Frequently Asked Questions

Ahead of its Annual General Meeting (“AGM”) on 21 May 2025, the Board of FJV engaged with a number of the company’s largest shareholders. These discussions indicated that the continuation vote at the AGM was unlikely to succeed. Anticipating this outcome, the Board initiated a formal strategic review to assess the company’s future and invited formal proposals from other investment companies interested in managing the assets of FJV.

At the AGM, shareholders duly voted against continuation. Following a thorough review of the available options, the Board concluded that offering shareholders a rollover into AVI Japan Opportunity Trust (“AJOT”) and/or the ability to realise their investment in cash was in the best interest of shareholders.

If shareholders vote down the transaction, the Board of FJV would look to pursue alternative options.

Subject to shareholder approvals at the general meetings of AJOT and FJV, FJV shareholders are being given two options; the default option is a rollover into new AJOT shares while the alternative option is that shareholders can elect to receive cash. The cash option will be limited to 50% of FJV shares in issue and will be priced at a 1% discount to formula asset value. Currently, FJV has [136,161,695] shares in issue, meaning that a maximum of [68,080,848] shares can receive cash. There is no limit on the number of shares that can elect to receive new AJOT shares. Additionally, shareholders are welcome to request a combination of cash and shares subject to the cash option limitation (see next Q).

In the event that the cash option is oversubscribed, all shareholders will be rolled-back on a pro-rated basis. For example if 60% of shareholders elect for cash, all shareholders will be rolled-back by 10% as the limit for the cash option is 50%.

Continued attractive exposure to Japanese equities: AJOT has a clearly defined investment philosophy which seeks to exploit material undervaluation amongst Japanese equities via careful stock selection and active engagement with management, boards and other stakeholders. AJOT is, therefore, well-positioned to profit from the ongoing corporate governance reform in Japan.

Strong investment performance track record: since its inception AJOT has delivered strong performance driven by structural change in Japan, with a net asset value (“NAV”) total return of 102%, materially in excess of the 41% recorded for the MSCI Japan Small Cap Index and 53% recorded for the TOPIX index. Over this period, AJOT has been one of the top performing funds in the Japan Smaller Companies sector (as well as against all eight remaining Japanese investment trusts).

Scale: a combination of AJOT and FJV should result in both sets of shareholders benefiting from a more liquid, larger fund, targeting attractive investment opportunities in Japanese equities.  The enlarged AJOT is also expected to have increased capability to take influential positions in companies where AVI has identified a significant opportunity to unlock value through AVI’s active engagement, in line with AJOT’s existing investment strategy. Assuming full take up of the Cash Option, the enlarged AJOT is expected to have net assets in excess of £370 million.

Improved share rating: potential for material uplift in the market value for FJV shareholders due to the narrower discount to NAV at which AJOT’s shares traded compared with FJV shares. Since AJOT’s IPO on 23 October 2018 to 7 August 2025, the latest practicable date ahead of this announcement, AJOT’s shares have traded at an average discount of 0.18% to NAV versus 9.24% average discount to NAV for FJV.

Discount control mechanisms: AJOT already has in place discount control mechanisms including AJOT’s uncapped annual realisation opportunity. It is intended that the Transaction will complete in time to enable FJV shareholders who roll over into AJOT to participate in the next opportunity in Q4 2025.

Reduced management fee: subject to completion of the Scheme, AVI has agreed to reduce its management fee from 1% per annum (based on the lower of market capitalisation or NAV) to a tiered structure on assets above £300 million. Additionally, 25% of the fee will continue to be reinvested by AVI into AJOT shares.

Cost Contributions: the costs of the Transaction will be mitigated for the benefit of both existing AJOT and FJV shareholders rolling over into AJOT through the Cost Contributions, as further described below.

Your investment platform should alert you to the transaction and facilitate your election via a form. You can choose either new AJOT shares, cash or a combination of the two. Your new AJOT shares and/or cash will then be automatically updated in your investment account following completion of the transaction.

You will receive new AJOT shares as a rollover into AJOT is the default option.

The timetable will be laid out in the scheme document. At present the transaction is expected to complete by the end of November 2025 at which time you will receive your new AJOT shares and/or your cash.

Typically, individual retail shareholders are not charged normal dealing/brokerage costs. Your FJV shares will be cancelled in the liquidation and replaced with either new AJOT shares and/or cash, depending on your election. A small minority of platforms may levy an administration fee for handling election forms, but this is not standard practise. You should check with your provider for confirmation.

FJV is being put into voluntary liquidation and a certain proportion of FJV’s assets will transfer to AJOT in consideration for the issue of new ordinary shares of AJOT. This proportion will depend on how many shareholders elect to roll into AJOT and how many elect for cash.

Shareholders are invited to vote on the transaction at the general meetings of AJOT and FJV –  approval requires a 75% majority vote.

We anticipate that the general meetings of AJOT and FJV to approve the transaction will occur in either October or November 2025 and that FJV shareholders will receive their cash or new AJOT shares no later than the end of November 2025. An indicative timetable will be published in the documents that will be sent to shareholders of both trusts, likely by the start of October.

FJV shares will continue to trade as usual until the date of liquidation. The transaction timetable with the date of liquidation can be found in the transaction documents, which will be posted to shareholders in September/October 2025. Once your FJV shares have been liquidated you will receive new AJOT shares and/or cash, depending on your election.

AJOT shareholders are invited to vote at the General Meeting to approve the transaction, details of which will be published in the scheme documents that shareholders will receive in due course, likely September 2025.

Yes, we do not expect any style drift for AJOT. AJOT will remain invested in a highly concentrated portfolio of Japanese SMID-cap equities, with attractive valuations and overcapitalised balance sheets, supported by a consultant-led engagement strategy that leverages ongoing corporate governance reforms. We anticipate that AJOT will deploy these proceeds by taking larger positions in its current investments and add a small number of additional investments.

We anticipate that AJOT will be fully invested within 8 weeks of completion of the rollover.

There is the potential for material uplift in the market value for FJV shareholders due to the narrower discount to NAV at which AJOT’s shares traded compared with FJV shares. Since AJOT’s IPO on 23 October 2018 to 7 August 2025, the latest practicable date ahead of the transaction announcement, AJOT’s shares have traded at an average discount of 0.18% to NAV versus 9.24% average discount to NAV for FJV.

Asset Value Investors (‘AVI’) are the investment manager of AJOT. AVI was established in 1985 to manage the assets of what was once known as British Empire Securities & General Trust plc and is now AVI Global Trust plc – one of the oldest listed investment companies in London.

Today, the 14 strong investment team manage three distinct investment strategies: Global, Japan, and Closed-End Funds. Each strategy is guided by a bottom-up, benchmark-agnostic, and research-driven approach. We focus on identifying areas of the market prone to pricing inefficiencies and have a demonstrable track record of constructive shareholder engagement — all with a clear commitment to long-term value creation.

The investment team is led by Joe Bauernfreund, CEO and CIO of AVI. Having joined the company in 2002, Joe became portfolio manager of the Global strategy, AVI Global Trust plc in 2015. In 2018, AVI launched a dedicated Japan strategy, AVI Japan Opportunity Trust plc. Since inception the strategy has delivered an annualised return of 10.1% vs 4.2% (GBP) for the MSCI Japan Small Cap¹.

The investment team is backed by considerable operations and business expertise, with AVI’s COO, Kimmberly Lau, Deputy COO, Jake Crowhurst, and AVI’s CFO & CCO, John Kidd, having all been at the firm for over a decade.

AVI are committed to providing a high-quality experience to both its clients and prospective clients. To ensure optimum levels of support and client centricity, two commercial hires have been made in the last year bringing nearly 25 years of distribution and investor relations expertise between them.

We know how important direct access to management is for our clients. That’s why we pride ourselves on ensuring no client is too small for our attention. We’re committed to providing equal access to both large institutions and boutique firms, as well as regular engagement with our retail investors.

AVI is majority employee owned, and our staff have high alignment and personal investment in all of our investment products and AVI itself.

As of 1 August 2025, AVI’s AUM is £1.7bn.

¹Total return; Source: AVI, Morningstar (as at 30/06/2025)

To achieve capital growth through investing in a focused portfolio of over-capitalised small-cap Japanese equities. Asset Value Investors will leverage its four decades of experience investing in asset-backed companies to engage with company management and help to unlock value in this under-researched area of the market.

Since its inception AJOT has delivered strong performance, with a NAV total return of 102%, materially in excess of the 41% recorded for the MSCI Japan Small Cap Index and 53% recorded for the TOPIX index. Over this period, AJOT has been one of the top performing funds in the Japan Smaller Companies sector (as well as against all eight remaining Japanese investment trusts).

Lead Fund Manager: Joe Bauernfreund, CEO and CIO of AVI
Managing Director, Japan: Nicola Takada Wood
Head of Japan Research: Kaz Sakai
Senior Investment Analyst: Shuntaro Shimizu
Senior Engagement Consultant: Jason Bellamy
Investment Analyst: Luke Hutcherson
ESG Analyst: Ben Levy

Similarly to FJV, AJOT’s investment objective is to achieve capital growth, as such it is not an income focused product. However, historically AJOT has distributed substantially  all the net revenue arising from the portfolio and investors can expect this to continue with no interruption to the dividend flow. In 2024, the total dividend for the year was 2.20p per share, and in 2023 it was 1.70p per share. FJV has not paid a dividend since 1996 as its dividend reserve has been in deficit.

Stock exchange: London Stock Exchange
Ticker: AJOT
ISIN: GB00BD6H5D36
Sedol: BD6H5D3
LEI: 894500IJ5QQD7FPT3J73

AJOT publishes monthly factsheets, quarterly newsletters, interim and annual reports as well as inviting shareholders to its AGM and regular webinar updates.

AJOT will remain UK-listed, FTSE eligible and ISA/SIPP compliant. Tax neutrality is intended but investors should seek personal advice.

No, AVI do not offer these however you can buy and hold AJOT shares in investment wrappers such as ISAs and SIPPs offered by a number of investment platforms.