St James Place : Unit Trust Group Limited 31 December 2023 Annual Report & Accounts includes the TCFD Report on page 5

DocuSign Envelope ID: 7D486D17-B00C-4162-B76B-B11710961149

Registered number: 00947644

ST. JAMES'S PLACE UNIT TRUST GROUP LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

T C Beal C G Gentle E K Griffin* D Hyams* S A Nicoll*

* Non-ExecutiveDirector

St. James's Place Corporate Secretary Limited

00947644

St. James's Place House 1 Tetbury Road Cirencester Gloucestershire

GL7 1FP

PricewaterhouseCoopers LLP

Chartered Accountants and Statutory Auditors 2 Glass Wharf

Temple Quay Bristol

BS2 0FR

DocuSign Envelope ID: 7D486D17-B00C-4162-B76B-B11710961149

ST. JAMES'S PLACE UNIT TRUST GROUP LIMITED

COMPANY INFORMATION

Directors

Company secretary

Registered number

Registered office

Independent auditors

DocuSign Envelope ID: 7D486D17-B00C-4162-B76B-B11710961149

ST. JAMES'S PLACE UNIT TRUST GROUP LIMITED
CONTENTS
	Page(s)
Strategic Report	1 - 11
Directors' Report	12 - 13
Directors' Responsibilities Statement	14
Independent Auditors' Report	15 - 17
Statement of Comprehensive Income	18
Statement of Financial Position	19
Statement of Changes in Equity	20
Notes to the Financial Statements	21 - 29

DocuSign Envelope ID: 7D486D17-B00C-4162-B76B-B11710961149

ST. JAMES'S PLACE UNIT TRUST GROUP LIMITED

STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2023

INTRODUCTION

St. James's Place Unit Trust Group Limited (the "Company") is a wholly-owned subsidiary of St. James's Place Wealth Management Group Limited, which in turn is a wholly-owned subsidiary of St. James's Place plc, the ultimate parent company of the St. James's Place Group (the "Group" or "St. James's Place (SJP)").

The Company is authorised and regulated by the Financial Conduct Authority (FCA) to transact Unit Trusts in the United Kingdom.

The Company is a private company limited by shares which is incorporated and registered in England and Wales and domiciled in the United Kindgom.

Group Overview

St. James's Place is an award-winning wealth management group with a track record of strong growth. An extract of the group structure is shown below.

Face-to-face advice is core to the St. James's Place Group's (the "Group" or "St. James's Place") business model. This is delivered through the Group's dedicated distribution firm, St. James's Place Wealth Management plc, which manages the St. James's Place Partnership, and which is focused on building and supporting long-

term relationships with our clients.

Financial advice is complemented and supported by our compelling investment proposition (the Investment Management Approach - "IMA"). The IMA offers a unique approach enabling investment management of underlying assets to be contracted out to a range of investment management firms, carefully selected by our

independent committee of experts, from the global population of fund managers.

Page 1

DocuSign Envelope ID: 7D486D17-B00C-4162-B76B-B11710961149

ST. JAMES'S PLACE UNIT TRUST GROUP LIMITED

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2023

INTRODUCTION (CONTINUED)

In order to be able to provide the appropriate investment solution for each client's particular circumstances and needs, the IMA is made available through a variety of UK investment product solutions. The principal products manufactured by Group companies, and which are, in general, made available through the St. James's Place Partnership, are:

Company	Product
St. James's Place UK plc	UK-basedunit-linked savings
	Unit-linked pension savings
	Unit-linked drawdown
St. James's Place Investment Administration Limited	Unit trusts
	Individual Savings Accounts ("ISAs")
St. James's Place International plc	Offshore unit-linked savings

In order to allow the IMA to be delivered consistently through all product wrappers, the majority of the unit-linked insurance investment ranges are facilitated through cross-investment into a core range of St. James's Place unit trusts (managed by St. James's Place Unit Trust Group Limited), which are the same unit trusts made available directly and through an ISA by St. James's Place Investment Administration Limited.

The Company collects an Annual Management Charge ("AMC") from the range of unit trusts that it manages, from which it pays a share to St. James's Place Investment Administration Limited as remuneration for client administration services provided. In addition, the Company pays an Ongoing Advice Charge ("OAC") to St. James's Place Wealth Management plc ("SJPWM") when the client has requested ongoing advice services.

St. James's Place Management Services Limited facilitates employment for the Group and management of expenses, while St. James's Place Partnership Services Limited acts as treasury company for the Group, securing funding and managing lending by the Group.

Further information about St. James's Place, the St. James's Place Partnership, the St James's Place approach to fund management and the IMA, and the full range of wealth management products, is included within the Strategic Report of the St. James's Place plc Annual Report and Accounts 2023.

BUSINESS REVIEW

In its capacity as a unit trust manager, the Company manages 45 different unit trusts (2022: 45), of which 34

(2022: 35) are classified under the Financial Conduct Authority's Collective Investment Scheme Sourcebook as

UCITS funds and 11 (2022: 10) as NURS funds.

The Company's principal source of income, out of which overheads of the business are met, is an AMC which is dependent on the value of funds under management (FUM). Growth in FUM is therefore a strong positive indicator of growth in profits. As a result of strong investment return together with net inflows the FUM invested in the unit trusts that the Company manages increased from £137.8bn at 31 December 2022 to £158.2bn at 31 December 2023. The value of FUM which excludes cross-investment within the Group, on which the Company earns an AMC, increased from £37.8bn at 31 December 2022 to £41.3bn at 31 December 2023, an increase of 9.3%. The Company's turnover for the year was £391.9m (2022: £389.0), a 0.7% increase year on year. This increase derives from the growth in FUM, this has been dampened by dealing losses which increased from £8.2m to £16.9m reflecting higher levels of trading activity in the unit trusts during the year.

The profit for the financial year amounted to £139.9m (2022: £162.9m). A decrease of 14.1% driven by increased expenses and a higher effective tax rate. The Company's net asset position remains strong at £59.7m (2022: £67.8m).

Page 2

DocuSign Envelope ID: 7D486D17-B00C-4162-B76B-B11710961149

ST. JAMES'S PLACE UNIT TRUST GROUP LIMITED

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2023

BUSINESS REVIEW (CONTINUED)

Consumer Duty

The FCA's new Consumer Duty regulation came into effect at the end of July 2023, setting higher and clearer standards of consumer protection across financial services and requiring firms to act to deliver good outcomes for customers.

We have engaged proactively with this important regulatory initiative. While we consistently aim to achieve good outcomes for clients, Consumer Duty has given us the opportunity to strengthen this commitment even further.

We've looked at every part of our business through the lens of clients - the people who trust us to help create the future they want for themselves and for their families - and we've examined how we provide evidence that the processes and frameworks we have in place deliver good client outcomes.

FUTURE DEVELOPMENTS

During the year, the Group announced that we would be simplifying our charging structure from the second half of 2025, following a programme of investment in systems required to support the new charge structure. Charges will be reduced for the majority of existing clients, while we will also disaggregate our charges into separate components for advice, product and platform administration and investment management, as well as rebalancing charges so that they better reflect the value that clients see across each element of our proposition. These changes will address the evolution over time of an external environment that is increasingly seeking simple comparability of all services on a component-by-component basis.

The Group is the UK's leading provider of advice-led wealth management, providing an integrated end-to-end client offering, with each subsidiary company contributing to a component to this overall service.

The Company provides the investment management component of the Group's service. Under the revised charging structure, a more consistent approach to fund charges will be introduced that reflects the value each fund provides.

Page 3

DocuSign Envelope ID: 7D486D17-B00C-4162-B76B-B11710961149

ST. JAMES'S PLACE UNIT TRUST GROUP LIMITED

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2023

CURRENT RISK ENVIRONMENT

There was a complex and rapidly evolving macroeconomic risk picture through 2022-2023, which was exacerbated in the UK by political turmoil. We expect to see challenges at a national level in 2024 and beyond as people and businesses continue to adjust to a higher interest rate environment and the higher cost of living. This is despite the fact that towards the end of 2023, inflation appeared to be on a trajectory to return towards the Bank of England's target and interest rates were expected to reduce over 2024. We are also mindful of potential longer-term risks relating to changes in tax policy which could affect the amount our clients have available to save and how much tax they pay on income (particularly with tax thresholds frozen) and investments. However, with 2024, being an election year, we do not expect taxes to rise further in the very short term. We also recognise an opportunity for our advisers, through ongoing financial advice, to support clients in managing their financial affairs in a volatile market; to combat the effects of inflation on the standard of living they are aiming for in retirement; and to remain tax-efficient in their savings as the tax landscape changes. We are also mindful of the potential for global geopolitical tensions to escalate, which could have relevance to the Group through impacts.

Overall we remain confident in the Company's ability to withstand further challenges that may or may not emerge from the risk environment described in more detail below. Timely and targeted risk-based information has been provided to the St. James's Place Unit Trust Group Board ("the Board") to continue to support decision making and help the understanding of key issues.

Macroeconomic:

The macroeconomic risks associated with high inflation, the unwinding of 15 years of low interest rates and the threat of increasing geopolitical tension are not to be underestimated.

However, the Group's business model has demonstrated resilience and continues to be well positioned to survive extreme conditions and continue to invest for long-term growth.

Some examples of the key challenges for the Company presented through the current macroeconomic conditions include falling asset prices which reduces income and higher expense inflation which makes the strategic objective of limiting growth in controllable expenses more difficult to achieve.

Further information on the Group's approach to macroeconomic risks is set out in the St. James's Place plc Annual Report and Accounts 2023.

Page 4

DocuSign Envelope ID: 7D486D17-B00C-4162-B76B-B11710961149

ST. JAMES'S PLACE UNIT TRUST GROUP LIMITED

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2023

CURRENT RISK ENVIRONMENT (CONTINUED)

Climate change:

2023 was the warmest year on record and the global mean temperature increase has now risen to 1.3°C above the preindustrial average. Research shows that progress toward 1.5°C-aligned targets isn't happening at the pace and scale necessary, and that urgent action is needed to protect the world's most vulnerable ecosystems and communities. At SJP, we recognise that we have both the responsibility to take appropriate action and the opportunity to use our voice to influence and collaborate with our stakeholders to pursue long-term positive change. As an example of how we are putting this into practice the Group has made four key climate commitments; we'll be climate positive in our operations by 2025, we'll support our Partnership to become net zero by 2035, our supply chain will be net zero by 2035 and we'll be net zero in our investments by 2050.

At SJP, our investment proposition is by far the largest contributor to our carbon emissions. Therefore, it is crucial that we reduce the carbon footprint of our funds. As we work towards our longer term net zero target by 2050, we set interim targets to track our progress and hold ourselves accountable. In 2020, we set a target of reducing carbon emissions across our investments by 25% by 2025 (compared to a baseline measured at the end of 2019). We are pleased to say that as at the end of 2023 we have well exceeded this target and have reduced our carbon emissions by over 40% already. (This is inclusive of our equity and publicly listed corporate debt. Our real estate and Rowan Dartington assets are excluded).

Over 2023 we continued to embed environmental, social and governance (ESG) risks and opportunities into our investment process. Climate change is a key environmental concern globally and we expect our fund managers to consider how the companies they invest in are positioned for a just transition to a lower carbon economy. Over 2023, we identified our top 10 carbon emitters across our investments. Engaging with these companies on their climate transition planning will be a key priority going forward.

Over 2024, we will be setting our 2030 carbon reduction targets and continuing our journey to net zero.

Our approach to Task Force on Climate-related Financial Disclosures ('TCFD') reporting

TCFD seeks to improve and increase the reporting of climate-related financial information by financial institutions. To comply with the FCA rules on climate-related disclosures in the Environmental, Social and Governance ("ESG") handbook - ESG 2.2.7R, the Company is required to prepare a TCFD report annually.

We have chosen to meet this obligation through the inclusion of the following statement within this Strategic Report.

St. James's Place is a business made up of multiple individual entities. As one of those entities, the Company has aligned its strategy and operations to that of the St James's Place Group. The Group is also required to prepare a TCFD report, which covers all of the money and assets that it is responsible for, and so, reflecting the significant overlap we have chosen to prepare a single consolidated TCFD report.

The disclosures in that report, including any third party or group disclosures cross-referenced in it, comply with the requirements stated in the FCA's ESG sourcebook. Where there are any differences in approach across the companies impacted these are highlighted in that report.

The Group TCFD report is consistent with all the TCFD recommendations and recommended disclosures and can be found on the Group's website (https://www.sjp.co.uk/TCFD2023).

Page 5

DocuSign Envelope ID: 7D486D17-B00C-4162-B76B-B11710961149

ST. JAMES'S PLACE UNIT TRUST GROUP LIMITED

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2023

CURRENT RISK ENVIRONMENT (CONTINUED)

Regulatory change:

Regulatory change is a constant, and amongst the significant regulatory change the FCA continues to reinforce the need for firms to embed the new Consumer Duty regulation. We are a client focused business and have engaged proactively with this important regulatory initiative. Whilst we believe that we have consistently aimed to achieve good outcomes for our clients, we have reconsidered all our client focused activities and challenged on how we develop these activities to meet current and ever-increasing expectations. The business is recognising embedding activity to monitor and assess clients outcomes and implementing Consumer Duty requirements for closed books by July 2024. A relatively very small proportion of the Group's liabilities are in closed book policies, however we recognise the importance of these policies to the clients who have them.

PRINCIPAL RISKS AND UNCERTAINTIES

Whilst the risk landscape evolved over the course of the year, the inherent principal risk areas that the business faces remain consistent with the previous year. An example of this is that security and resilience remains a principal risk area and we recognise that the cyber environment continues to develop, particularly with State- sponsored threats.

The business priority areas which our principal risks impact are set out in the tables in the following pages, together with the high-level controls and processes through which we aim to mitigate them. Reputational damage and impacts to shareholders and other stakeholders are a likely consequence of any of our principal risks materialising.

The principal risks and uncertainties facing the Company are set out below:

Risk	Risk Description	Key Risks	Example Controls/Mitigation
Client	Our product proposition	∙	Investments provide poor returns	∙	Monitoring of asset allocations across
proposition	fails to meet the needs,		relative to their benchmarks		portfolios to consider whether they are
	objectives and expectations		and/or do not deliver expected		performing as expected in working towards
	of our clients. This includes		client outcomes		long-term objectives
	poor relative investment
	∙	Range of solutions does not align	∙	Monitoring funds against their objectives
	performance and poor
		with the product and service		mindful of an appropriate level of investment
	product design
		requirements of our current and		risk
			potential future clients	∙	Ongoing assessment of value delivered by
		∙	Failure to meet client		funds and portfolios versus their objectives
			expectations of a sustainable	∙	Where necessary, managers are changed in
			business, not least in respect of		the most effective way possible
			climate change and responsible	∙	Continuous review and development of the
			investing		range of services offered to clients
				∙	Engagement with fund managers around
					principles of responsible investment
Conduct	We fail to provide quality	∙	Failure to evidence the provision	∙	Technical support helplines for advisers
	service to clients		of good-quality service and	∙	Timely and clear responses to client
			advice		complaints
				∙	Evidence of ongoing servicing of clients and
					charge switch-off process where ongoing
					advice has not been provided
Financial	We fail to effectively	∙	Investment/Market risk	∙	Excess assets generally invested in high-
	manage the business	∙	Credit risk		quality, high-liquidity cash and cash
	finances	∙	Liquidity risk		equivalents
		∙	Insurance risk	∙	Ongoing monitoring of all risk exposures and
		∙	Expense risk		experience analysis
		∙	Solvency risk	∙	Setting and monitoring budgets
				∙	Implementing new systems to enable future
					cost reductions
				∙	Monitoring and management of solvency to
					minimise Group dependency

Page 6

DocuSign Envelope ID: 7D486D17-B00C-4162-B76B-B11710961149

ST. JAMES'S PLACE UNIT TRUST GROUP LIMITED

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2023

Group support	We fail to receive services	∙	Failure of Investment	∙	Contractual service arrangements in place for
	supplied from a fellow		Management Approach (IMA)		key services provided by fellow Group
	Group Company	∙	Failure of provision of human		subsidiaries
			resources	∙	Key Executive management committees
		∙	Failure to protect the St. James's		include representation of interests for the
			Place brand		relevant Group subsidiaries
		∙	Loss of distinctive culture	∙	Specific matters reserved to each entity board
					∙	The controls around the Group's risks can be
						found in the St. James's Place plc Annual
						Report and Accounts
Regulatory	We fail to meet current,	∙	Failure to comply with existing	∙	Compliance functions provide guidance and
	changing or new regulatory		regulations		carry out extensive assurance work
	and legislative expectations	∙	Failure to comply with changing	∙	Strict controls are maintained in highly
			regulation or respond to changes		regulated areas
			in regulatory expectations	∙	Maintenance of appropriate solvency capital
		∙	Inadequate internal controls		buffers, and continuous monitoring of solvency
						experience
					∙	Clear accountabilities and understanding of
						responsibilities across the business
					∙	Fostering of positive regulatory relationships
Security and	We fail to adequately	∙	Internal or external fraud	∙	Business continuity planning for SJP and its
resilience	secure our physical assets,	∙	Core system failure		key suppliers
	systems and/or sensitive	∙	Corporate, Partnership, or third-	∙	Focus on building operational resilience
	information, or to deliver		party, information security and	∙	Mandatory 'Cyber Essentials Plus'
	critical business services to
		cyber risks		accreditation for Partner practices or use of an
	our clients
	∙	Disruption in key business		SJP 'Device as a Service' solution
			services to our clients	∙	Clear cyber strategy and data protection
						roadmap for continuous development
					∙	Data leakage detection technology and
						incident reporting systems
					∙	Identification, communication, and response
						planning for the event of cyber crime
					∙	Executive Board level cyber scenario work to
						test strategic response
					∙	Internal awareness programme
					∙	Identification, assessment and testing of
						important and critical business services
Strategy,	Challenge from competitors	∙	Increased competitive pressure	∙	Robust change governance and change
competition and	and impact of reputational		from traditional and disruptive		management practices including testing
brand	damage		(non-traditional) competitors	∙	Clear demonstration of value delivered to
		∙	Cost and charges pressure		clients through advice, service and products
		∙	Negative media coverage	∙	Investment in improving positive brand
		∙	Failure to meet our commitments		recognition
			to net zero	∙	Ongoing development of client and Partner
						propositions
					∙	Proactive engagement with external agencies
						including media, industry groups, shareholders
						and regulators
					∙	Clear interim targets to be tracked towards
						meeting our long-term net zero targets
Third parties	Third-party outsourcers'	∙	Operational failures by material	∙	Oversight regime in place to identify prudent
	activities impact our		outsourcers		steps to reduce risk of operational failures by
	performance and risk	∙	Failure of critical service.		material third-party providers
	management	∙	Significant areas include:	∙	Ongoing monitoring, including assessment of
			°	investment administration		operational resilience
			°	fund management	∙	Due diligence of key suppliers
			°	custody	∙	Oversight of service levels of our third-party
			°	policy administration		administration provider
			°	cloud services

Page 7