Aberdeen UK Smaller Companies Growth Trust plc (AUSC) has published a formal Circular setting out the terms of its proposed combination with JPMorgan UK Small Cap Growth & Income plc (JUGI), following heads of terms agreed on 18 September 2026. The Scheme will be implemented through a members' voluntary winding up of AUSC under Section 110 of the Insolvency Act 1986, with shareholders offered the option to roll over their holdings into new JUGI shares or elect a cash alternative. Two General Meetings have been convened for 23 November and 8 December 2026, with the Scheme targeted for implementation on 8 December 2026. The publication of the Circular marks a significant procedural step for AUSC shareholders who must now consider their election options ahead of firm deadlines.

Key Points

  • Aberdeen UK Smaller Companies Growth Trust plc (AUSC)
  • AUSC has published a Circular for a proposed scheme of reconstruction combining the trust with JPMorgan UK Small Cap Growth & Income plc (JUGI)
  • First General Meeting: 10.00 a.m. on 23 November 2026; Second General Meeting and Scheme Effective Date: 8 December 2026; Forms of Election deadline: 1 p.m. on 30 November 2026
  • Investors should watch whether shareholders approve the Scheme at both General Meetings and which election option — rollover into JUGI shares or cash — attracts majority support

AUSC Scheme of Reconstruction to Be Implemented via Section 110 Winding Up

The proposed combination will be effected through a members' voluntary winding up of AUSC under Section 110 of the Insolvency Act 1986, a mechanism commonly used in investment trust reconstructions. Shareholders who elect, or are deemed to elect, to roll over their holdings will receive new JUGI shares, while those preferring the cash option will receive payment no later than 14 calendar days after the Scheme's Effective Date of 8 December 2026. Liquidators will be formally appointed at the conclusion of the Second General Meeting. The announcement confirms that dealings in new JUGI shares are expected to commence on 9 December 2026.

Pre-Liquidation Dividend and Election Deadlines Set for AUSC Shareholders

As part of the timetable, AUSC announced on 28 October 2026 a pre-liquidation dividend for shareholders, with an ex-dividend date of 5 November 2026 and a record date of 6 November 2026. Payment of this dividend is scheduled for 27 November 2026. Shareholders must submit their Forms of Election, elections via the Computershare Portal, or TTE Instructions by no later than 1 p.m. on 30 November 2026. The record date for entitlements under the Scheme is 6 p.m. on 30 November 2026, making timely action critical for those wishing to exercise a specific election preference.

AUSC Listing to Be Suspended and Cancelled Following Second General Meeting on 8 December

The timetable published in the Circular confirms that AUSC's shares will be suspended from listing at 7.30 a.m. on 8 December 2026, immediately ahead of the Second General Meeting. Reclassification of the shares is scheduled for 8 a.m. on 7 December, and cancellation of the listing of reclassified shares will follow as soon as practicable after the Effective Date. The Circular has been submitted to the National Storage Mechanism and is available on the Company's website. JUGI has separately published a Shareholder Information Document available on its own website, providing additional context for shareholders evaluating the rollover option.