AUSC has published its circular and notices of two general meetings to approve a members' voluntary winding-up, under which shareholders can roll into JPMorgan UK Small Cap Growth & Income (JUGI) or take cash at a 2% discount to residual NAV.

What was announced

Aberdeen UK Smaller Companies Growth Trust (LSE:AUSC) plc published its circular and notices of general meetings on 29 October 2026. The documents set out the proposed combination with JPMorgan UK Small Cap Growth & Income plc, for which heads of terms were agreed and announced on 18 September 2026.

The deal would be implemented through a members' voluntary winding-up of AUSC and a scheme of reconstruction under section 110 of the Insolvency Act 1986. Shareholders who elect, or are deemed to elect, to roll over their holdings would receive new JUGI shares. AUSC's own announcement refers shareholders to the full circular and to JUGI's shareholder information document for the detailed terms, which it does not reproduce.

The terms for AUSC shareholders

The companion circular published by JUGI on the same day gives the key terms. AUSC holders can choose the Rollover Option, receiving new JUGI shares, which is expected to avoid a UK capital gains tax charge. Alternatively, they can choose the Cash Option, realising their holding at AUSC's Residual NAV less a 2% discount. Cash elections in total are capped at 35% of AUSC's issued shares, excluding treasury shares.

JUGI states that the enlarged trust's ongoing charges ratio is estimated at 70 basis points, which it says is 7 basis points lower than AUSC's current level. The manager, JPMorgan Funds Limited, has agreed to waive 12 months of management fees on the rolled-over assets and to make a one-off marketing contribution equal to three months of those fees. AUSC's own costs of the proposals are estimated at about £1.1m, including irrecoverable VAT but excluding the cost of realigning its portfolio.

JUGI also points to an enhanced dividend policy targeting a 4% annual yield on prior year-end NAV, paid quarterly, and to a NAV total return of 151.1% over ten years to 30 September 2026, against 66.3% for its composite benchmark.

Dividend and meetings

Before the winding-up, AUSC is paying a pre-liquidation dividend, which was announced on 28 October. The shares go ex-dividend on 5 November, the record date is 6 November and payment is due on 27 November 2026. The amount of the dividend is not stated in the circular announcement.

Both general meetings will be held at the offices of Dentons UK and Middle East LLP, One Fleet Place, London EC4M 7WS. The first is at 10.00am on 23 November 2026, with proxies due by 10.00am on 19 November. JUGI's annual general meeting and its own general meeting on the proposals follow that afternoon. The second AUSC meeting, at which liquidators are to be appointed, is at 10.00am on 8 December, with a proxy deadline of 10.00am on 4 December.

What to watch next

Elections must be made by 1.00pm on 30 November, via Forms of Election, the Computershare portal or TTE instructions, and the scheme record date is 6.00pm the same day. NAVs will be calculated at the close of business on 3 December. AUSC shares are due to be reclassified at 8.00am on 7 December, and the listing will be suspended and the register closed at 7.30am on 8 December, when the scheme is expected to become effective and election results announced.

New JUGI shares are scheduled to be credited to CREST accounts, and to begin trading, on 9 December. Cash Option payments and share certificates are due within 14 calendar days of the effective date, and the listing of the reclassified AUSC shares will then be cancelled. The final split between rollover and cash will not be known until the elections close.