Press Rele ease Sc chrod ders plc 8 Au ugust 201 13 Half-year res sults to 30 3 June 20 013 (unau udited) Profit before tax and excceptional item ms up 29 per cent. to £22 28.0 million1 (H1 ( 2012: £1177.4 million) Profit before tax up 25 pe er cent. to £2 221.7 million (H1 2012: £177.4 £ million n) end up 23 pe er cent. to 16 6.0 pence pe er share (inte erim dividend d 2012: 13.0 pence per share) Interim divide Net inflows u up 67 per cen nt. to £4.5 billion (H1 201 12: £2.7 billio on) Assets A unde er manageme ent up 21 perr cent. to £23 35.7 billion (3 30 June 2012: £194.6 bil lion) Six m months ended d 30 June 2013 3 £m m Six mo onths ended 30 June 2012 £m Year Y ended 31 Dece ember 2012 £m 212.1 1 175.2 348.5 10.6 6 10.4 11.8 (8.2)) (0.3) Proffit/(loss) before tax and ex xceptional items Asset Ma anagement Private B Banking Group 5.3 3 Tota al profit beforre tax and exc ceptional item ms 228.0 0 177.4 360.0 Tota al profit beforre tax 221.7 7 177.4 360.0 Earn nings per sha are (pence) 64.2 2 50.7 104.7 Divid dend (pence)) 16.0 0 13.0 43.0 Mich hael Dobson, Chief Executtive, commented, ‘We are p pleased with these strong results and thhe overall perrformance of the t firm, reflecting the e benefits of our o diverse, gllobal businesss. Against a volatile v backgrround, we del elivered comp petitive perfformance forr clients, £4.5 5 billion of ne et new busine ess and a 29 9 per cent. increase in proofit. We are confiden nt that the ad dditions of Ca azenove Cap pital in the UK K and STW Fixed F Incomee in the US will w strengthe en our offerings for clients and create c value for sharehollders. We continue to ssee good lon ng-term grow wth prospectss and this is reflected r in th he 23 per ceent. increase in our interim m divid dend.’ Con ntacts: Schroders Emma E Holde en Head H of Corp porate Communications +44 (0) 2007 658 2329 emma.hoolden@schrod ders.com Brun nswick Grou up Anita A Scott Eilis E Murphy +44 (0) 2007 404 5959 schroderss@brunswick kgroup.com 1 1 Plea ase refer to note 2 and note 3 on page 12 for a deffinition and furthe er details of excep ptional items Ma anagem ment rep port Fina ancial markets made significant gains in the firstt five months s of 2013 witth investors continuing to t favour equ uities overr low-yielding g bonds and d cash. We then saw a sharp corrrection in mo ost markets,, beginning in late Mayy and exte ending throug gh June, as the Federall Reserve in the US indicated its inttention to unnwind the qu uantitative ea asing prog gramme whe en economic growth picks s up and, at the same tim me, concerns s grew over the slowdow wn in China. After the strong perfo ormance of equities e in la ate 2012 an nd early 2013 investors took profits and the ass set management indu ustry saw high levels of net redemptio ons from equ uity mutual fu unds in June. Reflecting this trrend, we gen nerated net in nflows of £5..6 billion in th he first quartter followed bby £1.1 billio on of net outfflows in th he second q quarter, all of which occu urred in Jun ne, resulting in £4.5 billio on of net infflows in the first half overall. Asse ets under m management at the end of o June were e £235.7 billion including £6.6 billionn from STW W (30 June 2012: 2 £194 4.6 billion). alf increased Proffit before taxx and excepttional items in i the first ha d by 29 per cent. to £2228.0 million (H1 2012: £1 177.4 millio on). Profit be efore tax and d after exceptional items w was up 25 per cent. at £2 221.7 millionn (H1 2012: £177.4 £ million). Ass set Managem ment Asse et Managem ment net revvenue increased 19 pe er cent. to £585.7 £ millio on (H1 201 2: £491.0 million) m inclu uding perfo ormance fee es of £11.8 million m (H1 2012: 2 £10.1 m million). Net revenue ma argins, excludding perform mance fees, were w unch hanged at 54 4 basis points. Profit befo ore tax increa ased 21 per cent. to £211 1.8 million (H H1 2012: £17 75.2 million). Inve estment perfo formance rem mains comp petitive with 67 per centt. of assets under manaagement outperforming their benc chmark or pe eer group ovver three years. Net inflows in In nstitutional were w £2.1 billiion across m multi-asset, equities e and fixed incomee, with a stro ong result in Asia Pacific. Assets under management in In nstitutional att the end of June J were £139.6 billionn (31 Decemb ber 2012: £1 123.7 billio on). Net inflows in In ntermediary were w £2.7 billion with hig gh levels of net n inflows in n branded fuunds offsettin ng net outflow ws in our lower margin n sub-adviso ory business. Net sales w were concen ntrated in mu ulti-asset andd, by region, Asia Pacificc and conttinental Euro ope. Cazenovve Capital’s investment ffund range, which will be e included fro rom the third quarter, willl add com mplementary strategies with w strong performance e across UK K and Europ pean equitiees, multi-ma anager and fixed inco ome. Assets under mana agement in Intermediary at the end of o June were e £79.2 billio n (31 Decem mber 2012: £72.0 £ billio on). Priv vate Bankin ng Net revenues in Private Banking were marginally m hig gher at £53.5 5 million (H1 2012: £52.66 million) and d profit before e tax was £10.6 millio from on (H1 2012 2: £10.4 million). Althoug gh we gene erated positiv ve net businness flows, withdrawals w conttinuing clientt relationship ps led to net outflows of £0.3 billion in i the first ha alf. Assets uunder manag gement in Prrivate Banking at the e end of June were w £16.9 billion b (31 De ecember 2012: £16.3 billion). The adddition of Ca azenove Cap pital’s wea alth managem ment businesss materially y increases tthe scale of our Private Banking B bussiness in the UK and extends our offering o for p private clientss. Acq quisitions In April, A we completed the accquisition of STW. This sstrengthens our o fixed inco ome businesss and broad dens the scop pe of our institutional business in the US. Th he integration n of STW with w our existting fixed inccome capab bility in the US U is prog gressing welll. In Ju uly, we comp pleted the accquisition of Cazenove C Ca apital. Assetts under man nagement at 30 June werre £20.1 billio on of whic ch £13.2 billio on was in we ealth management and £ £6.9 billion in n investment funds. Thesse will be included for the e first time e in our third quarter repo orted assets s under mana agement. Th he response from Cazennove Capital clients has been b enco ouraging and d this combin nation streng gthens our po osition in Priv vate Banking g and UK Inteermediary. Thes se two acquisitions we ere unusual opportunitie es to expand d in areas of strategic importance e but we remain com mmitted to gro owing our bu usiness organ nically over tthe long term m. 2 Gro oup The Group segm ment compriises central costs and re eturns on investment ca apital, includ ing seed capital deploye ed in build ding an inve estment trackk record in new n productss. Profit before tax and d exceptionaal items was £5.3 million n (H1 2012 2 loss: £8.2 m million). Exce eptional items s relating to th he acquisitions of STW and d Cazenove C Capital were £6.0 £ million. Sharreholders’ equ uity at the end d of June was s £2.2 billion ((31 Decembe er 2012: £2.1 billion). Diviidend Reflecting these e results, ourr confidence in the long-tterm growth prospects and a the Com pany’s financial strength h, the Board has decla ared an interrim dividend of 16.0 pencce per share e (interim div vidend 2012:: 13.0 pence e), an increasse of 23 per p cent. The e dividend will be payable e on 26 Septe ember 2013 to sharehold ders on the rregister at 16 6 August 2013. Outtlook The prospect of tthe easy mon netary policy of o recent yea ars being unw wound is likely y to weigh onn markets and d investor dem mand will therefore t rem main unpredicctable. Howev ver, we contin nue to streng gthen our bus siness in the UK and interrnationally an nd we belie eve this will lead to further opportunities o for growth in the long term m. Cop pies of today's announcem ment are ava ailable on the e Schroders website: ww ww.schroderrs.com. Mich hael Dobson, Chief Execcutive, and Richard R Keerss, Chief Fina ancial Officerr, will host a presentation n and webcasst for the investment ccommunity, to t discuss th he Group’s h half-year resu ults at 10.00 0am BST on Thursday, 8 August 201 13 at 31 Gresham S Street, Lond don, EC2V 7QA. The webcast can be view wed live at www.schro oders.com/ir and www w.cantos.com m. For individ duals unable e to participa ate in the live e webcast, a replay will be available e from midda ay on Thursday 8 Augu ust on www.schroders.co om/ir. Forw ward-lookin ng statemen nts Thes se half-year results may contain certa ain forward-lo ooking statem ments with re espect to thee financial co ondition, results of operrations, strate egy and businesses of the e Schroders Group. Such h statements and forecassts involve ris sk and uncerttainty beca ause they are e based on current expecta ations and asssumptions but they relate to o events and depend upon n circumstancces in the future f and you u should not place p undue reliance r on th hem. Without limitation, any y statements preceded or followed f by or o that inclu ude the wordss ‘targets’, ‘pla ans’, ‘believes’, ‘expects’, ‘aims’ or ‘antticipates’ or th he negative of these terms s and other similar term ms are intende ed to identify such forward-looking state ements. There e are a numb ber of factors that could ca ause actual re esults or de evelopments to differ mate erially from th hose expresssed or implied d by forward-looking statem ments and fo orecasts. Forw wardlooking statementts and foreca asts are based d on the Direcctors’ current view and info ormation know wn to them at the date of these t half--year results. T The Directorss do not make e any underta aking to updatte or revise an ny forward-loooking stateme ents, whetherr as a resu ult of new info ormation, futu ure events orr otherwise. N Nothing in the ese half-year results shouuld be constru ued as a fore ecast, estim mate or projecction of future e financial perfformance. 3 Co onsolida ated inccome sta atement Notes Reve enue 4 Costt of sales g on finan ncial instrumen nts and Net gains other income Net revenue* r es Operrating expense Operating profit Six months ende ed 30 June 20013 (unaudited) Before e exceptionall Exceptiona al items s items*** To otal £m m £m m ££m 815.6 6 8155.6 Six months Year nded e ended en 30 June J 31 Dece ember 2012 2 2012 (unaudited) (aud dited) £m 698.8 £m 1,4 425.4 (190.2 2) - (1900.2) (16 65.6) (3 329.7) 19.7 7 - 199.7 10.8 39.2 645.1 1 - 6455.1 54 44.0 1,1 134.9 (426.4 4) (6.3) (4322.7) (375.6) (7 791.2) 218.7 7 (6..3) 2122.4 168.4 3 343.7 Net finance f income 7.4 4 - 77.4 6.2 11.8 associates and d joint Sharre of profit of a ventu ures 1.9 9 - 11.9 2.8 4.5 Proffit before tax Tax 5 Proffit after tax Earn nings per sha are Basic Dilutted * ** 4 6 6 228.0 0 (6..3) 2211.7 177.4 3 360.0 (48.0 0) 0.5 (477.5) 40.3) (4 (76.8) 180.0 0 (5..8) 1744.2 137.1 2 283.2 64..2p 62..0p 50.7p 49.2p 10 04.7p 10 01.3p 66.3p p 64.1p p (2.1))p (2.1))p No on-GAAP measure of performance Ple ease refer to n note 2 and note 3 on page 12 for a definitiion and furthe er details of ex xceptional item ms onsolida ated sta atement of com mprehensive inc come Co Note es Proffit for the periiod Six months m ended 30 0 June 2013 (unau udited) £m Six months ended 30 June 2012 (unaudited) £m Y Year en nded 31 Decem mber 2 2012 (audited) £m 174.2 137.1 283.2 Item ms to be reclas ssified to the e income statement on fulfillment of spec cific conditions: Net exchange e diffe erences on tra anslation of foreign operrations after he edging 27.2 (8.9) (21.8) Net fair f value movvement arising g from availablle-for-sale finan ncial assets 3.5 9.0 16.0 Net fair f value movvement arising g from availablle-for-sale finan ncial assets he eld by associa ates (1.0) 1.1 1.5 29.7 1.2 (4.3) (5.2) (2.5) (25.5) (5.2) (2.5) (25.5) 5.1 (12.9) 10.4 (2.1) 0.3 (4.1) 3.0 (12.6) 6.3 Othe er comprehen nsive income e/(losses) for the period 27.5 (13.9) (23.5) Tota al comprehen nsive income for the period net of tax 201.7 123.2 259.7 Recllassification tto the income e statement: Tran nsfer to income e statement on n derecognitio on or impa airment of available-for-sale financial asse ets Item ms not to be re eclassified to o the income statement: Actuarial gains/(losses) on defin ned benefit pe ension emes sche Tax on items taken n directly to otther comprehe ensive me incom 5 12 Co onsolida ated sta atement of finan ncial position 30 3 June 2013 (una audited) £m 30 June 2012 (unaudited) £m 31 Decemb ber 20 012 (audite ed) £ £m 3,077.1 615.2 1,621.1 87.1 18.2 180.9 45.1 73.6 5,718.3 2,329.3 455.2 2,225.5 57.6 14.0 141.9 49.4 43.0 5,315.9 2,542 2.8 414 4.7 2,019 9.8 79 9.4 15 5.0 142 2.1 47 7.8 67 7.2 5,328 8.8 840.3 9,620.0 10,460.3 1 16,178.6 1 827.8 8,365.9 9,193.7 14,509.6 820 0.5 8,525 5.8 9,346 6.3 14,675 5.1 718.8 2,732.1 33.4 40.1 1.9 7.0 3,533.3 10,460.3 1 13,993.6 1 494.8 2,743.5 71.1 57.4 2.5 8.1 3,377.4 9,193.7 12,571.1 559 9.3 2,585 5.1 40 0.8 64 4.0 1 1.9 7 7.8 3,258 8.9 9,346 6.3 12,605 5.2 Nett assets 2,185.0 1,938.5 2,069 9.9 Equ uity 2,185.0 1,938.5 2,069 9.9 No otes Ass sets Cas sh and cash e equivalents Tra ade and other receivables Financial assets Ass sociates and jo oint ventures Pro operty, plant and equipmentt Goo odwill and inta angible assetss Defferred tax Rettirement bene efit scheme surplus 12 Ass sets backing unit-linked liiabilities Cas sh and cash e equivalents Financial assets Tottal assets Lia abilities Tra ade and other payables Financial liabilitie es Currrent tax Pro ovisions Defferred tax Rettirement bene efit scheme deficits Unit-linked liabiilities Tottal liabilities 6 12 Consolidated statement of changes in equity Associates and joint ventures reserve £m 25.5 Fair value reserve £m 25.6 Profit and loss reserve £m 1,709.5 Total £m 2,069.9 - 1.9 - 172.3 174.2 - - - 34.0 (6.8) 2.8 - 1.8 Share capital £m 282.5 Share premium £m 90.1 Profit for the period - - - Net exchange differences on translation of foreign operations Net exchange differences on hedging of foreign operations Net fair value movements on available-for-sale financial assets taken to other comprehensive income Net exchange differences on available-for-sale financial assets Transfer to income statement on derecognition or impairment of available-for-sale financial assets Actuarial gains on defined benefit pension schemes Tax on items taken directly to other comprehensive income Other comprehensive income/(losses) - - - - - - - - - - - - 0.7 - 0.7 - - - - - (5.2) - (5.2) - - - 27.2 (1.0) (1.7) 5.1 (2.1) 3.0 5.1 (2.1) 27.5 Shares issued Share-based payments Tax in respect of share schemes Other movements in associates and joint ventures reserve Dividends attributable to owners of the parent Dividends attributable to non-controlling interests Own shares purchased Transactions with owners - 0.1 0.1 (35.6) (35.6) - (1.0) (1.0) - 24.2 6.3 (80.4) (0.2) (50.1) 0.1 24.2 6.3 (1.0) (80.4) (0.2) (35.6) (86.6) 282.5 90.2 24.0 (176.7) 129.0 (3.0) 22.4 23.9 (21.0) 1,813.7 2,185.0 Six months ended 30 June 2013 (unaudited) At 1 January 2013 Transfers At 30 June 2013 7 Own shares £m (165.1) Net exchange differences £m 101.8 34.0 (6.8) (1.0) Associates and joint ventures reserve £m 25.8 Fair value reserve £m 34.9 Profit and loss reserve £m 1,519.3 Total £m 1,901.6 - 2.8 - 134.3 137.1 - - - (11.7) 2.8 9.8 - 10.9 Share capital £m 282.5 Share premium £m 87.8 Profit for the period - - - Net exchange differences on translation of foreign operations Net exchange differences on hedging of foreign operations Net fair value movements on available-for-sale financial assets taken to other comprehensive income Net exchange differences on available-for-sale financial assets Transfer to income statement on derecognition or impairment of available-for-sale financial assets Actuarial losses on defined benefit pension schemes Tax on items taken directly to other comprehensive income Other comprehensive (losses)/income - - - - - - - 1.1 - - - - - (0.8) - (0.8) - - - - - (2.5) - (2.5) - - - (8.9) 1.1 6.5 (12.9) 0.3 (12.6) (12.9) 0.3 (13.9) 1.6 21.4 1.4 (69.4) (41.3) (86.3) Six months ended 30 June 2012 (unaudited) At 1 January 2012 Shares issued Shares cancelled Share-based payments Tax in respect of share schemes Dividends attributable to owners of the parent Own shares purchased Transactions with owners Transfers At 30 June 2012 8 0.2 (0.2) 282.5 Own shares £m (172.5) Net exchange differences £m 123.8 (11.7) 2.8 1.4 1.4 (41.3) (41.3) - - - 0.2 21.4 1.4 (69.4) (46.4) 89.2 44.9 (168.9) 114.9 (4.1) 25.6 41.4 (40.8) 1,553.8 1,938.5 Share capital £m 282.5 Share premium £m 87.8 Profit for the year - - - Net exchange differences on translation of foreign operations Net exchange differences on hedging of foreign operations Net fair value movements on available-for-sale financial assets taken to other comprehensive income Net exchange differences on available-for-sale financial assets Transfer to income statement on derecognition or impairment of available-for-sale financial assets Actuarial gains on defined benefit pension schemes Tax on items taken directly to other comprehensive income Other comprehensive (losses)/income - - - - - - - - - - - - - - - Year ended 31 December 2012 (audited) At 1 January 2012 Shares issued Shares cancelled Share-based payments Tax in respect of share schemes Dividends attributable to owners of the parent Own shares purchased Transactions with owners Transfers At 31 December 2012 9 0.5 (0.5) 282.5 2.3 2.3 90.1 Own shares £m (172.5) (41.7) (41.7) 49.1 (165.1) Net exchange differences £m 123.8 Associates and joint ventures reserve £m 25.8 - 4.5 - 278.7 - - - (28.3) 6.5 1.5 16.3 - 17.8 - (0.1) - (0.3) - (25.5) - (25.5) (28.3) 6.5 (0.2) (22.0) Fair value Profit and reserve loss reserve £m £m 34.9 1,519.3 Total £m 1,901.6 283.2 1.5 (9.3) 10.4 (4.1) 6.3 10.4 (4.1) (23.5) - - - 0.5 45.3 6.3 (104.1) (52.0) 2.8 45.3 6.3 (104.1) (41.7) (91.4) 101.8 (6.3) 25.5 25.6 (42.8) 1,709.5 2,069.9 Co onsolida ated cassh flow stateme ent Net cash c from ope erating activitie es Cash h flows from investing acttivities Net cash c flows arissing from the acquisition of subsidiaries Acqu uisition of asso ociates and joint ventures Net acquisition a of property, plan nt and equipme ent and intang gible asse ets Net disposal/(acqu d uisition) of fina ancial assets Non--banking intere est received Distrributions receivved from asso ociates and joint ventures Note Six months ended 30 June 2013 (unaudited) £m Six mon nths end ded 30 June 2012 (unauditted) £m Year ended 31 De ecember 2012 (a audited) £m 11 251.7 36 69.6 489.2 (30.8)) (7.8)) (11.3)) - (23.3) (3.4) ( (12.8) 408.9 11.6 3.2 (9 97.4) 5.9 1.0 54.1 12.0 6.5 Net cash c from/(us sed in) investing activities s 373.8 (9 93.9) 36.5 Cash h flows from financing acttivities Proc ceeds from isssue of non-votiing ordinary shares Acqu uisition of own n shares Divid dends paid Othe er flows 0.1 (35.6)) (80.4)) (0.6)) 1.6 (4 41.3) (6 69.4) (0.8) ( 2.8 (41.7) (104.1) (1.9) (116.5)) (10 09.9) (144.9) 509.0 16 65.8 380.8 Net cash c used in financing ac ctivities i in cash and cash h equivalents s Net increase Open ning cash and d cash equivalents Net increase i in ca ash and cash equivalents e Effec ct of exchange e rate changess 3,363.3 509.0 45.1 3,01 12.3 16 65.8 (2 21.0) 3,012.3 380.8 (29.8) Clos sing cash and d cash equiva alents 3,917.4 3,15 57.1 3,363.3 840.3 82 27.8 820.5 2,012.1 1,065.0 1,47 71.9 85 57.4 1,718.7 824.1 3,077.1 2,32 29.3 2,542.8 3,917.4 3,15 57.1 3,363.3 Clos sing cash and d cash equiva alents consis sts of: Cash h backing unit-linked liabilities Othe er cash and ca ash equivalentts held by the Group: Cash h Cash h equivalents The cash backin ng unit-linked d liabilities ca annot be use ed by the Gro oup as it is no ot legally enttitled to draw w on the asse ets of the Life L Compan ny for its own n corporate purposes. p 10 Explanatory notes to the half-year results Within the notes to the half-year results, all current and comparative data covering periods to (or as at) 30 June are unaudited. Data given in respect of the comparative year ended (or as at) 31 December 2012 is audited. 1. Basis of preparation The half-year results are unaudited and do not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006. The statutory accounts for 2012, which were prepared in accordance with International Financial Reporting Standards (IFRS), which comprise Standards and Interpretations approved by either the International Accounting Standards Board or the IFRS Interpretations Committee or their predecessors, as adopted by the European Union (EU), and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, have been delivered to the Registrar of Companies. The auditors' opinion on these accounts was unqualified and did not contain a statement made under Section 498 of the Companies Act 2006. The half-year results have been prepared in accordance with International Accounting Standard (IAS) 34 ‘Interim Financial Reporting’ and the Disclosure and Transparency Rules of the Financial Conduct Authority. The Group has considerable financial resources, a broad range of products and a geographically diversified business. As a consequence, the Directors believe that the Group is well placed to manage its business risks in the context of the current economic outlook. Accordingly, the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. They therefore continue to adopt the going concern basis in preparing these half-year results. The presentation of the income statement has been amended to reflect the inclusion of acquisition-related exceptional items. The policy for exceptional items is set out in note 2. Other than exceptional items, the accounting policies applied in these half-year results are consistent with those applied in the Group's statutory accounts for 2012. On 1 January 2013, the following Standards and Interpretations were adopted: IAS 1 (Amended) IAS 19 (Amended) IFRS 13 Presentation of Financial Statements Employee Benefits Fair Value Measurement IAS 1 (Amended) had no impact on the Group’s results, but resulted in a change in presentation in the statement of comprehensive income. IAS 19 (Amended) had no material impact on the Group’s results. IFRS 13 had no impact on the Group’s results, but resulted in additional disclosures for financial instruments measured at fair value. The Group did not implement the requirements of any Standards and Interpretations which were in issue and which were not required to be implemented at the half year. The following Standards and Interpretations in issue had not been adopted by the Group: IFRS 9 IFRS 10 IFRS 12 Financial Instruments Consolidated Financial Statements Disclosure of Interests in Other Entities IFRS 9 has yet to be endorsed by the EU. IFRS 9 replaces the classification and measurement models for financial instruments in IAS 39 with two classification categories: amortised cost and fair value. Equity instruments will be recorded at fair value, with gains or losses reported either in the income statement or through equity. However, for fair value assets held through equity there will no longer be a requirement to transfer gains or losses to the income statement on impairment or disposal. The expected impact of IFRS 10 is that more funds managed by the Group will be required to be consolidated, resulting in a grossing up of the Group’s assets and liabilities, but with no net impact on either operating profit, profit before tax or net assets. IFRS 12 will have no impact on the Group’s results, but will result in additional disclosures where the Group holds interests in the funds it manages. 11 2. Exceptional ite ems Exce eptional item ms are those significant items which a are required to be separa ately presentted by virtue of their natu ure to enab ble a better understanding of the Group’s G finan ncial perform mance. In th he current pperiod, excep ptional itemss are relatted to acquissitions made by the Grou up, including costs of acq quisition, cos sts of integrattion, amortis sation of acquired intan ngible assetss and deferre ed compensa ation. 3. Segme ental rep porting The Group has three busin ness segments: Asset M Managementt, Private Ba anking, and Group. Ass set Managem ment princ cipally comp prises investm ment manag gement inclu uding advisorry services, equity produucts, fixed in ncome securrities, multti-asset, prop perty and altternative ass set classes such as com mmodities, private p equityy and funds of hedge fu unds. Priva ate Banking g principally comprises investment i m management and banking services provided to o high net worth w indiv viduals and charities. Group G princip pally comprisses the Gro oup's investm ment capitall and treasu ury management activ vities, insura ance arrang gements an nd the man nagement costs c associated with governance and corpo orate man nagement. In nsurance acttivities comp prise acting a as insurer to the Group, including the results of th he captive inssurer whic ch provides rreinsurance for f certain ac ctivities of th e Group. Pro ovisions for actual a and pootential claim ms that are within w the insurance co over are con nsequently recorded r in tthe Group segment, s nett of any recoognisable ex xternal insurrance et. If it is con ncluded that there is no insurance co over availablle or the insu urance coveer will not cov ver the charg ge in asse full, the actual and estimatted cost in excess of t he insuranc ce recovery is transferreed to the re elevant operating segm ment. The e expected insu urance recov very may be e in excess of the amou unt that is alllowed to be e recorded under u acco ounting ruless. Six months m ende ed 30 June 20 013 Fee income Bank king interest re eceivable Reve enue Fee expense Bank king interest p payable Costt of sales Net gains g on finan ncial instrumen nts and other incom me Net revenue r Operrating expense es Operating profit/((loss) Net finance f income Sharre of profit/(losss) of associattes and joint ventures Proffit before tax and exceptio onal items Exce eptional items: Acqu uisition costs Integ gration costs Amo ortisation of accquired client relationships r Defe erred compenssation arising from f acquisitio ons Proffit/(loss) before tax 12 Asset Ma nagement £m 750.8 750.8 Priv vate Bank king £m 50.7 5 14.1 64.8 6 Group £m - Total T £m 8 801.5 14.1 8 815.6 (178.7) (178.7) (3.6) (7.9) (1 11.5) - (182.3) (7.9) (1 190.2) 13.6 0.2 5.9 19.7 585.7 53.5 5 5.9 6 645.1 (376.0) 209.7 (4 42.9) 10.6 1 (7.5) (1.6) (4 426.4) 2 218.7 - - 7.4 7.4 2.4 - (0.5) 1.9 212.1 10.6 1 (0.3) (0.3) 211.8 5.3 - (4.0) (1.5) (0.5) (6.0) 10.6 1 (0.7) 2 228.0 (4.0) (1.5) (0.3) (0.5) (6.3) 2 221.7 Six months ended 30 June 2012 Fee income Banking interest receivable Revenue Fee expense Banking interest payable Cost of sales Net gains on financial instruments and other income Net revenue Operating expenses Operating profit/(loss) Net finance (charge)/income Share of profit/(loss) of associates and joint ventures Profit/(loss) before tax Year ended 31 December 2012 Fee income Banking interest receivable Revenue Fee expense Banking interest payable Cost of sales Net gains/(losses) on financial instruments and other income Net revenue Operating expenses Operating profit/(loss) Net finance income Share of profit/(loss) of associates and joint ventures Profit/(loss) before tax Asset Management £m 631.9 631.9 Private Banking £m 49.1 17.6 66.7 Group £m 0.2 0.2 Total £m 681.2 17.6 698.8 (151.5) (151.5) (3.6) (10.5) (14.1) - (155.1) (10.5) (165.6) 10.6 - 0.2 10.8 491.0 52.6 0.4 544.0 (319.0) 172.0 (42.2) 10.4 (14.4) (14.0) (375.6) 168.4 (0.1) - 6.3 6.2 3.3 - (0.5) 2.8 175.2 10.4 (8.2) 177.4 Asset Management £m 1,295.5 1,295.5 Private Banking £m 96.3 33.1 129.4 Group £m 0.5 0.5 Total £m 1,392.3 33.1 1,425.4 (303.1) (303.1) (7.2) (19.3) (26.5) (0.1) (0.1) (310.4) (19.3) (329.7) (8.5) 25.3 39.2 94.4 25.7 1,134.9 (82.6) 11.8 (37.2) (11.5) 22.4 1,014.8 (671.4) 343.4 11.7 (791.2) 343.7 0.1 - 11.8 5.0 - (0.5) 4.5 348.5 11.8 (0.3) 360.0 Segment information is presented on the same basis as that provided for internal reporting purposes to the Group's chief operating decision maker. The chief operating decision maker is the Chief Executive. One of the key measures used in respect of performance measurement is net revenue. The allocation of costs to individual business segments is undertaken in order to provide management information on the business performance and to provide managers with a tool to manage and control expenditure. Costs are allocated on a basis that aligns the charge with the resources employed in a particular area of the business. 13 4. Revenu ue Six months en nded 30 June J 2013 2 £m 707.5 7 11.8 82.2 14.1 815.6 8 S Six months ended 30 June 2012 £m 600.6 10.1 70.5 17.6 698.8 Six months en nded 30 June J 2013 2 £m 16.6 1.3 28.3 (0.7) 45.5 S Six months ended 30 June 2012 £m 11.5 1.6 28.5 (0.4) 41.2 Year ended e 31 Dece ember 2012 £m 29.6 1.7 54.6 (8.6) 77.3 Origiination and reversal of temp porary differen nces Adjustments in resspect of prior periods p ct of changes in corporation n tax rates Effec Tota al deferred tax x 2.5 (0.2) (0.3) 2.0 1.1 (1.8) (0.2) (0.9) (6.5) 4.6 1.4 (0.5) Tota al tax charge for the period d 47.5 40.3 76.8 Six months nded en 30 June J 2013 2 £m S Six months ended 30 June 2012 £m Year ended e 31 Dece ember 2012 £m Management feess Perfo ormance fees Othe er fees Interrest income re eceivable by Private Banking g subsidiaries Y Year en nded 31 Decem mber 2 2012 £m 1,22 23.9 2 28.5 13 39.9 3 33.1 1,42 25.4 5. Tax exp pense Analysis of tax ccharge reportted in the inc come statem ent: UK corporation c taxx on profits forr the period Adjustments in resspect of prior periods p eign tax – curre ent Fore Fore eign tax – adjustments in resspect of prior periods p Tota al current tax Analysis of tax ccharge/(credit) reported in n other comp prehensive in ncome: erred tax on acctuarial gains/(losses) on de efined benefit pension Defe sche emes 1.1 (3.2) 2.6 Defe erred tax – effe ect of changess in corporate tax rates 1.0 2.9 1.5 Tax charge/(credit) reported in n other comp prehensive in ncome 2.1 (0.3) 4.1 14 Analysis of tax credit reported in equity: Six months ended 30 June 2013 £m Current income tax on Equity Compensation Plan and other sharebased remuneration Deferred tax on Equity Compensation Plan and other share-based remuneration Deferred tax – effect of changes in corporate tax rates Tax credit reported in equity Six months ended 30 June 2012 £m Year ended 31 December 2012 £m (5.2) (3.3) (3.9) (1.7) 1.7 (3.1) 0.6 (6.3) 0.2 (1.4) 0.7 (6.3) The tax charge for the period has been arrived at by forecasting an effective annual tax rate for each tax jurisdiction and applying that rate individually to the pre-tax income of that jurisdiction. 6. Earnings per share Reconciliation of the figures used in calculating basic and diluted earnings per share: Six months ended 30 June 2013 Millions Six months ended 30 June 2012 Millions Year ended 31 December 2012 Millions 271.1 270.1 270.3 8.4 1.2 7.5 0.5 8.4 0.5 280.7 278.1 279.2 Weighted average number of shares used in calculation of basic earnings per share Effect of dilutive potential shares – share options Effect of dilutive potential shares – contingently issuable shares Weighted average number of shares used in calculation of diluted earnings per share Material transactions involving shares or potential shares since the reporting date and before the completion of these half-year results are included in note 9. 7. Dividends Six months ended 30 June 2013 Declared and paid in period: Final dividend Interim dividend Interim dividend for 2013 15 Six months ended 30 June 2012 Year ended 31 December 2012 £m Pence per share £m Pence per share £m Pence per share 80.4 30.0 80.4 43.1 30.0 16.0 69.4 69.4 26.0 26.0 69.4 34.7 104.1 26.0 13.0 39.0 8. Financiial asse ets and financia f al liabilitiies The Group hold ds financial assets and d financial li abilities thatt are measu ured at fair value subs sequent to initial i reco ognition. Eacch instrumentt has been categorised c w within one off three levels s using a fairr value hiera archy that refflects the significance s of the inputss used in ma aking the me easurements s. These leve els are basedd on the deg gree to which h the fair value v is obse ervable and are a defined as a follows: – Level 1 fair vvalue measu urements are e those derivved from quo oted prices (u unadjusted) iin active marrkets for iden ntical assets a or liab bilities and principally p comprise invesstments in qu uoted equitie es, daily priceed funds, giltts and excha angetraded t deriva atives; – Level 2 fair vvalue measu urements are e those derivved from inp puts other than quoted pprices include ed within Levvel 1 that t are obsservable for the asset orr liability, eitther directly (i.e. as price es) or indireectly (i.e. derrived from prices using u simple e models an nd extrapolation method s) and princ cipally comp prise corporaate bonds, fo oreign excha ange contracts c and loans and receivables held at fair vvalue; and – Level 3 fair vvalue measu urements are e those derivved from valuation techn niques that innclude inputs s for the assset or liability l that a are not base ed on observ vable markett data and principally p comprise invesstments in private equityy and hedge h fundss. These fund ds are mana aged by third parties and are measured at the vallues provided by the rele evant fund f manage ers. The Group's fina ancial assetss and financia al liabilities a are analysed as follows: 30 June 2013 Fina ancial assets:: Equities Debtt securities Deriv vative contraccts Loan ns and receiva ables Othe er instruments Asse ets backing u unit-linked lia abilities Fina ancial liabilitie es: Deriv vative contraccts Othe er financial liab bilities held at fair value throu ugh profit or lo oss Custtomer accountts Depo osits by bankss Unit-linked liabilities ets F inancial asse nd liabilities not n an at fair value Level 3 £m £ £m L Level 1 £m Level L 2 £m Total £m 167.7 276.1 2.5 446.3 30.3 53.4 29.2 32.3 145.2 45.7 2.8 48.5 296 6.5 684 4.6 981 1.1 243.7 626.0 34.5 684.6 32.3 1,621.1 8 8,921.4 342.2 180.9 175 5.5 9,620.0 2.5 32.5 - - 35.0 15.9 16.3 3.6 - 35.8 18.4 48.8 3.6 2,624 4.1 37 7.2 2,661 1.3 2,624.1 37.2 2,732.1 10 0,141.1 138.6 - 180 0.6 10,460.3 The fair value off financial asssets and liab bilities not at fair value is not materially different too the carrying g value. With hin financial a assets, £25.6 6 million was s transferred from level 2 to level 1 du uring the perriod. Within assets a backin ng unit--linked liabilitties, £77.3 million m was tra ansferred fro om level 1 to level 2 and £162.6 £ millioon was transfferred from le evel e primarily to 2 to level 1. The transfers fro om level 1 to level 2 relate o a change in n methodologgy whereby fixed f income e secu urities are no ow allocated to level 2 ba ased on a rea assessment of valuation information. The transferrs from level 2 to leve el 1 relate prim marily to equ uities that have returned tto daily price ed positions. 16 Financial assets: Equities Debt securities Derivative contracts Loans and receivables Other instruments Assets backing unit-linked liabilities Financial liabilities: Derivative contracts Other financial liabilities held at fair value through profit or loss Customer accounts Deposits by banks Unit-linked liabilities 31 December 2012 Financial assets and liabilities not Level 3 at fair value £m £m Level 1 £m Level 2 £m Total £m 272.8 390.3 0.5 663.6 27.8 193.2 26.7 33.0 280.7 56.6 2.8 59.4 117.7 898.4 1,016.1 357.2 701.2 30.0 898.4 33.0 2,019.8 8,038.0 274.7 170.7 42.4 8,525.8 1.0 25.7 - - 26.7 16.6 29.8 - - 46.4 17.6 55.5 - 2,485.9 26.1 2,512.0 2,485.9 26.1 2,585.1 9,326.0 16.3 - 4.0 9,346.3 Movements in financial assets and liabilities categorised as level 3 during the period were: At 1 January Exchange translation adjustments Total unrealised gains/(losses) recognised in the income statement Total unrealised gains recognised in other comprehensive income Additions Disposals Transfers in Transfers out At 30 June/31 December 30 June 2013 Assets backing Financial unit-linked liabilities assets £m £m 59.4 170.7 (0.6) - Financial liabilities £m - Financial assets £m 166.7 (2.6) Assets backing unit-linked liabilities £m 83.1 6.8 1.5 3.6 - (4.8) 1.8 - - 5.0 2.8 (17.0) 0.6 48.5 Transfers are assumed to have occurred at the beginning of the period. 17 31 December 2012 0.3 (2.9) 9.2 180.9 122.1 3.6 - 17.9 (122.6) (0.2) (41.3) - 3.6 59.4 170.7 9. Share ccapital and a sha are prem mium At 1 January 2013 3 Sha ares issued Sha ares cancelled At 30 3 June 2013 Number N of shares Millions M 282.5 282.5 Ordinary es share £m £ 226 6.0 226 6.0 n-voting Non ordinary o shares £m 56.5 56.5 Total sharres £m £ 282 2.5 282 2.5 Share emium pre £m 90.1 0.1 90.2 At 1 January 201 12 Sha ares issued Sha ares cancelled d At 30 June 2012 2 Number N off shares Millions 282.5 0.2 (0.2) 282.5 Ordina ary share es £m £ 226 6.0 226 6.0 Non-voting ordinary shares £m 56.5 0.2 (0.2) 56.5 Total sharres £m £ 282 2.5 0.2 0 (0 0.2) 282 2.5 Share prremium £m 87.8 1.4 89.2 At 1 January 201 12 Sha ares issued Sha ares cancelled d At 31 Decemberr 2012 Number N off shares Millions 282.5 0.5 (0.5) 282.5 Ordina ary share es £m £ 226 6.0 226 6.0 Non-voting ordinary shares £m 56.5 0.5 (0.5) 56.5 Total sharres £m £ 282 2.5 0.5 0 (0 0.5) 282 2.5 Share prremium £m 87.8 2.3 90.1 On 5 July 2013, 1 1.7 million non n-voting ordinary shares we ere issued in respect of the e acquisition oof Cazenove Capital Holdings Limitted (see note e 14). Shares held in treasu ury are include ed in own sha ares. 10 0. Own sshares Own n shares include the Group's shares (both ordina ry and non-v voting ordina ary) that are hheld by emp ployee trusts or in treas sury. Mov vements during the period d were as follows: At 1 January Own n shares purch hased Can ncellation of ow wn shares held in treasury* Awa ards vested* At 30 3 June/31 De ecember Six months ended 30 3 June 2013 £m (165.1) (35.6) 24.0 (176.7) Six months s ended d 30 June e 2012 2 £m m (172.5 5) (41.3 3) 2.7 7 42.2 2 (168.9 9) Year ended 31 Deccember 2012 £m (172.5) (41.7) 5.6 43.5 (165.1) * Ow wn shares balan nces are transfe erred to the pro ofit and loss resserve insofar as s they relate to treasury sharess that have bee en cancelled orr share e-based payme ents that have vested. v 18 11. Reconciliation of net cash from operating activities Operating profit Adjustments for income statement non-cash movements: Depreciation of property, plant and equipment and amortisation of intangible assets Net (gains)/losses and impairments taken through the income statement on financial instruments Share-based payments Net (release of)/charge for provisions Other non-cash movements Six months ended 30 June 2013 £m 212.4 Six months ended 30 June 2012 £m 168.4 Year ended 31 December 2012 £m 343.7 6.6 6.3 12.0 (17.3) 0.8 (22.0) 24.2 21.4 45.3 (0.7) 1.9 17.2 8.2 7.7 4.0 21.0 38.1 56.5 (178.9) 35.4 82.5 224.7 19.6 (58.5) 45.8 55.0 24.0 Adjustments for statement of financial position movements: (Increase)/decrease in trade and other receivables Increase/(decrease) in trade and other payables and provisions Adjustments for Life Company movements: Net purchase of assets backing unit-linked liabilities Net increase in unit-linked liabilities Tax paid Interest paid Net cash from operating activities 19 (1,094.2) (394.3) (554.2) 1,114.0 548.5 701.1 19.8 154.2 146.9 (47.3) (45.9) (81.6) (0.2) (0.3) 251.7 369.6 489.2 12 2. Retire ement benefit obligatio o ons The amounts reccognised in the t consolida ated stateme ent of financia al position arre: Six months ended 30 3 June 2013 £m Six months s ended d 30 June e 2012 2 £m m Year ended 31 Deccember 2012 £m 776.9 763.8 8 763.8 Inte erest on assetts 17.5 16.1 1 33.3 Rem measurementt of assets 26.0 (11.9 9) (1.9) Ben nefits paid (12.4) (10.7 7) (18.3) Fair value of pla an assets 808.0 757.3 3 776.9 At 1 January (709.7) (708.1 1) (708.1) Inte erest cost (16.0) (15.9 9) (32.1) At 1 January Acttuarial gains due to change in demograph hic assumption ns - - 9.0 (20.7) (0.1 1) 4.7 Acttuarial losses d due to experie ence (0.4) (0.9 9) (1.5) Ben nefits paid 12.4 10.7 7 18.3 ptions Acttuarial (losses)/gains due to o change in financial assump Pre esent value o of funded obliigations spect of the UK U defined be enefit Scheme e Nett asset in res Nett liabilities in respect of otther defined benefit schem mes (734.4) (714.3 3) (709.7) 73.6 43.0 0 67.2 7.0 8.1 1 7.8 . The principal fina ancial assum mptions used d for the UK d defined bene efit Scheme were w as folloows: Six months m ended 30 3 June 2013 % 4.7 Six months s ended d 30 June e 2012 2 % 4.4 4 Year ended e 31 Dece ember 2012 % 4.6 RPI inflation rate 3.7 3.2 2 3.3 CPI inflation rate 2.9 2.4 4 2.7 ure pension in ncreases Futu (for benefits earne ed before 13 August A 2007) Futu ure pension in ncreases (for benefits earne ed after 13 Au ugust 2007) 3.5 3.1 3.2 2.3 2.1 2.2 Disc count rate 20 13. Acquisitions On 2 April 2013, the Group acquired 100 per cent. of the net assets of STW Fixed Income Management LLC (‘STW’), a fixed income fund manager based in the United States of America, for consideration of £34.7 million. The acquisition increases Schroders' assets under management by 3 per cent., broadens our product and service platform in fixed income and extends our institutional client base in the United States of America. The carrying value of the net assets acquired in the transaction, together with the goodwill and intangible assets arising, are as follows: Fair values on acquisition £m Net assets acquired: Non-current financial assets 0.1 Cash 0.3 Trade and other receivables 3.6 Trade and other payables (0.8) Goodwill 3.2 19.8 Intangible assets 11.7 34.7 Satisfied by: Cash Contingent consideration liability* Total consideration 31.1 3.6 34.7 * At the acquisition date, £3.6 million was recognised as contingent consideration. Payment of this amount is contingent upon the attainment of certain levels of revenue in the two years subsequent to the acquisition date. The amount accrued is the maximum that is payable under the purchase agreement. An estimate of the range of outcomes is that a payment of between £nil and £3.6 million will become payable at the end of the measurement period. The goodwill arising on the acquisition is attributable to the anticipated profitability of the business acquired and synergies arising from merging the business of STW with that of the Group. The intangible assets represent the value attributed to existing contractual arrangements between STW and the funds it manages. The full amount of goodwill is expected to be deductible for tax purposes. Costs of acquisition, recorded within 'Operating expenses' in the income statement, were £1.7 million, of which £1.5 million was recorded in 2012. The result contributed by the acquisition in the period between the date of acquisition and the reporting date was a profit of £1.1 million before tax; further amortisation, integration and reorganisation costs of £1.6 million were incurred in the period. Revenue in the same period was £3.8 million. If the acquisition had been completed on 1 January 2013, an aggregation of the Group's revenue for the period and those of the acquiree would have been £819.4 million, and the profit before tax for the period on the same basis would have been £222.4 million. These figures include a deduction for the additional amortisation charge of £0.3 million that would have arisen had the acquisition taken place at that date. 21 14 4. Eventts after the t repo orting pe eriod On 2 July 2013, the Group acquired 100 per cent. of the issued share capital of Cazennove Capital Holdings Lim mited (‘Caz zenove Capittal’), an invesstment and wealth w manage ement compa any registered d in Jersey. D Due to the sh hort period off time betw ween the acquisition date and the date e of these fina ancial statem ments, all num mbers discloseed below are e considered to t be prov visional. The total conside eration payab ble was £385 million, of w which £129 million was setttled in cash aand £217 million in loan notes n (sub bject to the fiinalisation of their fair va alue); the rem maining £39 million relate ed to pre-acqquisition sharre-based payyment oblig gations that w will be settled in shares. Th he fair value o of net tangible e assets acqu uired is approx oximately £89 million, princcipally comprising cash, trade and oth her receivable es and trade a and other pay yables. Details of these am mounts are no ot yet final. Th he fair value e assigned to o goodwill and d intangible assets a on the e acquisition is s provisionally y determinedd to approximately £296 million. m Full statutory discclosure of the acquisition will w be given in the Group's Annual A Report and Accounnts. The acquisition w was made by means m of a sc cheme of arra angement und der article 125 5 of the Comppanies (Jerse ey) Law 1991. The reco ommended accquisition wass announced on o 25 March 2013, and wa as completed on 2 July 20113. The acquisition m materially expa ands the Group’s scale an nd capabilities s for private cllients and chaarities with the e formation of o one of th he leading Privvate Banking businesses in i the UK. Scchroders will have a compelling servicee proposition for f private ban nking ning, deposit--taking and le clien nts covering in nvestment ma anagement, financial f plann ending servicees. After addiing £13.2 billion of asse ets under man nagement co ontributed by the t acquisition, combined pro forma as ssets under m management in i Private Ban nking at 30 0 June 2013 w were £30.1 biillion. The acquisition a also adds £6.9 billion of as ssets under m management to Asset Management annd brings add ditional investtment talen nt in complem mentary strategies across UK U and Europ pean equities, multi-manager and fixed i ncome. The goodwill reco ognised represents the valu ue of the acqu uired busines ss arising from m: • A high h quality cliient base; • Tallented manag gement and employees; e • Op pportunities for synergies frrom combining g operations a and Asset Ma anagement distribution; annd • A broader b platfo orm for busine ess growth. Costs of acquisition, recorded within ‘O Operating ex penses’ in the t income statement, s w were £3.8 million m to 30 June 2013 3. 22 Additional information Assets under management Six months to 30 June 2013 31 December 2012 Institutional £bn Intermediary Private Banking £bn £bn Total £bn 123.7 72.0 16.3 Net flows 2.1 2.7 (0.3) Acquisition of STW 7.1 - - 7.1 Investment returns 6.7 4.5 0.9 12.1 139.6 79.2 16.9 235.7 Intermediary Private Banking £bn £bn Total £bn 30 June 2013 Three months to 30 June 2013 31 March 2013 Net flows Institutional £bn 136.8 (0.2) Acquisition of STW 7.1 Investment returns (4.1) 30 June 2013 82.4 17.3 (0.8) (0.1) - 139.6 - (2.4) (0.3) 79.2 16.9 212.0 4.5 236.5 (1.1) 7.1 (6.8) 235.7 Income and cost metrics for the Group (excluding exceptional items) Six months ended 30 June 2013 Six months ended 30 June 2012 Year ended 31 December 2012 Costs: net revenue ratio 66% 69% 70% Compensation costs: operating revenue ratio 48% 47% 49% Bonus: pre-bonus operating profit 40% 38% 42% Return on average capital (pre-tax) 21% 18% 18% Return on average capital (post-tax) 17% 14% 14% 23 Ke ey risks Like e any other a asset manag gement and private p bankking business s, we are exposed to a rrange of risk ks. These risks, if not managed properly, incre ease the possibility of the e Group not being able to meet its obbjectives. So ome of them, like the risks r inheren nt in taking acctive investm ment decision ns on behalf of clients, arre the risks w we are in bus siness to take e. The key risks to which the Group G will be exposed in tthe second half h of 2013 are a expectedd to be substtantially the same s as th hose describ bed in the 20 012 Annual Report, R and d include market, investm ment perform mance and liq quidity risk, credit c risk, operational risk and acq quisition integ gration risk. Dirrectors’ respon nsibility stateme s ent On behalf b of the Directors, I confirm to th he best of myy knowledge that the half-year resultss: – Have been p prepared in accordance a with w Internati onal Accoun nting Standarrd 34 as ado pted by the European E Un nion; – Include a fair review of the informattion required d by Disclosure and Transparency R Rule 4.2.7, namely n impo ortant events e that have occurrred during th he first six m months of th he financial period p and ttheir impact on the half--year results, r as w well as a desscription of th he principal risks and un ncertainties faced by the Group and the undertakkings included i in th he consolida ation taken as s a whole forr the remainiing six month hs of the finaancial year; and a – Include, as required byy Disclosure e and Tran sparency Rule R 4.2.8, a fair review w of material related party p transactions t that have ta aken place in n the first sixx months of the financial period and any materia al changes to o the related r partyy transactionss described in i the last An nnual Reportt. A lis st of current D Directors is maintained m on the Schrod ders plc website: www.sc chroders.com m On behalf b of the Board Rich hard Keers Chie ef Financial O Officer 7 Au ugust 2013 24 Independent review report to Schroders plc Introduction We have been engaged by the Company to review the condensed set of financial statements on pages 4 to 22 of the half-year results for the six months ended 30 June 2013, which comprises the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of financial position, the consolidated statement of changes in equity, the consolidated cash flow statement and related notes. We have read the other information contained in the half-year results and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements. Directors’ responsibilities The half-year results are the responsibility of, and have been approved by, the Directors. The Directors are responsible for preparing the half-year results in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority. As disclosed in note 1, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in these half-year results has been prepared in accordance with International Accounting Standard 34, ‘Interim Financial Reporting’, as adopted by the European Union. Our responsibility Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the halfyear results based on our review. This report, including the conclusion, has been prepared for and only for the Company for the purpose of the Disclosure and Transparency Rules of the Financial Conduct Authority and for no other purpose. We do not, in producing this report, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing. Scope of review We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, ‘Review of Interim Financial Information Performed by the Independent Auditor of the Entity’ issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. Conclusion Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-year results for the six months ended 30 June 2013 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority. PricewaterhouseCoopers LLP Chartered Accountants 7 August 2013 London 25 Notes: a) The T mainten nance and integrity of the e Schroders plc website is the responsibility of thhe Directors; the work ca arried out o by the a auditors doe es not involv ve considera ation of thes se matters and, a accordinngly, the auditors accep pt no responsibility r y for any ch hanges thatt may have occurred to o the financ cial statemennts since th hey were iniitially presented p on n the website e. b) Legislation in n the United Kingdom go overning the preparation and dissem mination of finnancial statements may differ d from f legislation in other jurisdictions. 26