British & American Investment Trust Plc - Resignation of Auditor

RESIGNATION OF AUDITOR

British & American Investment Trust plc (the "Company") announces the resignation of MHA BakerTilley International ("MHA") as statutory auditors to the Company with effect from 5th June 2026.

MHA have advised the Company that the reason for their resignation is as follows:

"Our decision to resign as statutory auditors arises from communications between us and management in relation to the nature and extent of audit procedures that we consider were required in respect of valuation of film rights, and in particular our use of an independent expert. Whilst those procedures were completed to our satisfaction, and we concluded that the value recognised by management, supported by management's expert valuer, was not materially misstated, management asserted (and has continued to assert) that these procedures were unnecessary".

MHA have further confirmed, in accordance with Section 519 of the Companies Act 2006 that "There are no reasons or matters connected with our ceasing to hold office which we consider should be brought to the attention of the members or creditors of the company".

The Board of British & American Investment Trust plc was surprised by MHA's sudden and unexpected decision to resign following the completion of their audit in April of the Company's results to 31st December 2025, which included their issuance of an unqualified opinion.

For this reason and to provide additional clarification and maintain confidence, the Board considers it appropriate to draw shareholders' particular attention to the following:

-  The Company's final results for the year ended 31st December 2025 were issued on time on 29th April 2026

-  The Company received an unqualified audit opinion from its statutory auditor, MHA.

-  In accordance with Section 519 of the Companies Act 2006, the Company received confirmation from its resigning auditor that "There are no reasons or matters connected with our ceasing to hold office which we consider should be brought to the attention of the members or creditors of the company".

-  MHA has confirmed that there has been no material misstatement in the value of the Company's feature film rights.  The value of these rights was recognised in the Company's annual accounts to 31st December 2025 without any change necessary to the value proposed by management based on its receipt in 2025 of a professional valuation from a film industry expert with unparalleled knowledge of the particular rights held by the Company and an active presence in the international film and TV market. The independent expert used by MHA was not identified to the Company nor was the extent of their film industry experience or valuation methodology - whether 'desk-top', proxy or market-related in nature - communicated to the Company. 

In view of the above change in circumstances, the Company will remove Resolution 7 (Appointment of company auditor, ie MHA) and Resolution 8 (Remuneration of auditor, ie MHA) from the AGM to be held on 26th June 2026.

The Company will proceed to identify and appoint a new statutory auditor registered to undertake the audit of Public Interest Entities (PIE), in accordance with Financial Reporting Council (FRC) rules, and subject to standard due diligence and take-on procedures.

Enquiries:

Milla Silverov

Company Secretary

Email: admin@baitgroup.com

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