“IAS 1”) requires that Directors:
• properly select and apply accounting policies;
• present information, including accounting policies, in a
manner that provides relevant, reliable, comparable and
understandable information;
• provide additional disclosures when compliance with the
specific requirements in IFRS are insufficient to enable
users to understand the impact of particular transactions,
other events and conditions on the entity’s financial position
and financial performance; and
• make an assessment of the Company’s ability to continue
as a going concern.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Company’s
transactions and disclose with reasonable accuracy at any
time the financial position of the Company and enable them
to ensure that the financial statements comply with the
Companies (Guernsey) Law, 2008 (as amended). They are
also responsible for safeguarding the assets of the Company
and hence for taking reasonable steps for the prevention
and detection of fraud and other irregularities.
The Directors are responsible for the maintenance and
integrity of the corporate and financial information included
on the Company’s website. Legislation in Guernsey governing
the preparation and dissemination of financial statements
may differ from legislation in other jurisdictions.
We confirm that to the best of our knowledge:
(i)
The financial statements, prepared in accordance with
IFRS, give a true and fair view of the assets, liabilities,
financial position and profit or loss of the Company;
(ii) The Chairman’s Statement, the Strategic Report and the
Investment Manager’s Report include a fair review of
the development and performance of the business and
the position of the Company together with a description
of the principal risks and uncertainties they face; and
(iii) So far as each Director is aware, there is no relevant
audit information of which the Company’s auditor is
unaware, and each Director has taken all the steps that
he/she ought to have taken as a Director in order to make
himself/herself aware of any relevant audit information
and to establish that the Company’s external auditor is
aware of that information. This confirmation is given
and should be interpreted in accordance with the
provisions of section 249 of the Companies (Guernsey)
Law, 2008 (as amended).
Responsibility Statement of the Directors
in Respect of the Annual Report under the
UK Corporate Governance Code
The Directors are responsible for preparing the Annual Report
in accordance with applicable law and regulations. Having
taken advice from the Audit and Risk Committee, the Directors
consider the Annual Report and financial statements, taken
as a whole, is fair, balanced and understandable and that it
provides the information necessary for Shareholders to assess
the Company’s performance, business model and strategy.
By order of the Board.
Bob Cowdell
Susie Farnon
Director
Director
19 June 2024
Directors’
Responsibility
Statement
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
56
University Campus building in France
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
57
Annual Report and Accounts 2024
Financial
Statements
In this section
Independent Auditor’s Report
60
Statement of Comprehensive Income
67
Statement of Financial Position
68
Statement of Changes in Equity
69
Statement of Cash Flows
70
Notes to the Financial Statements
71
Appendix I – AIFM Remuneration Policy (Unaudited)
99
Appendix II – AIFM Leverage (Unaudited)
100
Directors and Advisers
101
Glossary
102
Mixed-use development in the United Kingdom
Report on the audit of the financial statements
1. Opinion
In our opinion the financial statements of Real Estate Credit
Investments Limited (the “Company”):
• give a true and fair view of the state of the Company’s
affairs as at 31 March 2024 and of its profit for the year
then ended;
• have been properly prepared in accordance with
International Financial Reporting Standards (“IFRSs”) as
issued by the International Accounting Standards Board
(“IASB”); and
• have been prepared in accordance with the requirements
of the Companies (Guernsey) Law, 2008.
We have audited the financial statements which comprise:
• the statement of comprehensive income;
• the statement of financial position;
• the statement of changes in equity;
• the statement of cash flows; and
• the related Notes 1 to 22.
The financial reporting framework that has been applied in
their preparation is applicable law and IFRSs as issued by
the IASB.
2. Basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (UK) (“ISAs (UK)”) and applicable law.
Our responsibilities under those standards are further
described in the auditor’s responsibilities for the audit of
the financial statements section of our report.
We are independent of the Company in accordance with the
ethical requirements that are relevant to our audit of the
financial statements in the UK, including the Financial
Reporting Council’s (the “FRC’s”) Ethical Standard as
applied to listed public interest entities, and we have fulfilled
our other ethical responsibilities in accordance with these
requirements. The non-audit services provided to the
Company for the year are disclosed in Note 5 to the
financial statements. We confirm that we have not provided
any non-audit services prohibited by the FRC’s Ethical
Standard to the Company.
We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
3. Summary of our audit approach
Key audit matters
The key audit matter that we identified in the current year was:
• Key judgement in the valuation of bilateral loan and bond portfolio
Within this report, key audit matters are identified as follows:
Newly identified
Increased level of risk
Similar level of risk
Decreased level of risk
Materiality
The materiality that we used in the current year was £6.5 million which was determined on the
basis of approximately 2% of the net assets of the Company.
Scoping
Audit work to respond to the risks of material misstatement was performed directly by the
audit engagement team.
Significant changes
in our approach
There have been no significant changes in our audit approach.
Independent Auditor’s Report
to the Members of Real Estate Credit Investments Limited
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
60
4. Conclusions relating to going concern
In auditing the financial statements, we have concluded that
the Directors’ use of the going concern basis of accounting
in the preparation of the financial statements is appropriate.
Our evaluation of the Directors’ assessment of the Company’s
ability to continue to adopt the going concern basis of
accounting included:
• Evaluating management’s going concern paper, identifying
the assumptions applied in the going concern assessment
particularly the considerations of the current macroeconomic
challenges and testing the mechanical accuracy of the
underlying forecasts;
• Performing stress testing on the key assumptions applied
to understand those that could potentially give rise to a
material uncertainty in respect of the use of the going
concern basis;
• Checking consistency of the forecast assumptions applied
in the going concern assessment with other forecasts,
including asset maturity and valuation assumptions;
• Assessing the liquidity position of the Company including
its ability to meet its undrawn commitments by evaluating
the impact of repayment of the Company’s financing
agreements at maturity without renewal and considering
the mitigating actions identified by the Directors as
available responses to liquidity risks; and
• Assessing the financial statements related disclosures to
evaluate whether they appropriately explain assumptions
made by management and the key mitigations.
Based on the work we have performed, we have not identified
any material uncertainties relating to events or conditions
that, individually or collectively, may cast significant doubt
on the Company’s ability to continue as a going concern for
a period of at least twelve months from when the financial
statements are authorised for issue.
In relation to the reporting on how the Company has applied
the UK Corporate Governance Code, we have nothing
material to add or draw attention to in relation to the directors’
statement in the financial statements about whether the
directors considered it appropriate to adopt the going concern
basis of accounting.
Our responsibilities and the responsibilities of the directors
with respect to going concern are described in the relevant
sections of this report.
5. Key audit matters
Key audit matters are those matters that, in our professional
judgement, were of most significance in our audit of the
financial statements of the current period and include the
most significant assessed risks of material misstatement
(whether or not due to fraud) that we identified. These
matters included those which had the greatest effect on:
the overall audit strategy, the allocation of resources in the
audit; and directing the efforts of the engagement team.
These matters were addressed in the context of our audit
of the financial statements as a whole, and in forming our
opinion thereon, and we do not provide a separate opinion
on these matters.
5.1 Key judgement in the valuation of bilateral loan and bond portfolio
Key audit matter description
The bilateral loan and bond investments of £305.0 million (2023: £341.5 million) make up 87%
(2023: 82%) of total assets and are a key value driver for the Company’s Net Asset Value (NAV).
As the Company’s investments are measured at fair value, the discount rate that should be
used to calculate the present value of future cash flows should be the market yield prevailing
at the valuation date.
Management has made a judgement that for these instruments that are highly bespoke and are
not adequately comparable to other market positions, the effective yield of investment is
considered an appropriate representative of the current market yield at the valuation date.
This is the key judgement made by management in the valuation of the investment portfolio.
This has contributed to a risk of fraud and error associated with the valuation approach applied
particularly around the fixed income investments. This has become of more importance as a
result of the changes in the macroeconomic environment and the movement in market yield
during the year.
This judgement is described as one of the key sources of estimation uncertainty in Notes 3
and 15 to the financial statements. This is further described in the Audit and Risk Committee
Report on pages 52 to 55.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
61
Independent Auditor’s Report
(continued)
5.1 Key judgement in the valuation of bilateral loan and bond portfolio
How the scope of our
audit responded to the
key audit matter
To respond to the key audit matter, we have performed the following audit procedures:
• Obtained an understanding of and tested the relevant controls around the valuation process;
• Challenged management’s use of the bond or loan’s effective yield as a representative of
market yield by performing management enquiries and assessing the assumptions used,
including considering potentially contradictory evidence;
• Analysed the bilateral loans and bonds investment portfolio by comparing the yield of each
fixed interest rate loan or bond with the relevant range of market yields at the valuation date
using independent expert third-party data;
• Analysed the yields implicit in loans and bonds issued during the year and compared with
the yields of more seasoned loans to evaluate management’s assertion that the yield of the
Company’s assets is dislocated from the movement in market yields;
• Searched for potentially contradictory evidence by assessing the consistency of management’s
judgements with a number of data points including the realisation of loans and bonds during
the year and the pricing of bonds and loans valued using market comparables; and
• Assessed the financial statements related disclosures to evaluate whether they appropriately
explain judgements made by management, including the associated assumptions, and
highlight the sensitivity to changes in those assumptions.
Key observations
We concluded that the judgement applied by management, in arriving at the fair value of the
Company’s self-originated bonds and loans investments is reasonable, and that the resulting
valuations are not materially misstated. We also concluded that the related disclosures
are appropriate.
6. Our application of materiality
6.1 Materiality
We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic
decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the
scope of our audit work and in evaluating the results of our work.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Materiality
£6.5 million (2023: £6.7 million)
Basis for determining
materiality
2% (2023: 2%) of the Net Asset Value as at 31 March
Rationale for the
benchmark applied
Net Asset Value is the most appropriate benchmark as it is considered one of the principal
considerations for members of the Company in assessing financial performance and
represents total shareholders’ interest.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
62
£326.4m
NAV
Materiality
Audit and Risk Committee reporting threshold
£6.5m
£0.33m
6.2 Performance materiality
We set performance materiality at a level lower than materiality
to reduce the probability that, in aggregate, uncorrected
and undetected misstatements exceed the materiality for the
financial statements as a whole. Performance materiality
was set at 70% of materiality for the 2024 audit (2023: 70%).
In determining performance materiality, we considered the
following factors:
• our risk assessment, including our assessment of the
Company’s overall control environment, including that of
the administrator; and
• our past experience of the audit, including the nature and
volume of corrected and uncorrected misstatements.
6.3 Error reporting threshold
We agreed with the Audit and Risk Committee that we would
report to the Committee all audit differences in excess of
£326,000 (2023: £336,000), as well as differences below
that threshold that, in our view, warranted reporting on
qualitative grounds. We also report to the Audit and Risk
Committee on disclosure matters that we identified when
assessing the overall presentation of the financial statements.
7. An overview of the scope of our audit
7.1 Scoping
Our audit was scoped by obtaining an understanding of the
Company and its environment, including internal control,
and assessing the risks of material misstatement. Audit
work to respond to the risks of material misstatement was
performed directly by the audit engagement team.
7.2 Our consideration of the control environment
The accounting function for the Company is provided by
a third-party administrator. In performing our audit, we
obtained an understanding of relevant controls at the
administrator that are relevant to the business processes
of the Company. We have tested the relevant controls at
the investment manager level around the key valuation
judgement used in the valuation but we have not placed
reliance on those controls in performing our audit.
7.3 Our consideration of climate-related risks
In planning our audit, we have considered the potential
impact of climate change on the Company’s business and
its financial statements.
The Company continues to develop its assessment of the
potential impacts of environmental, social and governance
(“ESG”) related risks, including climate change, as outlined
on page 28.
We performed our own qualitative risk assessment of the
potential impact of climate change on the Company’s
account balances and classes of transactions.
We have also read the Annual Report to consider whether the
climate related disclosures are materially consistent with
the financial statements, and our knowledge obtained in
the audit.
8. Other information
The other information comprises the information included in
the Annual Report, other than the financial statements and
our auditor’s report thereon. The directors are responsible for
the other information contained within the Annual Report.
Our opinion on the financial statements does not cover
the other information and we do not express any form of
assurance conclusion thereon.
Our responsibility is to read the other information and, in doing
so, consider whether the other information is materially
inconsistent with the financial statements or our knowledge
obtained in the course of the audit, or otherwise appears to
be materially misstated.
If we identify such material inconsistencies or apparent
material misstatements, we are required to determine
whether this gives rise to a material misstatement in the
financial statements themselves. If, based on the work we
have performed, we conclude that there is a material
misstatement of this other information, we are required to
report that fact.
We have nothing to report in this regard.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
63
Independent Auditor’s Report
(continued)
9. Responsibilities of directors
As explained more fully in the directors’ responsibilities
statement, the directors are responsible for the preparation
of the financial statements and for being satisfied that they
give a true and fair view, and for such internal control as the
directors determine is necessary to enable the preparation of
financial statements that are free from material misstatement,
whether due to fraud or error.
In preparing the financial statements, the directors are
responsible for assessing the Company’s ability to continue
as a going concern, disclosing as applicable, matters related
to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate
the Company or to cease operations, or have no realistic
alternative but to do so.
10.
Auditor’s responsibilities for the audit
of the financial statements
Our objectives are to obtain reasonable assurance about
whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and
to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not
a guarantee that an audit conducted in accordance with ISAs
(UK) will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions
of users taken on the basis of these financial statements.
A further description of our responsibilities for the audit
of the financial statements is located on the FRC’s website
at:
frc.org.uk/auditorsresponsibilities
. This description forms
part of our auditor’s report.
11.
Extent to which the audit was considered
capable of detecting irregularities,
including fraud
Irregularities, including fraud, are instances of non-compliance
with laws and regulations. We design procedures in line
with our responsibilities, outlined above, to detect material
misstatements in respect of irregularities, including fraud.
The extent to which our procedures are capable of
detecting irregularities, including fraud is detailed below.
11.1
Identifying and assessing potential risks related
to irregularities
In identifying and assessing risks of material misstatement in
respect of irregularities, including fraud and non-compliance
with laws and regulations, we considered the following:
• the nature of the industry and sector, control environment
and business performance including the design of the
Company’s remuneration policies, key drivers for the
investment manager and directors’ remuneration and
performance targets;
• the Company’s own assessment of the risks that
irregularities may occur either as a result of fraud or error
that was last approved by the Board on 19 June 2024;
• results of our enquiries of management and the audit
and risk committee about their own identification and
assessment of the risks of irregularities, including those
that are specific to the Company’s sector;
• any matters we identified having obtained and reviewed
the Company’s documentation of their policies and
procedures relating to:
– identifying, evaluating and complying with laws and
regulations and whether they were aware of any
instances of non-compliance;
– detecting and responding to the risks of fraud and
whether they have knowledge of any actual, suspected
or alleged fraud;
– the internal controls established to mitigate risks of
fraud or non-compliance with laws and regulations;
• the matters discussed among the audit engagement team
and relevant internal specialists, including tax, valuations
and industry specialists regarding how and where fraud
might occur in the financial statements and any potential
indicators of fraud.
As a result of these procedures, we considered the
opportunities and incentives that may exist within the
organisation for fraud and identified the greatest potential
for fraud in the following area:
• Key judgement in the valuation of bilateral loan and
bond portfolio
In common with all audits under ISAs (UK), we are also
required to perform specific procedures to respond to the
risk of management override.
We also obtained an understanding of the legal and
regulatory frameworks that the Company operates in,
focusing on provisions of those laws and regulations that
had a direct effect on the determination of material amounts
and disclosures in the financial statements. The key laws
and regulations we considered in this context included the
Companies (Guernsey) Law, 2008, the Listing Rules and
relevant tax legislation.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
64
In addition, we considered provisions of other laws and
regulations that do not have a direct effect on the financial
statements but compliance with which may be fundamental
to the Company’s ability to operate or to avoid a material
penalty. These included the Company’s regulatory licences
under The Protection of Investors (Bailiwick of Guernsey)
Law, 2020.
11.2 Audit response to risks identified
As a result of performing the above, we identified the key
judgement in the valuation of bilateral loan and bond portfolio
as a key audit matter related to the potential risk of fraud. The
key audit matters section of our report explains the matter
in more detail and also describes the specific procedures
we performed in response to that key audit matter.
In addition to the above, our procedures to respond to risks
identified included the following:
• reviewing the financial statement disclosures and testing
to supporting documentation to assess compliance with
provisions of relevant laws and regulations described as
having a direct effect on the financial statements;
•
enquiring of management and the Audit and Risk Committee
concerning actual and potential litigation and claims;
• performing analytical procedures to identify any unusual
or unexpected relationships that may indicate risks of
material misstatement due to fraud;
• reading minutes of meetings of those charged with
governance and reviewing correspondence with the
Guernsey Financial Services Commission; and
• in addressing the risk of fraud through management
override of controls, testing the appropriateness of journal
entries and other adjustments; assessing whether the
judgements made in making accounting estimates are
indicative of a potential bias; and evaluating the business
rationale of any significant transactions that are unusual
or outside the normal course of business.
We also communicated relevant identified laws and
regulations and potential fraud risks to all engagement
team members including internal specialists, and remained
alert to any indications of fraud or non-compliance with
laws and regulations throughout the audit.
Report on other legal and regulatory requirements
12. Corporate Governance Statement
The Listing Rules require us to review the directors’
statement in relation to going concern, longer-term viability
and that part of the Corporate Governance Statement relating
to the Company’s compliance with the provisions of the UK
Corporate Governance Code specified for our review.
Based on the work undertaken as part of our audit, we have
concluded that each of the following elements of the
Corporate Governance Statement is materially consistent
with the financial statements and our knowledge obtained
during the audit:
• the directors’ statement with regards to the appropriateness
of adopting the going concern basis of accounting and
any material uncertainties identified set out on page 42;
• the directors’ explanation as to its assessment of the
Company’s prospects, the period this assessment covers
and why the period is appropriate set out on page 17;
• the directors’ statement on fair, balanced and
understandable set out on page 56;
• the Board’s confirmation that it has carried out a robust
assessment of the emerging and principal risks set out
on page 50;
• the section of the Annual Report that describes the review
of effectiveness of risk management and internal control
systems set out on page 48; and
• the section describing the work of the Audit and Risk
Committee set out on pages 52 to 55.
13.
Matters on which we are required to
report by exception
13.1
Adequacy of explanations received and
accounting records
Under the Companies (Guernsey) Law, 2008 we are
required to report to you if, in our opinion:
• we have not received all the information and
explanations we require for our audit; or
• proper accounting records have not been kept; or
• the financial statements are not in agreement with the
accounting records.
We have nothing to report in respect of these matters.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
65
Independent Auditor’s Report
(continued)
14.
Other matters which we are required
to address
14.1 Auditor tenure
We were appointed by the Company upon inception on
6 September 2005 to audit the financial statements of
the Company for the period ending 31 March 2006 and
subsequent financial periods. Following a competitive
tender process, we were reappointed by the Board of
Directors on 13 June 2018 to audit the financial statements
for the year ending 31 March 2019 and subsequent financial
periods. The period of total uninterrupted engagement
including previous renewals and reappointments of the firm
is 19 years, covering the years ending 31 March 2006 to
31 March 2024.
14.2
Consistency of the audit report with the additional
report to the Audit and Risk Committee
Our audit opinion is consistent with the additional report to
the Audit and Risk Committee we are required to provide in
accordance with ISAs (UK).
15. Use of our report
This report is made solely to the Company’s members, as a
body, in accordance with Section 262 of the Companies
(Guernsey) Law, 2008. Our audit work has been undertaken
so that we might state to the Company’s members those
matters we are required to state to them in an auditor’s report
and for no other purpose. To the fullest extent permitted by
law, we do not accept or assume responsibility to anyone
other than the Company and the Company’s members as a
body, for our audit work, for this report, or for the opinions
we have formed.
As required by the Financial Conduct Authority (“FCA”)
Disclosure Guidance and Transparency Rule (“DTR”) 4.1.14R,
these financial statements will form part of the European
Single Electronic Format (“ESEF”) prepared Annual Financial
Report filed on the National Storage Mechanism of the UK
FCA in accordance with the ESEF Regulatory Technical
Standard (“ESEF RTS”). This auditor’s report provides no
assurance over whether the annual financial report has
been prepared using the single electronic format specified
in the ESEF RTS.
John Clacy, FCA
For and on behalf of Deloitte LLP
Recognised Auditor
St Peter Port, Guernsey
19 June 2024
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
66
 
Statement of Comprehensive Income
For the year ended 31 March 2024
31 Mar 2024
31 Mar 2023
Note
GBP
GBP
Interest income
6
30,341,179
31,922,543
Net gains on financial assets and liabilities at fair value through profit or loss
4
634,788
806,708
Net foreign currency gains/(losses)
259,847
(2,070,857)
Other income
123,121
7,940
Operating income
31,358,935
30,666,334
Operating expenses
5
(5,989,327)
(6,143,662)
Profit before finance costs
25,369,608
24,522,672
Finance costs
6
(3,514,078)
(3,972,353)
Net profit
21,855,530
20,550,319
Other comprehensive income
–
–
Total comprehensive income
21,855,530
20,550,319
Earnings per share
Basic and diluted
8
9.6p
9.0p
Weighted average shares outstanding
Number
Number
Basic and diluted
8
228,777,629
229,332,478
All items in the above statement are derived from continuing operations.
The accompanying notes form an integral part of the financial statements.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
67
 
31 Mar 2024
31 Mar 2023
Note(s)
GBP
GBP
Non-current assets
Financial assets at fair value through profit or loss
9, 15
329,368,799
400,741,910
329,368,799
400,741,910
Current assets
Cash and cash equivalents
9
18,289,567
14,081,343
Cash collateral at broker
9, 17
4,489,272
2,383,962
Derivative financial assets
9, 10
–
1,756,118
Other assets
9
104,298
27,345
22,883,137
18,248,768
Total assets
352,251,936
418,990,678
Equity and liabilities
Equity
Share capital
14
331,405,039
336,965,907
Treasury shares
14
(5,023,350)
–
Total equity
326,381,689
336,965,907
Current liabilities
Financing agreements
9, 13
23,789,792
80,441,157
Cash collateral due to broker
9
14,400
–
Derivative financial liabilities
9, 10
87,967
–
Other liabilities
9, 11
1,978,088
1,583,614
25,870,247
82,024,771
Total liabilities
25,870,247
82,024,771
Total equity and liabilities
352,251,936
418,990,678
Shares outstanding
14
225,237,478
229,332,478
Net asset value per share
£1.45
£1.47
The accompanying notes form an integral part of the financial statements.
Signed on behalf of the Board of Directors by:
Bob Cowdell
Susie Farnon
Director
Director
19 June
2024
Statement of Financial Position
As at 31 March 2024
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
68
 
Share capital
Treasury shares
Total equity
Note
GBP
GBP
GBP
Balance as at 31 March 2023
336,965,907
–
336,965,907
Total comprehensive income
21,855,530
–
21,855,530
Dividends
7
(27,416,398)
–
(27,416,398)
Treasury shares purchased
14
–
(5,023,350)
(5,023,350)
Balance as at 31 March 2024
331,405,039
(5,023,350)
326,381,689
Share capital
Treasury shares
Total equity
Note
GBP
GBP
GBP
Balance as at 31 March 2022
343,935,484
–
343,935,484
Total comprehensive income
20,550,319
–
20,550,319
Dividends
7
(27,519,896)
–
(27,519,896)
Balance as at 31 March 2023
336,965,907
–
336,965,907
The accompanying notes form an integral part of the financial statements.
Statement of Changes in Equity
For the year ended 31 March 2024
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
69
 
31 Mar 2024
31 Mar 2023
Note
GBP
GBP
Net profit
21,855,530
20,550,319
Purchases of investment portfolio
(81,363,953)
1
(158,644,471)
Repayments/sales proceeds on investment portfolio
155,247,148
158,975,081
Movement in realised and unrealised losses/(gains) on investment portfolio
4
5,980,571
(4,466,341)
Net movement on derivative financial assets and liabilities
1,844,085
(2,828,910)
Interest income
(30,341,179)
(31,922,543)
Finance costs
3,514,078
3,972,353
Operating cash flows before movement in working capital
76,736,280
(14,364,512)
(Increase)/decrease in cash collateral at broker
(2,105,310)
2,820,730
Increase in other assets
(76,953)
(4,637)
Increase in cash collateral due to broker
14,400
–
Increase in other liabilities
394,474
200,882
Movement in working capital
(1,773,389)
3,016,975
Interest received
21,850,524
1
29,657,468
Net cash inflow from operating activities
96,813,415
18,309,931
Financing activities
Dividends paid to Shareholders
7
(27,416,398)
(27,519,896)
Payments under financing agreements
13
(297,180,747)
(689,398,896)
Proceeds under financing agreements
13
240,694,426
666,877,816
Finance costs paid
13
(3,679,122)
(1,572,750)
Payments on treasury shares purchased
14
(5,023,350)
–
Net cash outflow from financing activities
(92,605,191)
(51,613,726)
Net increase/(decrease) in cash and cash equivalents
4,208,224
(33,303,795)
Cash and cash equivalents at the start of the year
14,081,343
47,385,138
Cash and cash equivalents at the end of the year
18,289,567
14,081,343
1
Excludes payment-in-kind amounting to £13,800,493 for the year ended 31 March 2024.
The accompanying notes form an integral part of the financial statements.
Statement of Cash Flows
For the year ended 31 March 2024
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
70
 
1. General Information
Real Estate Credit Investments Limited (“RECI” or the
“Company”) was incorporated in Guernsey, Channel
Islands on 6 September 2005 with registered number
43634. The Company commenced its operations on
8 December 2005.
The Company invests in real estate debt secured by
commercial or residential properties in the United Kingdom
and Western Europe, focusing primarily on those countries
where it sees the changing dynamics in the real estate debt
market offering a sustainable deal flow for the foreseeable
future. The Company has adopted a long-term strategic
approach to investing and focuses on identifying value in
real estate debt. In making these investments, the Company
uses the expertise and knowledge of its Alternative Investment
Fund Manager (“AIFM”), Cheyne Capital Management (UK)
LLP (“Cheyne” or the “Investment Manager”).
The Company’s shares are currently listed on the premium
segment of the Official List of the UK Listing Authority and
trade on the Main Market of the London Stock Exchange. The
shares offer investors a levered exposure to a portfolio of real
estate credit investments and aim to pay a quarterly dividend.
The Company’s investment management activities are
managed by the Investment Manager, who is also the
AIFM. The Company has entered into an Investment
Management Agreement (the “Investment Management
Agreement”) under which the Investment Manager
manages its day-to-day investment operations, subject to
the supervision of the Company’s Board of Directors. The
Company is an Alternative Investment Fund (“AIF”) within
the meaning of the Alternative Investment Fund Managers
Directive (“AIFMD”) and accordingly the Investment
Manager has been appointed as the AIFM of the Company,
which has no employees of its own. For its services, the
Investment Manager receives a monthly Management Fee,
expense reimbursements and accrues a Performance Fee
(see Note 18). The Company has no ownership interest in
the Investment Manager.
Citco Fund Services (Guernsey) Limited is the
Administrator and provides all administration services to
the Company in this capacity. The Bank of New York Mellon
(International) Limited is the Depositary and undertakes the
custody of assets. Aztec Financial Services (Guernsey)
Limited is the Company Secretary.
2. Material Accounting Policies
Statement of Compliance
The financial statements of the Company have been prepared
in accordance with International Financial Reporting Standards
(“IFRS”), which comprise standards and interpretations
approved by the International Accounting Standards Board
(“IASB”), International Accounting Standards (“IAS”) and
Standing Interpretations Committee interpretations approved
by the International Accounting Standards Committee
(“IASC”) that remain in effect, together with applicable legal
and regulatory requirements of Guernsey Law and the Listing
Rules of the UK Listing Authority. The same accounting
policies, presentation and methods of computation have
been followed in these financial statements as were applied
in the preparation of the Company’s audited financial
statements for the year ended 31 March 2023.
New Standards, Amendments and Interpretations Issued
and Effective for the Financial Year Beginning 1 April 2023
Amendments to IFRS 17 – Insurance contracts
In June 2020, the IASB issued amendments to IFRS 17
Insurance Contracts to provide three additional transition
reliefs relating to: (1) contracts acquired before transition,
(2) the risk mitigation option at transition, and (3) investment
contracts with discretionary participation features. Issued in
May 2017, IFRS 17 sets out the requirements for an entity
reporting information about insurance contracts it issues and
reinsurance contracts it holds. IFRS 17 replaces an interim
Standard – IFRS 4 Insurance Contracts – from annual reporting
periods beginning on or after 1 January 2023. Entities have
been required to apply IFRS 9 Financial Instruments since
annual reporting periods beginning on or after 1 January 2018.
However, IFRS 4 has allowed the temporary deferral of the
application of IFRS 9. Entities that have elected to defer
IFRS 9 application have instead continued to apply IAS 39
Financial Instruments: Recognition and Measurement. The
IASB extended the fixed expiry date for the temporary deferral
to annual reporting periods beginning on or after 1 January
2023. The amendments have no material impact on the
financial statements of the Company.
Amendments to IAS 8 – Definition of Accounting Estimates
In February 2021, the IASB issued amendments to IAS 8
Accounting Policies, Changes in Accounting Estimates and
Errors, in which it introduced a new definition of ‘accounting
estimates’. The amendments are intended to provide
preparers of financial statements with greater clarity as to
the definition of accounting estimates, particularly in terms
of the difference between accounting estimates and
accounting policies. The amendments should provide helpful
guidance for entities in determining whether changes are
to be treated as changes in estimates, changes in policies,
or errors. The amendments to IAS 8 are effective for annual
Notes to the Financial Statements
For the year ended 31 March 2024
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
71
 
Notes to the Financial Statements
(continued)
periods beginning on or after 1 January 2023. The amendments
have no material impact on the financial statements of
the Company.
Amendments to IAS 1 and IFRS Practice Statement 2 –
Disclosure of Accounting Policies
In February 2021, the IASB issued amendments to IAS 1
Presentation of Financial Statements and IFRS Practice
Statement 2 Making Materiality Judgements, in which it
provided guidance and examples to help entities apply
materiality judgements to accounting policy disclosures.
The amendments aim to help entities provide accounting
policy disclosures that are more useful by (i) replacing the
requirement for entities to disclose their ‘significant’
accounting policies with a requirement to disclose their
‘material’ accounting policies and (ii) adding guidance on
how entities apply the concept of materiality in making
decisions about accounting policy disclosures. Determining
whether accounting policies are material or not requires use
of judgement. Therefore, entities are encouraged to revisit
their accounting policy information disclosures to ensure
consistency with the amended standard. Entities should
carefully consider whether ‘standardised information, or
information that only duplicates or summarises the
requirements of the IFRSs’ is material information and, if not,
whether it should be removed from the accounting policy
disclosures to enhance the usefulness of the financial
statements. The amendments to IAS 1 and IFRS Practice
Statement 2 are effective for annual periods beginning on
or after 1 January 2023. The amendments have no material
impact on the financial statements of the Company as the
accounting policies disclosed are considered material.
Amendments to IAS 12 – Deferred Tax Related to Assets
and Liabilities Arising from a Single Transaction
In May 2021, the IASB issued amendments to IAS 12 Income
Taxes, which narrowed the scope of the initial recognition
exception under IAS 12, so that it no longer applied to
transactions that give rise to equal taxable and deductible
temporary differences. The amendments clarify that where
payments that settle a liability are deductible for tax purposes,
it is a matter of judgement (having considered the applicable
tax law) whether such deductions are attributable for tax
purposes to the liability recognised in the financial statements
(and interest expense) or to the related asset component
(and interest expense). This judgement is important in
determining whether any temporary differences exist on
initial recognition of the asset and liability. The amendments
to IAS 12 are effective for annual periods beginning on or
after 1 January 2023. The amendments have no material
impact on the financial statements of the Company.
Amendments to IAS 12 – International Tax Reform –
Pillar Two Model Rules
In May 2023, the IASB issued amendments to IAS 12, in
response to the Organisation for Economic Co-operation
and Development’s Base Erosion and Profit Shifting Pillar
Two rules and include:
A mandatory temporary exception to the recognition and
disclosure of deferred taxes arising from the jurisdictional
implementation of the Pillar Two model rules; and
Disclosure requirements for affected entities to help users
of the financial statements better understand an entity’s
exposure to Pillar Two income taxes arising from that
legislation, particularly before its effective date.
The mandatory temporary exception, the use of which is
required to be disclosed, applies immediately. The remaining
disclosure requirements apply for annual reporting periods
beginning on or after 1 January 2023, but not for any interim
periods ending on or before 31 December 2023. The
amendments have no material impact on the financial
statements of the Company.
New Standards, Amendments and Interpretations Issued but not Effective for the Financial Year Beginning 1 April 2023 and
not Early Adopted
Title
Effective for periods beginning on or after
Amendments to IAS 1 –
Classification of Liabilities as Current or Non-current
1 January 2024
Amendments to IAS 7 and IFRS 7 –
Supplier Finance Arrangements
1 January 2024
Amendments to IFRS 16 –
Lease Liability in a Sale and Leaseback
1 January 2024
Amendments to IAS 1 –
Non-current Liabilities with Covenants
1 January 2024
Amendments to IAS 21 –
Lack of Exchangeability
1 January 2025
Amendments to IAS 1 – Classification of Liabilities as Current
or Non-current affect only the presentation of liabilities in the
Statement of Financial Position and not the amount or timing
of recognition of any asset, liability income or expenses, or the
information that the Company discloses about those items.
Amendments to IAS 7 and IFRS 7 have no material impact
on the financial statements as the Company does not have
supplier finance arrangements.
Amendments to IFRS 16 have no material impact on the
financial statements as the Company does not have sale
and leaseback transactions.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
72
 
Amendments to IAS 1 – Non-current Liabilities with Covenants
improve the information an entity provides when its right to
defer settlement of a liability for at least twelve months is
subject to compliance with covenants. The amendments
also respond to stakeholders’ concerns about the
classification of such a liability as current or non-current.
Earlier application is permitted. The Company did not early
adopt these amendments and expects that the amendments
will have no material impact on the financial statements.
Amendments to IAS 21 provide guidance to specify when a
currency is exchangeable and how to determine the exchange
rate when it is not. Earlier application is permitted. The
Company did not early adopt these amendments and
expects that the amendments will have no material impact
on the financial statements.
Basis of Preparation
The financial statements of the Company are prepared
under IFRS on the historical cost or amortised cost basis
except for financial assets and liabilities classified at fair
value through profit or loss which have been measured at
fair value.
The functional and presentation currency of the Company
is British Pounds (“GBP” or “£”) which the Board considers
best represents the economic environment in which the
Company operates.
Going Concern
The Directors believe it is appropriate to adopt the going
concern basis in preparing the financial statements as, after
due consideration, they consider that the Company has
adequate resources to continue in operational existence for
a period of at least twelve months from the date of signing
the audited financial statements.
The Investment Manager performed an evaluation of each of
its positions in light of all geopolitical and macroeconomic
factors on operating models and valuations, and performed
a granular analysis of the future liquidity profile of the
Company. A detailed cash flow profile of each investment
was completed, incorporating the probability of likely
delays to repayments, other stress tests (and additional
cash needs).
Taking account of the updated forecasting, the Directors
consider that the cash resources available as at 31 March
2024 of £18.3 million (31 March 2023: £14.1 million), together
with the cash collateral at broker of £4.5 million (31 March
2023: £2.4 million), the liquidity of the market bond portfolio
and the financing available through activities such as
repurchase agreements as described in Note 13, are sufficient
to cover normal operational costs and current liabilities,
including the proposed dividend, and the expected funding
of loan commitments as they fall due for a period of at least
twelve months from the date of signing the audited financial
statements. The Directors note that a key assumption
adopted in the going concern analysis is that leverage
through repurchase agreements is not withdrawn. Net
debt (leverage minus cash) as at 31 March 2024 was 1.5%
(31 March 2023: 19.1%).
As disclosed in Note 19, as at 31 March 2024, the Company
had committed £489.0 million into the loan and bond
portfolio of which £352.1 million had been funded (31 March
2023: £572.0 million commitment of which £367.8 million
had been funded). The Investment Manager models these
expected commitments and only funds if the borrowers
meet specific business plan milestones.
Notwithstanding the Directors’ belief that this assumption
remains justifiable, the Directors have also determined
a number of mitigations to address a scenario where all
outstanding repurchase agreements are required to be
settled as they fall due. Whilst there would be a number of
competing strategic factors to consider before implementation
of such options, the Directors believe that these are credible
and can generate sufficient liquidity to enable the Company
to meet its obligations as they fall due. Such strategies
include cessation or delay of any future dividends, obtaining
longer-term and non-recourse financing, and further sales
of assets within the bond portfolio.
In carrying out the Company’s strategy, the Investment
Manager undertakes the following measures:
• An initial and continuing detailed evaluation of each
of its positions in light of the various impacts of
changing economic circumstances on operating models
and valuations;
• Positive engagement with all borrowers and
counterparties; and
• Continued granular analysis of the future liquidity profile
of the Company.
In consideration of this additional stressed scenario and
mitigations identified, the Directors consider that the
Company has adequate resources to continue in operational
existence for a period of at least twelve months from the
date of signing the financial statements.
Financial Assets at Fair Value Through Profit or Loss
The Company classifies its investments based on both the
Company’s business model for managing those financial
assets and the contractual cash flow characteristics of the
financial assets. The portfolio of financial assets is managed
and performance is evaluated on a fair value basis. The
Company is primarily focused on fair value information and
uses that information to assess the assets’ performance
and to make decisions. The Company has not taken the
option to irrevocably designate any equity securities at fair
value through other comprehensive income. The contractual
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
73
 
Notes to the Financial Statements
(continued)
cash flows of the Company’s debt securities are not solely
principal and interest. The collection of contractual cash
flows is only incidental to achieving the Company’s business
model’s objective. Consequently, all investments are measured
at fair value through profit or loss. The gain or loss on
reassessment of fair value is recognised immediately in the
Statement of Comprehensive Income.
The interest receivable from loans and bonds are reported
as part of financial assets at fair value through profit or loss.
The related interest income and finance costs were included
under interest income and finance costs accounts in the
Statement of Comprehensive Income.
Financial Liabilities at Fair Value Through Profit or Loss
Financing agreements entered into for the purpose of
efficient portfolio management are measured at fair value
through profit or loss. The gain or loss on reassessment of
fair value is required to be split into the amount of change
in fair value attributable to changes in credit risk of the
liability, presented in other comprehensive income, and the
remaining amount presented in profit or loss. The Company’s
gain or loss on reassessment of fair value is recognised
immediately in the Statement of Comprehensive Income.
Financial Assets at Amortised Cost
A financial asset is measured at amortised cost if it is held
within a business model whose objective is to hold financial
assets in order to collect contractual cash flows and its
contractual terms give rise on specified dates to cash flows
that are solely payments of principal and interest on the
principal amount outstanding. This includes cash and cash
equivalents, cash collateral at broker and other assets.
Financial Liabilities at Amortised Cost
Financial liabilities at amortised cost include all other
liabilities not measured at fair value through profit or loss.
This includes cash collateral due to broker and other liabilities.
Initial Measurement
Financial assets and liabilities at fair value through profit or
loss are measured initially at fair value, with transaction
costs for such financial assets and liabilities being recognised
directly in the Statement of Comprehensive Income.
Financial assets and liabilities at amortised cost are measured
initially at their fair value plus any directly attributable
incremental costs of acquisition or issue.
Purchases and sales of financial assets and liabilities at fair
value through profit or loss are accounted for at trade date.
Realised gain/(loss) on disposals of financial assets and liabilities
is calculated using the first-in, first-out (“FIFO”) method.
Subsequent Measurement
After initial measurement, the Company measures financial
assets which are classified as at fair value through profit or
loss, at fair value.
Financial liabilities held for trading are measured at fair
value through profit or loss, and all other financial liabilities
are measured at amortised cost, unless the fair value option
is applied. The Company classifies its financing agreements
as at fair value through profit or loss.
After initial measurement, the Company measures financial
assets and liabilities which are classified as at amortised
cost, at amortised cost using effective interest method less
expected credit losses.
Recognition
All regular way purchases and sales of financial assets or
liabilities are recognised on the trade date, which is the
date on which the Company commits to purchase or sell
the financial assets or liabilities. Regular way purchases or
sales are purchases or sales of financial assets or liabilities
that require delivery of assets within the period generally
established by regulation or convention in the market place.
Derecognition
The Company derecognises a financial asset when the
contractual rights to the cash flows from the financial asset
expire or it transfers the financial asset and the transfer
qualifies for derecognition in accordance with IFRS 9.
The Company derecognises a financial liability when the
obligation specified in the contract is discharged, cancelled
or has expired.
Cash and Cash Equivalents
Cash and cash equivalents includes amounts held in
interest bearing accounts and overdraft facilities with
original maturities of less than three months and are used
for cash management purposes.
Derivative Financial Instruments
Derivative financial instruments used by the Company to
manage its exposure to foreign exchange arising from
operational, financing and investment activities are
accounted for as financial assets or liabilities at fair value
through profit or loss.
Subsequent to initial recognition, derivative financial
instruments are stated at fair value. The gain or loss on
revaluation of fair value is recognised immediately in the
Statement of Comprehensive Income.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
74
 
The fair value of an open forward foreign exchange contract
is calculated as the difference between the contracted rate
and the current forward rate that would close out the contract
on the reporting date. The change in value is recorded in
net gains on financial assets and liabilities through profit or
loss in the Statement of Comprehensive Income. Realised
gains and losses are recognised in the Statement of
Comprehensive Income on the maturity of a contract, or
when the contract is closed out.
Fair Value
All financial assets carried at fair value are initially recognised
at fair value which is equivalent to cost and subsequently
re-measured at fair value. If independent prices are unavailable,
the fair value of the financial asset is estimated by reference
to market information which includes, but is not limited to,
broker marks, prices of comparable assets and using pricing
models incorporating discounted cash flow techniques and
valuation techniques such as modelling.
These pricing models apply assumptions regarding asset
specific factors and economic conditions generally, including
delinquency rates, severity rates, prepayment rates, default
rates, maturity profiles, interest rates and other factors that
may be relevant to each financial asset.
The objective of a fair value measurement is to determine
the price at which an orderly transaction would take place
between market participants on the measurement date,
rather than the price arrived at in a forced liquidation or
distressed sale. Where the Company has considered all
available information and there is evidence that the
transaction was forced, it will not use such a transaction
price as being determinative of fair value.
Note 3 provides specific information regarding the
determination of fair value for the Company’s bonds and loans.
Offsetting Financial Instruments
Financial assets and liabilities are offset and the net amount
is reported within assets and liabilities when there is a legally
enforceable right to set off the recognised amounts and
there is an intention to settle on a net basis, or realise the
asset and settle the liability simultaneously.
Expenses Attributable to Any Issue of Shares
The expenses of the Company attributable to any issue of
new shares are those which are necessary to implement such
an issue including registration, listing and admission fees,
corporate finance fees, printing, advertising and distribution
costs, legal fees and other applicable expenses. They are
recognised as incurred and are included as a reduction to
Share capital in the Statement of Changes in Equity.
Foreign Currency Transactions
Transactions in foreign currencies are translated at the foreign
exchange rate ruling at the date of the transaction. Monetary
assets and liabilities denominated in foreign currencies at
the Statement of Financial Position date are translated to
GBP at the foreign exchange rate ruling at that date.
Foreign exchange differences arising on translation are
recognised in net foreign currency gains/(losses) in the
Statement of Comprehensive Income. Foreign currency
denominated non-monetary assets and liabilities that are
measured in terms of historical cost in a foreign currency are
translated using the exchange rate at the date of transaction.
Non-monetary assets and liabilities denominated in foreign
currencies that are stated at fair value are translated to GBP
at foreign exchange rates ruling at the reporting date.
Differences arising on translation of these non-monetary
assets and liabilities between valuation points are recognised
in the Statement of Comprehensive Income.
Interest Income
Interest income from financial assets at fair value through
profit or loss are recognised within interest income in the
Statement of Comprehensive Income using the effective
interest method.
Expenses
All expenses are included in the Statement of Comprehensive
Income on an accrual basis.
Taxation
The Company is a tax-exempt Guernsey limited company
and accordingly, no provision for tax is made.
Other Receivables
Other receivables do not carry any interest and are short-
term in nature and are accordingly stated at their nominal
value as reduced by appropriate allowances for estimated
irrecoverable amounts.
Equity Instruments
An equity instrument is any contract that evidences a residual
interest in the assets of the Company after deducting all of
its liabilities. Equity instruments issued by the Company are
recognised at the proceeds received, net of direct issue costs.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
75
 
Notes to the Financial Statements
(continued)
Treasury shares
Shares that are reacquired (treasury shares) are recognised
at cost and deducted from equity. No gain or loss is recognised
in profit or loss on the purchase, sale, issue or cancellation of
the Company’s shares. Any difference between the carrying
amount and the consideration, if reissued, is recognised in the
share premium. Treasury shares are not entitled to dividends,
and thus, they are also not included in the calculation of
earnings per share.
Other Liabilities
Other liabilities are not interest bearing and are stated at
their accrued value.
Segment Information
The Company has three reportable segments, being the
Market Bond Portfolio, Bilateral Loan and Bond Portfolio and
Equity Securities. The real estate debt investment strategy
of the Company focuses on secured commercial and
residential debt in the United Kingdom and Western Europe.
Each segment engages in separate business activities and
the results of each segment are regularly reviewed by the
Board of Directors which fulfils the role of Chief Operating
Decision Maker for performance assessment purposes.
Financing Agreements
The Company enters into repurchase agreements for the
purpose of efficient portfolio management. There are no
material revenues arising from the use of repurchase
agreements and transaction costs are embedded in the
price of the investments and are not separately identifiable.
Securities purchased under agreements to resell are valued
at fair value and adjusted for any movements in foreign
exchange rates. Interest rates vary for each repurchase
agreement and are set at the initiation of each agreement.
It is the lender’s policy to take custody of securities purchased
under repurchase agreements and to value the securities
on a daily basis to protect the lender in the event the
securities are not repurchased by the Company. The Company
will generally post additional collateral if the market value of
the underlying securities decline and are less than the face
value of the repurchase agreements plus any accrued interest.
In the event of default on the obligation to repurchase, the
lender has the right to liquidate the collateral and apply the
proceeds in satisfaction of the obligation. In the event of
default or bankruptcy by the counterparty to the agreement,
realisation and/or retention of the collateral or proceeds
may be subject to legal proceedings.
Financial Guarantees
Financial guarantees require the Company to make specified
payments to reimburse the holder of the guarantee for a loss
it incurs because a specified debtor fails to make payment
when due in accordance with the original or modified terms
of a debt instrument. Financial guarantees are initially
recognised at their fair value, which is normally evidenced
by the amount of fees received. This amount is amortised
on a straight line basis over the life of the guarantee. At the
end of each reporting period, the guarantees are measured
at the higher of (i) the amount of the loss allowance for the
guaranteed exposure determined based on the expected
loss model and (ii) the remaining unamortised balance of
the amount at initial recognition.
3. Critical Accounting Judgements and Key Sources
of Estimation Uncertainty
In the process of applying the Company’s accounting policies
(described in Note 2), the Company has determined that the
following judgements and estimates have the most significant
effect on the amounts recognised in the financial statements:
Critical Accounting Judgements
Classification of Bilateral Loan and Bonds as Financial
Assets at Fair Value Through Profit or Loss
As described on page 74, classification and measurement
of financial assets under IFRS 9 are driven by the entity’s
business model for managing financial assets and the
contractual cash flow characteristics of those financial assets.
In making the judgement regarding Stornoway Finance S.à r.l.,
ENIV S.à r.l. and Real Estate Loan Funding (“RELF”), the
Directors have considered the power the Company has to
influence the investment decisions of the Special Purpose
Vehicle housing the underlying loans and where the Company
holds the majority interest it has been determined that the
contractual cash flow characteristics for a basic lending
arrangement would be met. However, IFRS 9 also requires
an assessment of the business model within which assets
are held. In the case of the Company’s loan investments the
Directors have determined that they monitor and evaluate
business performance, manage risk and compensate
the Investment Manager based on fair value measures.
The business model is therefore not solely for holding and
collecting contractual cash flows to maturity and requires
all loan investments to be measured at fair value through
profit or loss.
The Company’s bond investments are classified and
measured at fair value through profit or loss in accordance
with the above fact pattern.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
76
 
Were it to be determined that the business model for
managing financial assets and the contractual cash flow
characteristics of those financial assets were not as
described above, these assets would be classified and
measured at amortised cost with provisions made for
expected credits losses and changes to expected credit
losses at each reporting date.
As further described on page 74, the contractual cash flow
characteristics for loan investments are not solely payments
of principal and interest. For the loans held via Stornoway
Finance S.à r.l., ENIV S.à r.l. and RELF, the Company receives
the return for each underlying loan net of expenses and so
it is not considered to be a basic lending arrangement under
the standard. As such, these loan investments are required
to be measured at fair value through profit or loss. The loans
held via ENIV S.à r.l. are listed and considered bonds.
Despite the foregoing, the Company may irrevocably
designate a debt investment that meets the amortised cost
criteria as measured at fair value through profit or loss. if doing
so eliminates or significantly reduces a measurement or
recognition inconsistency (so called ‘accounting mismatch’)
that would arise from measuring assets or liabilities or
recognising the gains and losses on them on different bases.
Key Sources of Estimation Uncertainty
Valuation of Bilateral Loans and Bonds at Fair Value Through
Profit or Loss
The Company has made loans and bonds into structures to
gain exposure to real estate secured debt in, but not limited
to, the United Kingdom and Western Europe. These loans are
not traded in an active market and there are no independent
quotes available for these loans. The fair values of financial
instruments that are not traded in an active market are
determined using valuation techniques such as discounted
cash flows models. The rate used to discount future cash
flows represents key source of estimation uncertainty that
has material impact on the valuation of the investment
portfolio. In the absence of market observable inputs, this
uncertainty translates into a wide range of appropriate
discount rates. The Investment Manager believes that the
loan or bond’s own effective yield represents the most
appropriate point estimate within that range.
The Investment Manager has considered relevant geopolitical
and macroeconomic factors including the rise of market
interest rate and continues to believe that this key judgement
remains appropriate due to the bespoke nature of the
investment portfolio and the dislocation between the yield
of these assets and the market interest rate. The fair value of
these loans is linked directly to the value of the real estate
loans in the underlying structure the Company invests in,
which are determined based on modelled expected cash
flows (drawdown principal and interest repayments, and
maturity dates) with effective yields ranging from 6.2% to
13.2% (31 March 2023: 6.2% to 13.2%).
Adjustments in the fair value of the real estate loans are
considered in light of changes in the credit quality of the
borrower and underlying property collateral. On origination of
the loan, the Investment Manager performs due diligence on
the borrower and related security/property. This includes
obtaining a valuation of the underlying property (to assess
loan-to-value of the investment). In most instances, the terms
of the loan require periodic re-valuation of the underlying
property to check against loan-to-value covenants.
The valuation policy for contingent fees and potential profit
participations provided for in contractual arrangements is
to mark them at fair value, which in most instances have
been obtained for a zero or de-minimis cost, and they are
held at this value until there is sufficient evidence that the
position should be revalued.
The Company has been closely monitoring this and indeed
all other material macro sources of uncertainty related
developments, such as increased interest rates, heightened
inflation, supply chain disruption, the continuing impact of
conflicts around the world; and the effects of climate change
and cyber security, to ensure that these updated assumptions
and any potential impact have been reflected in the valuation
of financial assets at fair value through profit or loss as at
31 March 2024. Future valuation might change significantly
in the future.
Further details relating to the Company’s valuation of
bilateral loans and bonds and sensitivity analysis is
disclosed in Notes 15(a) and 15(d).
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
77
 
Notes to the Financial Statements
(continued)
4. Net Gains on Financial Assets and Liabilities at Fair Value Through Profit or Loss
 
31 Mar 2024
GBP
31 Mar 2023
GBP
Net gains/(losses)
   
Net gains/(losses) on market bond portfolio
1,807,597
(8,155,580)
Net (losses)/gains on bilateral loan and bond portfolio
(2,512,410)
10,101,376
Net (losses)/gains on equity securities
(5,275,758)
2,520,545
Net gains/(losses) on foreign exchange instruments
6,615,359
(3,659,633)
Net gains on financial assets and liabilities at fair value through profit or loss
634,788
806,708
5. Operating Expenses
 
Note
31 Mar 2024
GBP
31 Mar 2023
GBP
Investment management, administration and depositary fees
     
Investment management fees
18
4,204,910
4,296,688
Administration fees
18
278,720
276,595
Depositary fees
18
64,126
65,137
   
4,547,756
4,638,420
Other operating expenses
     
Directors’ fees
 
231,550
215,000
Legal fees
 
220,875
456,542
Audit fees
 
155,375
140,775
Research fees
 
137,467
35,000
Corporate secretary fees
 
105,048
96,214
Registration fees
 
60,000
60,000
Fees to auditor for non-audit services
 
42,500
39,500
Directors and Officers’ insurance fees
 
19,991
24,547
Regulatory body expenses
 
18,888
23,732
Other expenses
 
449,877
413,932
   
1,441,571
1,505,242
Total operating expenses
 
5,989,327
6,143,662
The ongoing costs of the Company are shown in the Key Information Document (“KID”) published on the Company’s website. The
total figure of 2.94% (31 March 2023: 2.23%) is made up of the Investment Manager’s fee of 1.25% (31 March 2023: 1.25%), other
ongoing costs of 0.54% (31 March 2023: 0.42%), and finance costs (which are disclosed separately in the financial statements)
of 1.15% (31 March 2023: 0.56%). The finance costs may vary and are only incurred to increase the overall returns to investors.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
78
 
6. Interest Income and Finance Costs
The following table details interest income and finance costs from financial assets and liabilities for the year:
 
31 Mar 2024
GBP
31 Mar 2023
GBP
Interest income on financial assets at fair value through profit or loss
   
Real Estate Credit Investments – market bond portfolio
1,482,514
4,960,473
Real Estate Credit Investments – bilateral loan and bond portfolio
28,412,548
26,747,271
 
29,895,062
31,707,744
Interest income on financial assets at amortised cost
   
Cash and cash equivalents and other receivables
446,117
214,799
Total interest income
30,341,179
31,922,543
Finance costs
   
Cost of financing agreements
(3,514,078)
(3,972,353)
Total finance costs
(3,514,078)
(3,972,353)
7. Dividends
 
31 Mar 2024
GBP
31 Mar 2023
GBP
Share dividends
   
Fourth dividend for the year ended 31 March 2023/31 March 2022
6,879,974
6,879,974
First dividend for the year ended 31 March 2024/31 March 2023
6,879,974
6,879,974
Second dividend for the year ended 31 March 2024/31 March 2023
6,879,974
6,879,974
Third dividend for the year ended 31 March 2024/31 March 2023
6,776,476
6,879,974
Dividends paid to Shareholders
27,416,398
27,519,896
The total dividends paid during the financial year ended 31 March 2024 amounted to 12.0 pence per share (31 March 2023:
12.0 pence per share).
Under Guernsey Law, companies can pay dividends provided they satisfy the solvency test prescribed under the Companies
(Guernsey) Law, 2008 (as amended), which considers whether a company is able to pay its debts when they become due and
whether the value of a company’s assets is greater than its liabilities.
The Directors considered that the Company satisfied the solvency test for all dividend payments during the period from 1 April
2023 to 31 March 2024.
8. Earnings per share
The calculation of the basic and diluted earnings per share is based on the following data:
 
31 Mar 2024
31 Mar 2023
Net earnings attributable to shares (GBP)
21,855,530
20,550,319
1
Weighted average number of shares for the purposes of basic and diluted earnings per share
 
228,777,629
 
229,332,478
Earnings per share
   
Basic and diluted (pence)
9.6
9.0
1
The weighted average number of shares takes into account the weighted average effect of changes in treasury shares during the year.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
79
 
Notes to the Financial Statements
(continued)
9. Categories of Financial Instruments
The following table details the categories of financial assets and liabilities held by the Company at the year end date.
 
31 Mar 2024
GBP
31 Mar 2023
GBP
Assets
   
Financial assets at fair value through profit or loss:
   
Real Estate Credit Investments – market bond portfolio
7,893,959
49,243,187
Real Estate Credit Investments – bilateral loan and bond portfolio
305,036,801
341,474,617
Real Estate Credit Investments – equity securities
16,438,039
10,024,106
Financial assets at fair value through profit or loss
329,368,799
400,741,910
Derivative financial assets:
   
Forward foreign exchange contracts
–
1,756,118
Financial assets at amortised cost:
   
Cash and cash equivalents
18,289,567
14,081,343
Cash collateral at broker
4,489,272
2,383,962
Other assets
104,298
27,345
Total assets
352,251,936
418,990,678
Liabilities
   
Financial liabilities at fair value through profit or loss:
   
Financing agreements
23,789,792
80,441,157
Derivative financial liabilities:
   
Forward foreign exchange contracts
87,967
–
Financial liabilities at amortised cost:
   
Cash collateral due to broker
14,400
–
Other liabilities
1,978,088
1,583,614
Total liabilities
25,870,247
82,024,771
The value of the market bond was £7.8 million as at 31 March 2024, excluding accrued interest of £0.1 million (31 March 2023:
£48.9 million, excluding accrued interest of £0.3 million); and the value of the bilateral loan and bond portfolio were £296.0 million
as at 31 March 2024, excluding accrued interest of £9.0 million (31 March 2023: £327.4 million, excluding accrued interest of
£14.1 million).
See Note 16 for a summary of the movement in fair value in the Company’s investments for the year.
10. Derivative Contracts
Forward Foreign Exchange Contracts:
The following forward foreign exchange contracts were open as at 31 March 2024:
Counterparty
Settlement date
Buy currency
Buy amount
Sell currency
Sell amount
Unrealised loss
GBP
The Bank of New York Mellon
16 May 2024
GBP
153,069,538
EUR
(178,830,000)
(87,967)
Unrealised loss on forward foreign exchange contracts
         
(87,967)
The following forward foreign exchange contracts were open as at 31 March 2023:
Counterparty
Settlement date
Buy currency
Buy amount
Sell currency
Sell amount
Unrealised gain
GBP
The Bank of New York Mellon
19 May 2023
GBP
163,823,152
EUR
(184,070,000)
1,756,118
Unrealised gain on forward foreign exchange contracts
         
1,756,118
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
80
 
11. Other Liabilities
 
31 Mar 2024
GBP
31 Mar 2023
GBP
Investment management, depositary and administration fees payable
   
Investment management fees payable
317,221
358,118
Depositary fees payable
66,708
33,090
Administration fees payable
37,548
41,939
 
421,477
433,147
Other operating payables
   
Registration fees payable
148,917
88,917
Legal fees payable
86,436
73,800
Audit fees payable
85,375
30,775
Directors’ fees payable
57,887
53,750
Corporate Secretary fees payable
37,500
18,750
Research fees payable
35,144
17,644
Other expense accruals
1,105,352
866,831
 
1,556,611
1,150,467
Totalother liabilities
1,978,088
1,583,614
12. Structured Entities Not Consolidated
A structured entity is an entity that has been designed so that voting or similar rights are not the dominant factor in deciding who
controls the entity, such as when any voting rights relate to administrative tasks only and the relevant activities are directed by
means of contractual arrangements. A structured entity often has some or all of the following features or attributes:
• restricted activities;
• a narrow and well defined objective, such as to effect a tax-efficient lease, carry out research and development activities,
provide a source of capital or funding to an entity or provide investment opportunities for investors by passing on risks and
rewards associated with the assets of the structured entity to investors;
• insufficient equity to permit the structured entity to finance its activities without subordinated financial support; and
• financing in the form of multiple contractually linked instruments to investors that create concentrations of credit or other
risks (tranches).
The Company has concluded that the unlisted entities in which it invests, but does not consolidate, meet the definition of
structured entities. Cheyne utilises structured entities in order to obtain leverage, whilst limiting recourse to the underlying funds.
Cheyne implements an off-balance sheet funding structure by establishing an orphan SPV (“LOL Vehicle”) to own and manage
a discrete, diversified pool of repackaged senior debt exposures financed pro rata by Cheyne funds and a bank. The Sponsors
who will fund the Orphan SPV will be a combination of Cheyne managed funds, of which RECI is one. The bank lender faces
RELF (an orphan SPV established for the purpose of holding and financing a discrete pool of senior mortgage exposures, held
in listed/cleared bond format). RECI, alongside other participating Cheyne funds, holds asset-linked notes issued by RELF. The
recourse is either to the RELF only, or via certain limited recourse fund guarantees (i.e. maximum 25% of amounts borrowed).
Financing is “off-balance sheet” and all other assets in RECI are unencumbered, except insofar as a limited recourse guarantee is
provided. This arrangement limits RECI’s exposure to the underlying credit(s) and financing. This conclusion will be reassessed
on an annual basis, if any of these criteria or characteristics change.
As a result, the Company recognises its interests in structured entities as investments at fair value through profit or loss in
accordance with IFRS 10 Consolidated Financial Statements and therefore there is no requirement to consolidate in full. However,
in line with IFRS 12 Disclosure of Interest in Other Entities, the details of the interests in the unconsolidated structured entities
are disclosed on the next page. The maximum exposure to loss is the carrying amount of the financial assets held as at 31 March
2024 and 31 March 2023.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
81
 
Notes to the Financial Statements
(continued)
31 March 2024
Name
Fair value
of loans
1
GBP
Undrawn
commitment
GBP
Carrying value
GBP
Nature and purpose
of the entity
Location
Equity
held
Percentage
held
2
%
Other
exposure
3
4
RELF
Fulton Road
15,261,761
17,463,239
452,856
To invest in Fulton Road real
estate
United
Kingdom
No
–
No
Kensington
17,550,039
235,920
8,035,371
To invest in Kensington real
estate
United
Kingdom
No
–
No
Lifestory
12,650,000
–
4,162,723
To invest in Lifestory real estate
Luxembourg
No
–
No
Ruby
8,193,829
1,559,872
4,166,958
To invest in Ruby real estate
Luxembourg
No
–
No
Sabina
15,868,950
6,562,102
8,865,264
To invest in Sabina real estate
Luxembourg
No
–
No
Cheyne French
Funding
Sub-Fund 3
10,371,910
3,298,879
10,371,911
To invest in Cheyne French
Funding
Sub-Fund 3 real estate
France
No
–
No
Cheyne French
Funding
Sub-Fund 8
24,477,358
5,202,294
24,477,370
To invest in Cheyne French
Funding
Sub-Fund 8 real estate
France
No
–
No
1
This amount excludes interest receivables.
2
RECI has interest in the structured entities through loan notes instruments and hence the equity percentage held is nil.
3
Other exposure indicates if the investment in the structured entity comes with any associated potential valuation uplift. These can include, but are not limited to: profit share, variable exit
fees, and exposure to enterprise value uplift.
4
The total loan exposure on RELF will not equal the carrying value disclosed above due to financing within the RELF structure.
31 March 2023
Name
Fair value
of loans
1
GBP
Undrawn
commitment
GBP
Carrying value
GBP
Nature and purpose
of the entity
Location
Equity
held
Percentage
held
2
%
Other
exposure
3
4
RELF
               
Earlsfield
12,612,167
707,833
6,530,846
To invest in Earlsfield
real estate
United
Kingdom
No
–
No
Kensington
8,896,085
10,737,000
4,143,684
To invest in Kensington
real estate
United
Kingdom
No
–
No
Lifestory
8,215,843
4,434,157
4,713,773
To invest in Lifestory real estate
Luxembourg
No
–
No
Pamplona
3,084,772
1,469,228
1,729,737
To invest in Pamplona real estate
Luxembourg
No
–
No
Ruby
2,807,680
8,577,320
1,833,373
To invest in Ruby real estate
Luxembourg
No
–
No
Sabina
–
–
6,465,322
To invest in Sabina real estate
Luxembourg
No
–
No
Cheyne French
Funding
Sub-Fund 3
11,650,667
3,630,876
11,650,667
To invest in Cheyne French
Funding Sub-Fund 3 real estate
France
No
–
No
Cheyne French
Funding
Sub-Fund 8
22,663,417
7,788,478
22,666,471
To invest in Cheyne French
Funding Sub-Fund 8 real estate
France
No
–
No
Cheyne French
Funding
Sub-Fund 9
8,470,707
2,477,156
8,471,940
To invest in Cheyne French
Funding Sub-Fund 9 real estate
France
No
–
No
1
This amount excludes interest receivables.
2
RECI has interest in the structured entities through loan notes instruments and hence the equity percentage held is nil.
3
Other exposure indicates if the investment in the structured entity comes with any associated potential valuation uplift. These can include, but are not limited to: profit share, variable exit
fees, and exposure to enterprise value uplift.
4
The total loan exposure on RELF will not equal the carrying value disclosed above due to financing within the RELF structure
.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
82
 
13. Financing Agreements
The Company enters into repurchase agreements with several banks to provide leverage. This financing is collateralised against
certain of the Company’s bond portfolio assets with a fair value totalling £39.5 million (31 March 2023: £139.9 million) and a weighted
average cost of 7.73% (31 March 2023: 5.86%) per annum. The contractual maturity period of the repurchase arrangements is
3 to 6 months (31 March 2023: 3 to 6 months).
This short-term financing is shown as a current liability in the Statement of Financial Position whereas the collateralised assets
are shown as non-current. The movement in financing agreements amounting to £56.5 million (31 March 2023: £22.5 million)
and finance costs paid amounting to £3.7 million (31 March 2023: £1.6 million) are shown as financing activity in the Statement
of Cash Flows.
The following table summarises movements under financing agreements as at 31 March 2024 and 31 March 2023.
 
31 Mar 2024
GBP
31 Mar 2023
GBP
Balance as at 1 April
80,441,157
100,562,634
Proceeds under financing agreements
240,694,426
666,877,816
Payments under financing agreements
(297,180,747)
(689,398,896)
Finance costs
3,514,078
3,972,353
Finance costs paid
(3,679,122)
(1,572,750)
 
23,789,792
80,441,157
During the financial year ended 31 March 2024, the Company continued to maintain some off-balance sheet financing agreements.
These facilities entered into during the previous financial year do not have recourse to the Company, and the lending is structured
using off-balance entities, and secured against the specific loans involved. The aggregate amount of these off-balance sheet
loans as at 31 March 2024 was £33.9 million (31 March 2023: £20.6 million).
During the financial year ended 31 March 2024, the Company continued to maintain an off-balance sheet financing agreement
which does have partial recourse to the Company. The amount of partial recourse commitment as at 31 March 2024 was
£3.9 million (31 March 2023: £2.9 million). No expected loss from providing this guarantee has been recognised in these financial
statements and no additional collateralisation has been paid as of year end.
14. Share Capital
The issued share capital of the Company consists of shares and its capital as at the year end is represented by the net proceeds
from the issuance of shares and profits retained up to that date. The Company does not have any externally imposed capital
requirements. As at 31 March 2024, the Company had capital of £326.4 million (31 March 2023: £337.0 million).
Authorised Share Capital
31 Mar 2024
Number of Shares
31 Mar 2023
Number of Shares
Shares of no par value each
Unlimited
Unlimited
Shares issued and fully paid
   
Shares at the start of the year
229,332,478
229,332,478
Shares repurchased and held in treasury
(4,095,000)
–
Shares at the end of the year
225,237,478
229,332,478
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
83
 
Notes to the Financial Statements
(continued)
The below table provides a reconciliation of the impact of the shares repurchased and held in treasury versus the data presented
in the original March 2024 Fact Sheet which did not account correctly for the buybacks. The March 2024 Fact Sheet was
subsequently re-published.
 
Fact Sheet
Financial Statements
Difference
Description
Shares
229, 332, 478
225, 237, 478
4, 095, 000
Shares repurchased and held in treasury
AUM
£ 331, 405, 039
£ 326, 381, 689
£ 5, 023, 350
Cost of buyback
NAV per share
£ 1.45
£ 1.45
–
 
Treasury Shares
31 Mar 2024
Number of Shares
31 Mar 2023
Number of Shares
Shares repurchased and held in treasury
4, 095, 000
–
Pursuant to the share buyback authority approved by the Company’ s Shareholders at the AGM on 15 September 2023, the Board
has granted authority to the Company’ s broker, Liberum Capital Limited, to purchase the Company’ s shares in the market, subject
to pre-agreed parameters. All shares purchased during the year are held in treasury.
The Company purchased 4.1 million (31 March 2023: Nil) shares in the market during the year. The total amount paid to purchase
the shares was £ 5.0 million (31 March 2023: £ Nil) and this was presented as a reduction from the total equity.
The Company manages its capital to ensure that it will be able to continue as a going concern while maximising the return to
Shareholders. The Company is a closed-ended listed investment company and, as such, Shareholders in the Company have no
right to redeem their shares. Any redemption offered to Shareholders shall be at the discretion of the Directors of the Company.
The Company currently conducts its affairs so that the shares issued by the Company can be recommended by Independent
Financial Advisers to ordinary retail investors in accordance with the FCA rules in relation to non-mainstream pooled investment
products and intends to continue to do so for the foreseeable future. The shares are excluded from the FCA’ s restrictions which
apply to non-mainstream investment products because they are shares in an investment company, which if it were domiciled in
the United Kingdom, would currently qualify as an investment trust.
There were no changes in the policies and procedures during the year ended 31 March 2024 with respect to the Company’ s
approach to its share capital management.
15. Financial Instruments and Associated Risks
The Company’ s investment activities expose it to various types of risk which are associated with the financial instruments and
markets in which it invests. The Company’ s risk management policies seek to minimise the potential adverse effects of these
risks on the Company’ s financial performance.
The financial risks to which the Company is exposed include market risk (including currency risk and interest rate risk), credit
risk, liquidity risk and prepayment and re-investment risks. In certain instances as described more fully below, the Company
enters into derivative transactions in order to help mitigate particular types of risk.
(a) Market Risk
Market risk is the risk that the fair value and future cash flows of a financial instrument will fluctuate because of changes in
market factors. Market risk comprises currency risk, interest rate risk and other price risk.
The Company’ s strategy on the management of market risk is driven by the Company’ s investment objectives detailed in Note 1
which in respect of the Company is to invest primarily in debt secured by commercial or residential properties in the United Kingdom
and Western Europe.
The Company’ s market risk is managed on a daily basis by the Investment Manager in accordance with policies and procedures
detailed below.
The sensitivity analysis below is based on a change in one variable while holding all other variables constant. In practice, this is
unlikely to occur, and changes in some of the assumptions may be correlated – for example, change in foreign currency rate
and change in market values. In addition, as the sensitivity analysis uses historical data as a basis for determining future events,
it does not encompass all possible scenarios, particularly those that are of an extreme nature. The sensitivity analyses are based
on the Investment Manager’ s best estimate of reasonably possible changes in interest rates, foreign currency rates and market
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
84
 
prices. In practice the actual trading results may differ from the sensitivity analyses in the following pages and the differences
may be material.
(i) Currency Risk
Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign
exchange rates.
The primary purpose of the Company’s foreign currency economic hedging activities is to protect against the volatility associated
with investments denominated in foreign currencies and other financial assets and liabilities created in the normal course of business.
The Company is exposed to risks that the exchange rate of its currency relative to other foreign currencies may change in a
manner that has an adverse effect on the value of that portion of the Company’s financial assets or liabilities denominated in
currencies other than GBP.
The Company may enter into spot currency transactions or utilise derivatives such as forwards to hedge against currency fluctuations.
The Company manages its foreign exchange exposure with forward foreign exchange contracts. These instruments are detailed
in Note 10.
The currency profile of the Company, including derivatives at fair value, at the year end date was as follows:
As at 31 March 2024:
Currency
Monetary
Assets
GBP
Monetary
Liabilities
GBP
Forward Foreign
Exchange Contracts
GBP
Net
currency exposure
GBP
GBP
195,176,694
(17,112,488)
153,069,538
331,133,744
EUR
157,068,770
(8,669,792)
(153,157,505)
(4,758,527)
USD
6,472
–
–
6,472
 
352,251,936
(25,782,280)
(87,967)
326,381,689
As at 31 March 2023:
Currency
Monetary
Assets
GBP
Monetary
Liabilities
GBP
Forward Foreign
Exchange Contracts
GBP
Net
currency exposure
GBP
GBP
242,499,869
(60,997,713)
163,823,152
345,325,308
EUR
174,728,260
(21,027,058)
(162,067,034)
(8,365,832)
USD
6,431
–
–
6,431
 
417,234,560
(82,024,771)
1,756,118
336,965,907
As at 31 March 2024, had the GBP strengthened by 5% or 10% in relation to all currency exposure of the Company with all other
variables held constant, the equity of the Company and the net profit/(loss) per the Statement of Comprehensive Income would
have changed by the amounts shown below. The analysis is performed on the same basis for 2023.
By 5%
31 Mar 2024
GBP
31 Mar 2023
GBP
EUR
(237,926)
(418,292)
USD
324
322
Total
(237,602)
(417,970)
By 10%
31 Mar 2024
GBP
31 Mar 2023
GBP
EUR
(475,853)
(836,583)
USD
647
643
Total
(475,206)
(835,940)
A 5% or 10% weakening of the GBP against the above currencies would have resulted in an equal but opposite effect on the
equity of the Company and net profit/(loss) per the Statement of Comprehensive Income to the amounts shown above, on the
basis that all other variables remained constant.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
85
 
Notes to the Financial Statements
(continued)
The sensitivity analysis reflects how the equity of the Company would have been affected by changes in the relevant risk variable
that were reasonably possible at the reporting date. Management has determined that a fluctuation of 5% in foreign exchange
rates is reasonably possible, considering the environment in which the Company operates.
(ii) Interest Rate Risk
Interest rate risk is the risk that the fair value and future cash flows of a financial instrument will fluctuate because of changes in
market interest rates.
The Company’s interest rate risk is managed by the Investment Manager in accordance with policies and procedures detailed below.
The Company invests in fixed and floating rate real estate related debt assets (which includes loans and bonds). The decision
to enter into a fixed or a floating rate deal is agreed with the borrower on a loan by loan basis. Interest rate risk arises from the
effects of fluctuations in the prevailing rates on the fair of financial assets and liabilities and future cash flow.
A fundamental principle of bond investing is that market interest rates and bond prices generally move in opposite directions.
When market interest rates rise, prices of fixed-rate bonds fall. However, as explained under the key sources of estimation
uncertainty in Note 3, the Investment Manager believes that the loan or bond’s own effective yield represents the most
appropriate rate to discount future cash flows. The use of this judgement limits the impact of the fluctuations in market interest
rates on the valuation of the bilateral bonds and loans portfolio.
The Investment Manager has considered relevant geopolitical and macroeconomic factors including the rise of market interest
rate during the year and continues to believe that this key judgement remains appropriate due to the bespoke nature of the
investment portfolio and the dislocation between the yield of these assets and the market interest rate.
Had movement in market interest rates been fully reflected in the valuation of fixed-rate assets held by the Company, the estimated
impact of a rise of 1% (100 basis points) or 5% (500 basis points) (31 March 2023: 1% (100 basis points) or 5% (500 basis points))
on the NAV of the Company, is a decrease of £4.4 million or £22.1 million (31 March 2023: £6.3 million or £31.7 million), respectively.
A decrease in interest rates by 1% (100 basis points) or 5% (500 basis points) is estimated to result in an increase in the NAV of
the Company by a similar amount. These estimates are calculated based on the fair value of the fixed-rate securities including
accrued interest held by the Company as at 31 March 2024 and 31 March 2023, and their weighted average lives.
The interest rate profile of the Company as at 31 March 2024 was as follows:
 
Fixed
GBP
Floating
GBP
Non-interest bearing
GBP
Total
GBP
Financial assets at fair value through profit or loss
195,849,055
108,201,524
1
25,318,220
329,368,799
Cash and cash equivalents
–
18,289,567
–
18,289,567
Cash collateral at broker
–
4,489,272
–
4,489,272
Other assets
–
–
104,298
104,298
Financing agreements
–
(23,667,814)
2
(121,978)
(23,789,792)
Cash collateral due to broker
–
(14,400)
–
(14,400)
Derivative financial liabilities –
forward foreign exchange contracts
–
–
(87,967)
(87,967)
Other liabilities
–
–
(1,978,088)
(1,978,088)
Total
 
195,849,055
107,298,149
23,234,485
326,381,689
1
Accrued interest and equity securities related to financial assets at fair value through profit or loss.
2
Interest payable related to financing agreements.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
86
 
The maturity profile of the Company as at 31 March 2024 was as follows:
 
Within one year
GBP
One to five years
GBP
Over five years
GBP
Total
GBP
Financial assets at fair value through profit or loss
105,966,061
223,365,548
37,190
329,368,799
Cash and cash equivalents
18,289,567
–
–
18,289,567
Cash collateral at broker
4,489,272
–
–
4,489,272
Other assets
104,298
–
–
104,298
Financing agreements
(23,789,792)
–
–
(23,789,792)
Cash collateral due to broker
(14,400)
–
–
(14,400)
Derivative financial liabilities –
forward foreign exchange contracts
(87,967)
–
–
(87,967)
Other liabilities
(1,978,088)
–
–
(1,978,088)
Net Assets
102,978,951
223,365,548
37,190
326,381,689
The interest rate profile of the Company as at 31 March 2023 was as follows:
 
Fixed
GBP
Floating
GBP
Non-interest bearing
GBP
Total
GBP
Financial assets at fair value through profit or loss
277,244,059
99,067,135
1
24,430,716
400,741,910
Cash and cash equivalents
–
14,081,343
–
14,081,343
Cash collateral at broker
–
2,383,962
–
2,383,962
Derivative financial assets –
       
forward foreign exchange contracts
–
–
1,756,118
1,756,118
Other assets
–
–
27,345
27,345
Financing agreements
–
(80,154,135)
2
(287,022)
(80,441,157)
Other liabilities
–
–
(1,583,614)
(1,583,614)
Total
277,244,059
35,378,305
24,343,543
336,965,907
1
Accrued interest and equity securities related to financial assets at fair value through profit or loss.
2
Interest payable related to financing agreements.
The maturity profile of the Company as at 31 March 2023 was as follows:
 
Within one year
GBP
One to five years
GBP
Over five years
GBP
Total
GBP
Financial assets at fair value through profit or loss
81,576,013
150,257,260
168,908,637
400,741,910
Cash and cash equivalents
14,081,343
–
–
14,081,343
Cash collateral at broker
2,383,962
–
–
2,383,962
Derivative financial assets –
forward foreign exchange contracts
1,756,118
–
–
1,756,118
Other assets
27,345
–
–
27,345
Financing agreements
(80,441,157)
–
–
(80,441,157)
Other liabilities
(1,583,614)
–
–
(1,583,614)
Net Assets
17,800,010
150,257,260
168,908,637
336,965,907
The value of the asset-backed securities will fluctuate as a result of changes in market prices (other than those arising from currency
risk or interest rate risk), whether caused by factors specific to an individual investment, its issuer or all factors affecting all instruments
traded in the market. The loans in the Company are recorded at fair value on initial recognition and subsequent measurement.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
87
 
Notes to the Financial Statements
(continued)
(b) Credit Risk
Credit risk is the risk that a counterparty to a financial instrument will fail to discharge an obligation or commitment that it has
entered into with the Company.
The Company has credit exposure in relation to its financial assets. The Company invested in financial assets with The Bank of
New York Mellon with the credit quality of AA- (31 March 2023: AA-) according to Standard and Poor’s.
The Company’s maximum exposure to credit risk for financial assets is as follows:
 
31 Mar 2024
GBP
31 Mar 2023
GBP
Instrument
   
Real Estate Credit Investments – market bond portfolio
7,893,959
49,243,187
Real Estate Credit Investments – bilateral loan and bond portfolio
305,036,801
341,474,617
Cash and cash equivalents
18,289,567
14,081,343
Cash collateral at broker
4,489,272
2,383,962
Derivative financial assets
–
1,756,118
Total
335,709,599
408,939,227
Market Bond Portfolio
The Company is subject to the risk that issuers of asset-backed securities in which it invests may default on their obligations and
that certain events may occur which have an immediate and significant adverse effect on the value of such instruments. There
can be no assurance that an issuer of an instrument in which the Company invests will not default or that an event which has an
immediate and significant adverse effect on the value of such instruments will not occur, and that the Company will not sustain
a loss on the transaction as a result. The Company seeks to mitigate this risk by monitoring its portfolio of investments, reviewing
the underlying credit quality of its counterparties, on a monthly basis.
Bilateral Loan and Bond Portfolio
The Company is subject to the risk that the underlying borrowers to the loans and bonds in which it invests may default on their
obligations and that certain events may occur which have an immediate and significant adverse effect on the value of such
instruments. Any loan and bond may become a defaulted obligation for a variety of reasons, including non-payment of principal
or interest, as well as covenant violations by the borrower in respect of the underlying loan and bond documents. In the event of
any default on the Company’s investment in a loan and bond by the borrower, the Company will bear a risk of loss of principal
and accrued interest on the loan and bond, which could have a material adverse effect on the Company’s investment.
There can be no assurance that a borrower will not default, that there will not be an issue with the underlying real estate security
or that an event which has an immediate and significant adverse effect on the value of these loans and bonds will not occur, and
that the Company will not sustain a loss on the transaction as a result. The Company seeks to mitigate this risk by performing
due diligence and monitoring its portfolio of investments, reviewing the underlying credit quality of its borrowers, performance
of the underlying asset, and loan and bond covenants compliance against financial information received and the performance
of the security, on a quarterly basis.
The Company’s total investment in bilateral loan and bond portfolio as at 31 March 2024 amounted to £305.0 million (31 March
2023: £341.5 million) which includes accrued interest on loans and bonds of £9.0 million (31 March 2023: £14.1 million) at this date.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
88
 
A monthly Watch List review process is implemented for all defaulted positions. Recovery probability and estimated recovery
value are reviewed together by Risk Management and investment analysts. The below table splits the investment portfolio into
buckets based on a grading system in place as part of the Company’s performance evaluation.
Simplified
Company risk grade
Equivalent Rating
2024
1
2023
1
Low Risk
1
2
3
AAA
AA
A
–
–
–
1,484,666
7,783,939
11,460,219
Moderate Risk
4
BBB
174,880, 133
294,722,536
Substantial Risk
5
BB
40,902,821
8,859,812
High Risk
6
B
91,429,447
54,304,342
Default Risk
7
8
9
10
CCC
CC
C
D
–
142,220
10,371,911
2,545,495
–
–
–
7,719,786
1
Excludes interest receivables.
Derivative Contracts
Transactions involving derivative instruments are usually with counterparties with whom the Company has signed master netting
agreements. Master netting agreements provide for the net settlement of contracts with the same counterparty in the event of
default. The impact of the master netting agreements is to reduce credit risk from the amounts shown as derivative financial
assets in the Statement of Financial Position. The credit risk associated with derivative financial assets subject to a master
netting arrangement is eliminated only to the extent that financial liabilities due to the same counterparty will be settled after
the assets are realised.
The exposure to credit risk reduced by master netting arrangements may change significantly within a short period of time as a
result of transactions subject to the arrangement. The corresponding assets and liabilities have not been offset in the Statement
of Financial Position.
Below are the derivative liabilities by counterparty and details of the collateral received and pledged by the Company as at
31 March 2024:
Derivative Type
Counterparty
Value of
derivative liabilities
GBP
Collateral
received
GBP
Collateral
pledged
1
GBP
Net
(if greater than zero)
GBP
Forward foreign
exchange contracts
The Bank of New
York Mellon
(87,967)
–
87,967
–
1
Over collateralisation is not presented in this table. The amount of collateral reflected is limited to the amount of the derivative liabilities.
Below are the derivative assets by counterparty and details of the collateral received and pledged by the Company as at
31 March 2023:
Derivative Type
Counterparty
Value of
derivative assets
GBP
Collateral
received
GBP
Collateral
pledged
GBP
Net
(if greater than zero)
GBP
Forward foreign
exchange contracts
The Bank of
New York Mellon
1,756,118
–
–
1,756,118
Credit risk arising on transactions with brokers relates to transactions awaiting settlement. Risk relating to unsettled transactions
is considered small due to the short settlement period involved and the high credit quality of the brokers used. The Company
monitors the credit quality and financial positions of the brokers used to further mitigate this risk.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
89
 
Notes to the Financial Statements
(continued)
Custody
The Company monitors its credit risk by monitoring the credit quality of The Bank of New York Mellon (International) Limited,
as reported by Standard and Poor’s or Moody’s.
If the credit quality or the financial position of The Bank of New York Mellon (International) Limited were to deteriorate significantly,
the Investment Manager will seek to move the Company’s assets to another bank. The Bank of New York Mellon (International)
Limited is a Trust Company with a credit quality of Aa2 at the reporting date (31 March 2023: Aa2) according to Moody’s.
(c) Liquidity Risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with its financial liabilities.
The Company's policy and the Investment Manager’s approach to managing liquidity is to ensure, as far as possible, that it will
always have sufficient liquidity to meet its liabilities when due, under both normal and stress conditions, without incurring
unacceptable losses or risking damage to the Company's reputation. In managing the Company’s assets therefore, the Investment
Manager seeks to ensure that the Company holds at all times a sufficient portfolio of assets listed on recognised investment
exchanges to enable it to discharge its payment obligations. The Investment Manager monitors the Company's liquidity position
on a daily basis. Where needed, the Investment Manager will liquidate positions to increase cash or reduce leverage. The
financing agreements are on a short 1-3 month term and it is the expectation of the Company that this financing is rolled and
therefore there is no need to manage liquidity for the financing agreements.
The following tables detail the current and long-term financial liabilities of the Company at the year end date:
As at 31 March 2024:
Less than 1 month
GBP
1-3 months
GBP
3 months to 1 year
GBP
Greater than 1 year
GBP
Financial liabilities excluding derivatives
       
Financing agreements
–
22,432,630
1,357,162
–
Cash collateral due to broker
–
14,400
–
–
Other liabilities
–
1,978,088
–
–
 
–
24,425,118
1,357,162
–
As at 31 March 2023:
Less than 1 month
GBP
1-3 months
GBP
3 months to 1 year
GBP
Greater than 1 year
GBP
Financial liabilities excluding derivatives
       
Financing agreements
26,808,659
41,899,322
11,733,176
–
Other liabilities
–
1,583,614
–
–
 
26,808,659
43,482,936
11,733,176
–
The market for subordinated asset-backed securities including real estate loans into which the Company is invested, is illiquid.
In addition, investments that the Company purchases in privately negotiated (also called “over-the-counter” or “OTC”) transactions
may not be registered under relevant securities laws or otherwise may not be freely tradable, resulting in restrictions on their
transfer, sale, pledge or other disposition except in a transaction that is exempt from the registration requirements of, or is otherwise
in accordance with, those laws. As a result of this illiquidity, the Company’s ability to vary its portfolio in a timely fashion and to
receive a fair price in response to changes in economic and other conditions may be limited.
Furthermore, where the Company acquires investments for which there is not a readily available market, the Company’s ability to
deal in any such investment or obtain reliable information about the value of such investment or risks to which such investment
is exposed may be limited.
(d) Valuation of Financial Instruments
IFRS 13 Fair Value Measurement requires disclosures surrounding the level in the fair value hierarchy in which fair value measurement
inputs are categorised for financial assets and liabilities measured in the Statement of Financial Position. The determination of the
fair value for financial assets and liabilities for which there is no observable market price requires the use of valuation techniques
as described in Note 2, Material accounting policies and in Note 3, Critical accounting judgements and key sources of estimation
uncertainty. For financial instruments that trade infrequently and have little price transparency, fair value is less objective.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
90
 
The Company categorises investments using the following hierarchy as defined by IFRS 13:
Level 1
– Quoted market prices in an active market for an identical instrument;
Level 2
– Valuation techniques based on observable inputs. This category includes instruments valued using: quoted market
prices in active markets for similar instruments; quoted prices for similar instruments in markets that are considered less than
active; or other valuation techniques where all significant inputs are directly or indirectly observable from market data; and
Level 3
– Valuation techniques using significant unobservable inputs. This category includes all instruments where the valuation
technique includes inputs not based on observable data and the unobservable inputs could have a significant impact on the
instrument’s valuation. This category includes instruments that are valued based on quoted prices for similar instruments where
significant unobservable adjustments or assumptions are required to reflect differences between the instruments.
The following tables analyse within the fair value hierarchy of the Company’s financial assets and liabilities measured at fair value
at the year end date:
As at 31 March 2024:
Level 1
GBP
Level 2
GBP
Level 3
GBP
Total
GBP
Non-current assets
       
Real Estate Credit Investments – market bond portfolio
–
100,405
7,793,554
7,893,959
Real Estate Credit Investments – bilateral loan and
bond portfolio
–
–
305,036,801
305,036,801
Real Estate Credit Investments – equity securities
–
–
16,438,039
16,438,039
Total non-current assets
–
100,405
329,268,394
329,368,799
Current liabilities
       
Real Estate Credit Investments –
repurchase agreements
–
1
(23,789,792)
–
(23,789,792)
Forward foreign exchange contracts
–
(87,967)
–
(87,967)
Total current liabilities
–
(23,877,759)
–
(23,877,759)
 
–
(23,777,354)
329,268,394
305,491,040
1
Includes repurchase agreements related to Level 3 investments.
As at 31 March 2023:
Level 1
GBP
Level 2
GBP
Level 3
GBP
Total
GBP
Current assets
       
Forward foreign exchange contracts
–
1,756,118
–
1,756,118
Non-current assets
       
Real Estate Credit Investments – market bond portfolio
–
29,763,268
19,479,919
49,243,187
Real Estate Credit Investments – bilateral loan and
bond portfolio
–
–
341,474,617
341,474,617
Real Estate Credit Investments – equity securities
–
–
10,024, 106
10,024,106
Total non-current assets
–
29,763,268
370,978,642
400,741,910
Current liabilities
       
Real Estate Credit Investments –
repurchase agreements
–
1
(80,441,157)
–
(80,441,157)
 
–
(48,921,771)
370,978,642
322,056,871
1
Includes repurchase agreements related to Level 3 investments.
The level in the fair value hierarchy within which the fair value measurement is categorised in its entirety is determined based on
the lowest level input that is significant to the fair value measurement in its entirety.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
91
 
Notes to the Financial Statements
(continued)
The fair value of forward foreign exchange contracts is the difference between the contracts price and reported market prices
of the underlying contract variables. These are included in Level 2 of the fair value hierarchy.
The fair value of the repurchase agreements is valued at cost or principal and is included in Level 2 of the fair value hierarchy.
The fair value of investments that trade in markets that are not considered to be active but are valued based on quoted market
prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include
investment-grade corporate bonds (“Real Estate Credit Investments”).
As Level 2 investments include positions that are not traded in active markets and/or are subject to transfer restrictions, valuations
may be adjusted to reflect illiquidity and/or non-transferability, which are generally based on available market information. In cases
where material discounts are applied, the positions will be valued as Level 3.
The Company makes loans into structures to gain exposure to real estate secured debt primarily in the United Kingdom and Western
Europe. These loans are not traded in an active market and there are no independent quotes available for these loans. Such
holdings are classified as Level 3 investments. The fair value of these loans is linked directly to the value of the real estate loans
that the underlying structures invests in, which are determined based on modelled expected cash flows (drawdown principal
and interest repayments, and maturity dates) with effective yields ranging from 6.2% to 13.2% (31 March 2023: 6.2% to 13.2%)
(the unobservable input).
Fair value of the real estate loans is adjusted for changes in the credit quality of both the borrower and the underlying property
collateral, and changes in the market rate on similar instruments where changes are material. No material movements on the
fair value of the real estate loans have been identified and the par value of the loans was used. On origination of the loan, the
Investment Manager performs due diligence on the borrower and related security/property. This includes obtaining a valuation
of the underlying property (to assess loan-to-value of the investment). In most instances, the terms of the loan require periodic
revaluation of the underlying property to check against loan-to-value covenants. All the fees associated with the investments
(arrangement fees, exit fees, etc.) are paid directly to the Company and not paid to the Investment Manager.
RECI may invest in equity securities which are not quoted in an active market and which may be subject to restrictions on
redemptions such as lock up periods, redemption gates and side pockets. Transactions in the shares of the funds occur on a
regular basis. Equity securities are valued using discounted cash flow.
In determining the level, RECI considers the length of time until the investment is redeemable, including notice and lock-up periods
or any other restriction on the disposition of the investment. If RECI has the ability to redeem its investment at the reported net
asset valuation as of the measurement date, the investment is generally categorised in Level 2 of the fair value hierarchy. If RECI
does not know when it will have the ability to redeem the investment or it does not have the ability to redeem its investment in
the near term, the investment is categorised in Level 3 of the fair value hierarchy. Equity securities are categorised in Level 3 of
the fair value hierarchy.
The following tables set out information about significant unobservable inputs used as at 31 March 2024 and 31 March 2023 in
measuring financial assets categorised as Level 3:
As at 31 March 2024
 
Fair value
GBP
Valuation
technique
Unobservable
input
Market bond portfolio
7,793,554
Priced via external pricing source
Comparable set used
Bilateral loan and bond portfolio
305,036,801
Discounted cash flow
Risk-adjusted discount rate
and sector based yields
Equity securities
16,438,039
Discounted cash flow
Risk-adjusted discount rate
and sector based yields
As at 31 March 2023
Fair value
GBP
Valuation
technique
Unobservable
input
Market bond portfolio
19,479,919
Priced via external pricing source
Comparable set used
Bilateral loan and bond portfolio
341,474,617
Discounted cash flow
Risk-adjusted discount rate
and sector based yields
Equity securities
10,024,106
Discounted cash flow
Risk-adjusted discount rate
and sector based yields
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
92
 
Although management believes that its estimates of fair value are appropriate, the use of different methodologies or assumptions
could lead to different measurements of fair value. Changes in unobservable inputs, such as discount rates used in loans and bonds
valuation and sector-based yields used in collateral valuation can have a negative or positive impact on fair value. Sensitivities
around the discount rates are discussed in detail in the interest rate risk note while sensitivity around expected future cash flows
including collateral valuation is explained below. Sensitivities range from 15% to 20% for external valuations dated prior to the end
of 30 September 2023. The higher percentage of 20% is applicable to office assets, which have been historically demonstrated
and are expected to continue to be more sensitive (+5%) compared to other asset classes. For valuations after 30 September
2023, the sensitivities are set from 5% to 10% with the higher percentage of 10% being assigned to the office sector (2023: 5%
or 15% with 15% used if the valuation is dated before November 2022). This represents management’s assessment of a
reasonable possible change and would have a negative or positive effect on the fair value measurements for the Level 3 assets
of £7,212,730 (2023: £904,339).
Previously, many of the Company’s investments in loans were made through a Luxembourg based entity, Stornoway Finance
S.à r.l. via loan note instruments. The majority of the Company’s investments are now made through another Luxembourg based
entity, ENIV S.à r.l., and RELF via separate note instruments. As and when market information, such as market prices from
recognised financial data providers becomes available, the Company will assess the impact on its portfolio of loans and whether
there should be any transfers between levels in the fair value hierarchy.
As at 31 March 2024, the Investment Manager has taken into account movements in market rates, any indications of impairment,
significant credit events or significant negative performance of the underlying property structures, which might affect the fair
value of the loans and bonds. Please refer to page 86 for the effects of movement in market rates.
Level 3 Reconciliation
The following table shows a reconciliation of all movements in the fair value of financial instruments categorised within Level 3
between the beginning and the end of the financial year:
 
Level 3
31 Mar 2024
GBP
Level 3
31 Mar 2023
GBP
Financial assets at fair value through profit or loss
   
Opening balance
370,978,642
295,890,549
Total (losses)/gains recognised in the Statement of Comprehensive Income for the year
(6,381,030)
10,170,687
Purchases
95,164,446
167,591,125
Sales
(125,398,359)
(118,994,111)
(Decrease)/increase in interest receivable
(5,095,305)
2,619,692
Transfer into Level 3
–
13,700,700
Closing balance
329,268,394
370,978,642
Unrealised (losses)/gains on investments classified as Level 3 at year end
(3,267,385)
3,840,715
(e) Prepayment and Re-Investment Risks
The Company’s real estate loans have the facility for prepayment. The Company’s exposure to real estate debt securities also
has exposure to potential prepayment risk which may have an impact on the value of the Company’s portfolio. Prepayment rates
are influenced by changes in interest rates and a variety of economic, geographic and other factors beyond the Company’s
control and consequently cannot be predicted with certainty.
The level and timing of prepayments made by borrowers in respect of the mortgage loans that collateralise certain of the Company’s
investments may have an adverse impact on the income earned by the Company from those investments.
Early prepayments also give rise to increased re-investment risk. If the Company is unable to reinvest such cash in a new investment
with an expected rate of return at least equal to that of the loan repaid, the Company’s net income will be lower and, consequently,
could have an adverse impact on the Company’s ability to pay dividends.
The Investment Manager reviews the prepayment assumptions each quarter and will update as required. These assumptions
are considered through a review of the underlying loan performance information of the securitisations.
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
93
 
Notes to the Financial Statements
(continued)
16. Segmental Reporting
The Company has adopted IFRS 8 Operating Segments. The standard requires a “management approach”, under which segment
information is presented on the same basis as that used for internal reporting purposes.
Whilst the Investment Manager may make the investment decisions on a day-to-day basis regarding the allocation of funds to
different investments, any changes to the investment strategy or major allocation decisions have to be approved by the Board,
even though they may be proposed by the Investment Manager. The Board retains full responsibility as to the major allocation
decisions made on an ongoing basis and is therefore considered the “Chief Operating Decision Maker” under IFRS 8.
The Company invests in Real Estate Credit Investments. The Real Estate Credit Investments may take different forms but are likely
to be: (i) secured real estate loans; (ii) debentures or any other form of debt instrument, securitised tranches of secured real
estate related debt securities, for example, RMBS and CMBS (together “MBS”); and (iii) equity securities. The real estate debt
strategy focuses on secured residential and commercial debt in the United Kingdom and Western Europe, seeking to exploit
opportunities in publicly traded securities and real estate loans.
The Company has three reportable segments, being the Market Bond Portfolio, Bilateral Loan and Bond Portfolio and Equity Securities.
For each of the segments, the Board of Directors reviews internal management reports prepared by the Investment Manager on
a quarterly basis. The Investment Manager has managed each of the Market Bond Portfolio, Bilateral Loan and Bond Portfolio
and Equity Securities separately; thus three reportable segments are displayed in the financial statements.
Information regarding the results of each reportable segment is included below. Performance is measured based on segment
profit/(loss), as included in the internal management reports that are reviewed by the Board of Directors. Segment profit/(loss)
is used to measure performance as management believes that such information is the most relevant in evaluating the results.
Year ended 31 March 2024:
Market Bond
Portfolio
GBP
Bilateral Loan and
Bond Portfolio
GBP
Equity
Securities
GBP
Total
GBP
Interest income
1,482,514
28,412,548
–
29,895,062
Net gains/(losses) on financial assets and liabilities
at fair value through profit or loss
 
1,807,597
 
(2,512,410)
 
(5,275,758)
 
(5,980,571)
Reportable segment profit/(loss)
3,290,111
25,900,138
(5,275,758)
23,914,491
Finance costs
(988,855)
(2,525,223)
–
(3,514,078)
 
Market Bond
Portfolio
Bilateral Loan and
Bond Portfolio
Equity
Securities
Total
Year ended 31 March 2023:
GBP
GBP
GBP
GBP
Interest income
4,960,473
26,747,271
–
31,707,744
Net (losses)/gains on financial assets and liabilities
at fair value through profit or loss
(8,155,580)
10,101,376
2,520,545
4,466,341
Reportable segment (loss)/profit
(3,195,107)
36,848,647
2,520,545
36,174,085
Finance costs
(1,783,805)
(2,188,548)
–
(3,972,353)
 
Year ended 31 March 2024:
Market
Bond Portfolio
GBP
Bilateral Loan and
Bond Portfolio
GBP
Equity
Securities
GBP
Total
GBP
Reportable segment assets
7,893,959
305,036,801
16,438,039
329,368,799
Non-segmental assets
     
22,883,137
Financing agreements
(4,732,841)
(19,056,951)
–
(23,789,792)
Non-segmental liabilities
     
(2,080,455)
Net assets
     
326,381,689
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
94
 
Year ended 31 March 2023:
Market
Bond Portfolio
GBP
Bilateral Loan and
Bond Portfolio
GBP
Equity
Securities
GBP
Total
GBP
Reportable segment assets
49,243,187
341,474,617
10,024,106
400,741,910
Non-segmental assets
     
18,248,768
Financing agreements
(36,015,630)
(44,425,527)
–
(80,441,157)
Non-segmental liabilities
     
(1,583,614)
Net assets
     
336,965,907
Information regarding the basis of geographical segments is presented in the Investment Manager’s Report and is based on
the countries of the underlying collateral.
All segment revenues are from external sources. There are no inter-segment transactions between the reportable segments
during the year. Certain income and expenditure is not considered part of the performance of either segment. This includes
gains/(losses) on net foreign exchange and derivative instruments, expenses and interest on borrowings.
The following table provides a reconciliation between reportable segment profit and net profit.
 
31 Mar 2024
GBP
31 Mar 2023
GBP
Reportable segment profit
23,914,491
36,174,085
Net gains/(losses) on foreign exchange instruments
6,615,359
(3,659,633)
Interest income on financial assets at amortised cost
446,117
214,799
Net foreign currency gains/(losses)
259,847
(2,070,857)
Other income
123,121
7,940
 
31,358,935
30,666,334
Operating expenses
(5,989,327)
(6,143,662)
Finance costs
(3,514,078)
(3,972,353)
Net profit
21,855,530
20,550,319
Certain assets are not considered to be attributable to either segment. These include, other receivables and prepayments, cash
and cash equivalents and derivative financial assets.
The following table provides a reconciliation between reportable segment assets and total assets.
 
31 Mar 2024
GBP
31 Mar 2023
GBP
Reportable segment assets
329,368,799
400,741,910
Cash and cash equivalents
18,289,567
14,081,343
Cash collateral at broker
4,489,272
2,383,962
Derivative financial assets
–
1,756,118
Other assets
104,298
27,345
Total assets
352,251,936
418,990,678
Annual Report and Accounts 2024
Real Estate Credit Investments Limited
95
 
Notes to the Financial Statements
(continued)
The following is a summary of the movements in the Company’s investments analysed by the Loan and Bond Portfolios and
Equity Securities for the year ended 31 March 2024:
Year ended 31 March 2024:
Market
Bond Portfolio
GBP
Bilateral Loan and
Bond Portfolio
GBP
Equity
Securities
GBP
Total
GBP
Financial assets at fair value through profit or loss
Opening fair value
49,243,187
341,474,617
10,024,106
400,741,910
Transfer
–
(11,650,667)
11,650,667
–
Purchases
–
94,866,164
298,282
95,164,446
Repayments/sales proceeds
(42,942,292)
(112,045,599)
(259,257)
(155,247,148)
Decrease in interest receivable
(214,533)
(5,095,305)
–
(5,309,838)
Realised (losses)/gains on sales
(4,232,205)
1,337,147
(485)
(2,895,543)
Net movement in unrealised gains/(losses)
6,039,802
(3,849,556)
(5,275,274)
(3,085,028)
Closing fair value
7,893,959
305,036,801
16,438,039
329,368,799
The following is a summary of the movements in the Company’s investments analysed by the Loan and Bond Portfolios and
Equity Securities for the year ended 31 March 2023:
Year ended 31 March 2023:
Market
Bond Portfolio
GBP
Bilateral Loan and
Bond Portfolio
GBP
Equity
Securities
GBP
Total
GBP
Financial assets at fair value through profit or loss
       
Opening fair value
98,450,555
288,968,898
6,921,651
394,341,104
Purchases
–
157,387,510
1,256,961
158,644,471
Repayments/sales proceeds
(40,697,172)
(117,602,858)
(675,051)
(158,975,081)
(Decrease)/increase in interest receivable
(354,617)
2,619,692
–
2,265,075
Realised (losses)/gains on sales
(4,547,798)
(5,491,225)
82,453
(9,956,570)
Net movement in unrealised (losses)/gains
(3,607,781)
15,592,600
2,438,092
14,422,911
Closing fair value
49,243,187
341,474,617
10,024,106
400,741,910
17. Cash Collateral
The Company manages some of its financial risks through the use of financial derivative instruments and repurchase agreements
which are subject to collateral requirements. As at 31 March 2024, a total of £4.5 million (31 March 2023: £2.4 million) was due from
various financial institutions under the terms of the relevant arrangements. The cash held by brokers is restricted and is shown
as Cash collateral at broker in the Statement of Financial Position.
18. Material Agreements and Related Party Transactions
Loan Investments
Previously, many of the Company’s investments in loans were made through a Luxembourg based entity, Stornoway Finance
S.à r.l. via loan note instruments. The loan investments are now made through another Luxembourg based entity, ENIV S.à r.l.,
and RELF via separate note instruments. This entity has separate compartments for each loan deal which effectively ringfences
each loan deal. Other funds managed by the Investment Manager may invest pari passu in these compartments.
Investment Manager
The Company is party to an Investment Management Agreement with the Investment Manager, dated 22 February 2017, pursuant
to which the Company has appointed the Investment Manager to manage its assets on a day-to-day basis in accordance with
its investment objectives and policies, subject to the overall supervision and direction of the Board of Directors.
The Company pays the Investment Manager a Management Fee and a Performance Fee.
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Management Fee
Under the terms of the Investment Management Agreement, the Investment Manager is entitled to receive from the Company
an annual Management Fee of 1.25% on an adjusted NAV, being the NAV of the shares.
During the year ended 31 March 2024, the Management Fee totalled £4.2 million (31 March 2023: £4.3 million), of which
£0.3 million (31 March 2023: £0.4 million) was outstanding at the year end.
Performance Fee
Under the terms of the Investment Management Agreement, the Investment Manager is entitled to receive from the Company
a Performance Fee calculated as ((A-B) x 20% x C) where:
A = the Adjusted Performance NAV per share, as defined in the Prospectus.
B =
the NAV per share as at the first business day of the Performance Period increased by a simple annual rate of return of 7%
over the Performance Period or, if no Performance Fee was payable in the previous Performance Period, the NAV per share
on the first business day of the Performance Period immediately following the last Performance Period in which a Performance
Fee was paid (the “Starting Date”) increased by a simple annual rate of return of 7% over the period since the Starting Date
(“Hurdle Assets”).
C = the time weighted average number of shares in issue in the period since the Starting Date.
On 1 October 2021, the Company entered a new Performance Period which is expected to run until the end date of the quarter
in which the next continuation resolution is passed. As no Performance Fee was payable in the previous Performance Period,
the NAV on which the Hurdle Assets will be determined in accordance with the above formula was the NAV per share of £1.63
as at 2 October 2017 (being the Starting Date of the Performance Period immediately following the last Performance Period in
which a Performance Fee was paid).
During the years ended 31 March 2024 and 31 March 2023, there were no performance fees accrued.
Administration Fee
Under the terms of the Administration Agreement, the Administrator is entitled to receive from the Company a monthly administration
fee based on the prior month gross assets of the Company adjusted for current month subscriptions and redemptions of the
Company at the relevant basis points per annum rate, subject always to a minimum monthly fee of £10,000.
During the year ended 31 March 2024, the administration fee totalled £278,720 (31 March 2023: £276,595), of which £37,548
(31 March 2023: £41,939) was outstanding at the year end.
Depositary Fee
Under the terms of the Depositary Agreement, the Depositary is entitled to receive from the Company an annual Depositary fee
of 0.02% (31 March 2023: 0.02%) of the NAV of the Company. During the year ended 31 March 2024, the Depositary fee totalled
£64,126 (31 March 2023: £65,137). The Company owed £66,708 (31 March 2023: £33,090) to the Depositary at the year end date.
19. Contingencies and Commitments
As at 31 March 2024, the Company had committed £489.0 million into bilateral loans and bonds of which £352.1 million had been
funded (31 March 2023: £572.0 million into bilateral loans and bonds of which £367.8 million had been funded).
During the financial year ended 31 March 2024, the Company entered into some off-balance sheet financing agreements which
have partial recourse to the Company. The amount of partial recourse commitment as at 31 March 2024 was £3.9 million (31 March
2023: £2.9 million). This represents a financial guarantee, and the Company recognises that there's no need for provision on
assets at reporting date.
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Notes to the Financial Statements
(continued)
20. Subsequent Events
The Directors declared a dividend of 3 pence per share on 19 June 2024.
Since 1 April 2024, RECI received a total of £16.7 million from two loans that have repaid.
Since 1 April 2024, RECI has committed to invest in one new deal, totalling £18.5 million.
Since 1 April 2024, RECI has bought back 1.8 million amount of shares.
There have been no other significant events affecting the Company since the year end date that require amendment to or
disclosure in the financial statements.
21. Foreign Exchange Rates Applied to Combined Totals Used in the Preparation of the Financial Statements
The following foreign exchange rates relative to the GBP were used as at the year end date:
Currency
31 Mar 2024
GBP
31 Mar 2023
GBP
EUR
1.17
1.14
USD
1.26
1.24
22. Approval of the Financial Statements
The Annual Report and audited financial statements of the Company were approved by the Directors on 19 June 2024.
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98
Appendix I – AIFM Remuneration Policy (Unaudited)
Annual Remuneration Disclosure for the Year to 31 March 2024
Cheyne Capital Management (UK) LLP (“Cheyne”), the Alternative Investment Fund Manager (“AIFM”), has implemented a
Remuneration Policy (“the Policy”) that is applicable to all remuneration matters within the firm, with a particular focus on
those persons who have been identified as having a material impact on the risk profile of the AIF (“Code Staff”). This includes
senior management, risk takers and control functions.
The Policy is in line with Cheyne’s business strategy, objectives, values and long-term interests. As an AIFM, Cheyne’s overall
objective is to achieve attractive and controlled performance and capital growth for all funds under management, including the
AIF and to develop strong long-term relationships with investors. Cheyne’s income is dependent upon the funds for which it
serves as manager or AIFM, and therefore the profit available for distribution under the Policy is dependent upon the performance
of such funds including the AIF. As such, the fulfilment of Cheyne’s objectives is interlinked with the best interests of Cheyne’s
clients, which in turn is in line with the Policy. The Policy promotes effective risk management and does not tolerate breaches
of internal risk guidelines.
Cheyne has a Remuneration Committee (currently the COO and CFO) who report into the Incentivisation Committee (currently
the CEO and President) that oversees the remuneration of individuals, including Code Staff, and approval of the allocation of
profits available for discretionary division among members.
Cheyne was authorised as an AIFM on 22 July 2014. The quantitative disclosures required under Article 22 of AIFMD in accordance
with the European Securities and Markets Authority (“ESMA”) guidance for the year ended 31 March 2024, in respect of
remuneration derived from the AIF are as follows:
AIFM Total
Remuneration
Deferred
Remuneration
Code Staff
derived from the AIF
Remuneration derived
Business Area
Number of Code Staff
(all variable)
relevant to the AIF
(all variable)
from the AIF
Portfolio Management
29
£23,565,283
6
£1,013,727
£223,385
Senior Management
7
£19,528,002
7
£876,284
£243,989
Total
36
£43,093,285
13
£1,890,011
£467,374
Remuneration Code information is provided as required under the FCA Rules.
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For the purposes of this disclosure, leverage is any method
by which a fund’s exposure is increased. A fund’s exposure
may be increased by using derivatives, by reinvesting cash
borrowings, through positions within repurchase or reverse
repurchase agreements, through securities lending or
securities borrowing arrangements, or by any other means
(such increase referred to herein as the “Incremental
Exposure”). The AIFMD prescribes two methodologies for
calculating overall exposure of a fund: the “gross methodology”
and the “commitment methodology”. These methodologies
are briefly summarised below.
The commitment methodology takes account of the hedging
and netting arrangements employed by a fund at any given
time (purchased and sold derivative positions will be netted
where both relate to the same underlying asset). This
calculation of exposure includes all Incremental Exposure as
well as a fund’s own physical holdings; and cash. By contrast,
the gross methodology does not take account of the netting
or hedging arrangements employed by a Company. This
calculation of exposure includes all Incremental Exposure as
well as the Company’s own physical holdings; cash is excluded.
The AIFMD requires that each leverage ratio be expressed
as the ratio between a fund’s total exposure (including any
Incremental Exposure) and its NAV. Using the methodologies
prescribed under the AIFMD and implementing legislation,
the Company has set a maximum level of leverage, taking
into account atypical and volatile market conditions. Leverage
will not exceed the ratio of 5:1 using the commitment
methodology and 5:1 using the gross methodology.
The use of leverage, including borrowings, may increase
the volatility of the Company’s NAV per share and also
amplify any loss in the value of the Company’s assets.
While the use of borrowing should enhance the total return
on the shares where the return on the Company’s underlying
assets is rising and exceeds the cost of borrowing, it will have
the opposite effect where the return on the Company’s
underlying assets is falling or rising at a lower rate than the
cost of borrowing, reducing the total return on the shares.
As a result, the use of borrowing by the Company may
increase the volatility of the NAV per share.
Any reduction in the value of the Company’s investments may
lead to a correspondingly greater percentage reduction in its
NAV (which is likely to adversely affect the price of a share).
Any reduction in the number of shares in issue (for example,
as a result of buybacks or tender offers) will, in the absence
of a corresponding reduction in borrowing, result in an
increase in the Company’s level of gearing.
To the extent that a fall in the value of the Company’s
investments causes gearing to rise to a level that is not
consistent with the Company’s gearing policy or borrowing
limits, the Company may have to sell investments in order
to reduce borrowing.
The Company will pay interest on its borrowing. As such, the
Company is exposed to interest rate risk due to fluctuations
in the prevailing market rates. The Company may employ
hedging techniques designed to reduce the risk of adverse
movements in interest rates. However, such strategies may
also result in losses and overall poorer performance than if the
Company had not entered into such hedging transactions.
The risks associated with the derivatives used by the Company
and that may contribute to the leverage of the Company are
set out earlier.
Leverage is limited to 500% of NAV of the Company under
both the Gross and Commitment approaches. Up to 31 March
2024, the maximum leverage calculated has been 146.87%
for the Gross Approach and 107.90% for the Commitment
Approach. In the year ended 31 March 2023, the maximum
leverage calculated has been 166.91% for the Gross Approach
and 123.99% for the Commitment Approach.
Appendix II – AIFM Leverage (Unaudited)
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100
 
Directors
Bob Cowdell (Chairman)
Susie Farnon
John Hallam
Colleen McHugh
Andreas Tautscher (appointed 07 May 2024)
Secretary of the Company
Aztec Financial Services (Guernsey) Limited
PO Box 656
East Wing
Trafalgar Court
Les Banques, St. Peter Port
Guernsey, GY1 3PP
Corporate Broker
Liberum Capital Limited
Ropemaker Place, Level 12
25 Ropemaker Street
London, EC2Y 9LY
Registrar
Link Market Services (Guernsey) Limited
Mount Crevelt House
Bulwer Avenue
St. Sampson
Guernsey, GY2 4LH
Depositary
The Bank of New York Mellon (International) Limited
One Canada Square
London, E14 5AL
Registered Office
East Wing
Trafalgar Court
Les Banques, St. Peter Port
Guernsey, GY1 3PP
Alternative Investment Fund Manager
Cheyne Capital Management (UK) LLP
Stornoway House
13 Cleveland Row
London, SW1A 1DH
Independent Auditor
Deloitte LLP
Regency Court
Glategny Esplanade
St. Peter Port
Guernsey, GY1 3HW
UK Transfer Agent
Link Group Limited
Central Square
29 Wellington Street
Leeds, LS1 4DL
Administrator
Citco Fund Services (Guernsey) Limited
PO Box 273
Frances House
Sir William Place
St. Peter Port
Guernsey, GY1 3RD
Sub-Administrator
Citco Fund Services (Ireland) Limited
Custom House Plaza, Block 6
International Financial Services Centre
Ireland, Dublin 1
Directors and Advisers
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Real Estate Credit Investments Limited
101
Asset Strategy definitions
Core
Assets that benefit from having long-term income.
Core +
Assets that benefit from having strong current income, but do require some measure of
asset management to optimise their income profile and term.
Development De-Risked
Development assets which benefit from being substantially pre-sold
or pre-let.
Development Fit-Out
Assets that have either been built from the ground up and have reached the completion
of the superstructure (“topped out”), or assets which are in need of substantial refurbishment
works. These typically already benefit from the requisite consent to develop.
Development Groundworks/
Superstructure
Assets that are to be built from the ground up and are in the groundworks stage or building
the superstructure has commenced. These typically already benefit from the requisite
consent to develop.
Real Estate Op-Co/Prop-Co Loan
Loan secured by both the operating company as well as all of the Company’s real assets.
Value add/transitional
Assets that require asset management (typically refurbishment) and re-letting to secure
a core income profile.
Alternative Performance Measures
Dividend Yield
The total dividends paid in the reporting period (per share) divided by the quoted price
of each share as at the relevant reporting date.
Market Capitalisation
The number of shares in issuance at the relevant reporting date multiplied by the share
price at the relevant reporting date.
NAV per share
The net asset value of the Company divided by the number of shares in issuance at the
relevant reporting date.
Share Price Premium/Discount
The percentage difference between the NAV per share and the quoted price of each
share as at the relevant reporting date.
Total NAV Return
The return on the movement in the NAV per share at the end of the period together with
all the dividends paid during the period, divided by the NAV per share at the beginning
of the period/year.
Glossary
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Notes
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103
Notes
Annual Report and Accounts 2024
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104
Real Estate Credit Investments Limited
East Wing
Trafalgar Court
Les Banques
St. Peter Port
Guernsey
GY1 3PP
www.realestatecreditinvestments.com