ALLSHARE INCOME UNIT TRUST

ALLSHARE INCOME UNIT TRUST FOR THE PERIOD ENDED 30 SEPTEMBER 2013

Manager St. James's Place Unit Trust Group Limited P.O. Box 9034, Chelmsford, CM99 2XA United Kingdom Freephone: 0800 027 1031 (Authorised and regulated by the Financial Conduct Authority) Directors of the Manager D. C. Bellamy A. M. Croft I. S. Gascoigne D. J. Lamb Secretary of the Manager St. James's Place Administration Limited Investment Adviser AXA Investment Managers UK Limited 7 Newgate Street London, EC1A 7NX United Kingdom (Authorised and regulated by the Financial Conduct Authority) Trustee BNY Mellon Trust & Depositary (UK) Limited 160 Queen Victoria Street London, EC4V 4LA United Kingdom (Authorised and regulated by the Financial Conduct Authority) Registrar International Financial Data Services (UK) Limited IFDS House St. Nicholas Lane Basildon, SS15 5FS United Kingdom (Authorised and regulated by the Financial Conduct Authority) Auditor PricewaterhouseCoopers LLP Erskine House 68-73 Queen Street Edinburgh, EH2 4NH United Kingdom Prospectus and Manager's Reports Copies of the up to date Prospectus (Scheme Particulars) and latest Manager's Report and Financial Statements for the range of St. James's Place Unit Trusts can be requested from a member of the St. James's Place Partnership or, at any time during normal business hours, from the Administration Centre at P.O. Box 9034, Chelmsford CM99 2XA. Freephone: 0800 027 1031 1

Report of the Manager During the period under review, 1 April 2013 to 30 September 2013, the St. James's Place Allshare Income Unit Trust Income unit offer price rose by 5.3% from 92.11p to 96.99p and the Accumulation unit offer price (in which revenue is reflected in the price rather than distributed) rose by 7.4% from 114.3p to 122.8p. On the 25 November 2013, the latest available date before the printing of this report, the Income unit offer price was 99.28p and the Accumulation unit offer price was 126.8p. The estimated yield was 3.40%. The Trust's Performance The performance of the Trust since its launch in October 2007, over the five year period since September 2008 and over the period under review is shown below, together with figures for the most commonly quoted indices in comparable markets where the major proportion of the Trust has been invested. Income units (offer to offer) Accumulation units (offer to offer) Indices - actual FTSE All-Share FTSE All-Share (net income reinvested) Source: Lipper for Fund returns 01/10/07 to 30/09/08 to 31/03/13 to 30/09/13 30/09/13 30/09/13 % change % change % change -3.0 +36.1 +5.3 +22.8 +66.8 +7.4 +3.8 +38.7 +1.9 +28.5 +66.2 +3.9 REMEMBER THAT THE PRICE OF UNITS AND REVENUE FROM THEM MAY GO DOWN AS WELL AS UP. PLEASE BE AWARE THAT PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE PERFORMANCE. Investment Adviser's Comments The six months to the end of September was a period of reduced economic shocks. The period started in the aftermath of the bail out of Cyprus and the onset of sequestration in the US. In spite of the latter development, the US economy continued to produce modest growth while Europe saw stabilisation. China continued to grow, albeit not at the high rates of prior periods, and Japan saw some benefit from Quantitative Easing. The UK economy saw welcome signs of improvement led by an improving housing market which bolstered consumer confidence. During the summer the US began preparations to taper Quantitative Easing and then backed off as economic data was not sufficiently strong to proceed. Against this background equities rose having survived a period of profit taking over the tapering period with the UK market, measured by the FTSE All Share Index, rising by 3.4%. The portfolio posted strong gains, outperforming markedly. The outperformance was led by good rises in stocks such as Cineworld, Clarkson, Hellerman Tyton, Juridica, Pendragan and Topps Tiles. New purchases were made in Conviviality Retail, Greenacre and Renewables Infrastructure and all also offer attractive yields. The holdings of Clarkson Global Timber, Consolidated General Minerals and SSF were sold while some profits were taken in Cineworld. The holding of Imperial Tobacco was reduced owing to concerns of the impact of e-cigarettes. The outlook for equities looks generally attractive as long as politicians exercise a degree of restraint when considering the timing of unwinding the various monetary stimulus measures. AXA Investment Managers UK Limited 15 October 2013 2

Performance Record Unit Price History Calendar year 2008 2009 2010 2011 2012 2013* Income Accumulation Highest Lowest Highest Lowest Offer Bid Offer Bid p p p p 96.08 53.52 96.72 55.91 73.52 47.63 80.67 50.38 84.11 67.17 95.92 75.55 86.68 68.41 101.50 80.81 85.11 72.26 104.70 86.29 98.88 80.82 125.20 100.40 Distributions The record of net distributions paid/payable per unit is shown below: Income Accumulation Net revenue distributed Net revenue distributed per 1,000 per 1,000 Invested Invested per unit at 02/01/08 per unit at 02/01/08 Calendar year p p 2008 3.528 36.74 3.611 37.36 2009 2.663 27.73 2.867 29.66 2010 2.703 28.15 3.030 31.35 2011 3.080 32.08 3.584 37.08 2012 3.047 31.73 3.692 38.20 2013* 2.527 26.32 3.167 32.76 Net Asset Values Year ended March 2011 2012 2013 2013* Units in Issue Units in Issue Market NAV per Unit NAV per Unit Income Accumulation NAV of Trust Income Accumulation '000 p p 20,263,962 278,734,508 268,042 78.23 90.48 48,728,791 395,132,880 401,354 76.48 92.14 75,664,322 578,890,256 684,254 85.52 107.02 90,723,643 644,017,568 824,351 91.93 115.05 Ongoing Charges Figure The Ongoing Charges Figure for the period ended 30 September 2013 was 1.84% (31 March 2013: 1.82%). The Ongoing Charges Figure ('OCF') is the total expenses paid by the Trust in the period, annualised, against its average net asset value. It excludes the cost of buying or selling assets for the Trust (unless these assets are shares of another trust). The OCF can fluctuate as underlying costs change. Risk and Reward Profile The synthetic risk and reward indicator for the St. James s Place Allshare Unit Trust, as disclosed in its most recent Key Investor Information Document (KIID), is a 5. It was calculated using performance data up to 14 October 2013. The risk category is recalculated weekly and and in May 2013 the SRRI changed from category 6 to category 5. * To 30 September 2013 3

Investment Assets as at 30 September 2013 (unaudited) Security Holdings Market Value 000 % of Net Assets Aerospace & Defence (0.00%) 5 - Hampson Industries* 2,600,000 5 - Automobiles & Parts (1.10%) 10,591 1.28 GKN 2,750,000 9,421 1.14 Nationwide Accident Repair Services 1,800,000 1,170 0.14 Banks (6.43%) 50,770 6.15 HSBC 5,150,000 34,412 4.17 Lloyds Banking Group 10,390,688 7,623 0.92 Secure Trust Bank 397,034 8,735 1.06 Chemicals (2.58%) 16,276 1.98 AZ Electronic Materials 3,500,000 10,370 1.26 Victrex 375,000 5,906 0.72 Construction & Materials (2.02%) 16,258 1.97 Low & Bonar 21,750,000 16,258 1.97 Corporate Bonds (0.41%) 2,397 0.29 JKX Oil & Gas 8% 19/02/2018 USD3,400,000 2,163 0.26 London Mining Jersey 8% 15/02/2016 USD400,000 234 0.03 Electricity (2.09%) 1,025 0.12 KSK Power Ventur 500,000 1,025 0.12 Electronic & Electrical Equipment (2.56%) 13,383 1.62 E2V Technologies 8,500,000 12,431 1.51 Stadium 1,700,000 952 0.11 Equity Investment Instruments (2.16%) 17,415 2.12 Ecofin Water & Power Opportunities Fund 4,150,000 5,187 0.63 Greenwich Loan Income Fund 6,275,000 3,200 0.39 Juridica Investments 6,100,000 9,028 1.10 Financial Services (6.15%) 54,149 6.57 Charlemagne Capital 4,000,000 580 0.07 City Of London 1,648,881 1,072 0.13 Close Brothers 850,000 9,852 1.20 Fusion IP 7,225,000 4,696 0.57 Ground Rents Income Fund 3,500,000 3,535 0.43 Ground Rents Income Fund 'Preference Shares' 2,000,000 2,000 0.24 Intermediate Capital 1,850,000 8,127 0.98 Intermediate Capital (Secured) 5,000,000 5,125 0.62 London Capital 2,100,000 714 0.09 Medicx Fund 2,840,000 2,222 0.27 Medicx Fund (Open Offer Entitlements) 473,333 - - Park 10,500,000 5,198 0.63 Polar Capital 1,607,801 6,978 0.85 Renewables Infrastructure 4,000,000 4,050 0.49 Fixed Line Telecommunications (2.38%) 19,232 2.33 BT 3,250,000 11,154 1.35 Kcom 9,000,000 8,078 0.98 Food Producers (5.99%) 59,036 7.17 Devro 5,250,000 16,863 2.05 Greencore 7,518,436 10,887 1.32 Hilton Food 4,150,000 17,866 2.17 Unilever 550,000 13,420 1.63 4

Investment Assets (continued) as at 30 September 2013 (unaudited) Security Holdings Market Value 000 % of Net Assets Forestry & Paper (0.06%) - - Gas, Water & Multiutilities (3.74%) 29,056 3.52 Centrica 3,500,000 12,890 1.56 National Grid 1,600,000 11,736 1.42 Severn Trent 250,000 4,430 0.54 General Industrials (1.46%) 10,413 1.26 Wolseley 325,000 10,413 1.26 General Retailers (2.50%) 31,477 3.81 Conviviality Retail 3,166,667 4,813 0.58 Pendragon 46,500,000 15,461 1.87 Topps Tiles 12,413,670 11,203 1.36 Industrial Engineering (3.21%) 25,057 3.04 Alumasc 1,600,000 2,128 0.26 Castings 1,750,000 7,210 0.87 Senior 5,250,000 14,086 1.71 Zytronic 977,800 1,633 0.20 Industrial Transportation (0.86%) 7,808 0.95 Clarkson 350,000 7,808 0.95 Life Insurance (3.42%) 28,624 3.47 Legal & General 8,750,000 17,185 2.08 Phoenix 1,550,000 11,439 1.39 Media (3.96%) 30,744 3.73 Cineworld 4,275,169 16,235 1.97 Tarsus 6,391,666 14,509 1.76 Mining (3.61%) 28,818 3.50 Anglo Pacific 5,600,000 11,116 1.35 ATH Resources 790,688 2 - Firestone Diamonds 29,846,667 821 0.10 Rio Tinto 565,000 16,879 2.05 Mobile Telecommunications (3.81%) 36,847 4.47 Vodafone 17,000,000 36,847 4.47 Non Equity Investment Instruments (2.15%) 29,728 3.61 Blue Capital Global Reinsurance Fund 8,500,000 5,788 0.70 Carador Income Fund 9,000,000 5,433 0.66 Greencoat UK Wind 6,300,000 6,584 0.80 St. James's Place Money Market Unit Trust L Acc 11,447,038 11,923 1.45 Non Life Insurance (0.82%) 13,087 1.59 Lancashire 1,159,478 8,737 1.06 Personal 1,000,000 4,350 0.53 Oil & Gas Producers (10.07%) 73,594 8.93 ACM Shipping 1,058,285 1,990 0.24 BP 5,800,000 25,285 3.07 Caza Oil & Gas 1,700,000 166 0.02 Indus Gas 825,000 7,384 0.89 Mytrah Energy 2,000,000 1,780 0.22 Royal Dutch Shell 'B' Shares 1,700,000 36,338 4.41 Trap Oil 6,350,000 651 0.08 Oil Equipment, Services & Distribution (0.52%) 4,680 0.57 KBC Advanced Technologies 5,506,000 4,680 0.57 5

Investment Assets (continued) as at 30 September 2013 (unaudited) Security Holdings Market Value 000 % of Net Assets Pharmaceuticals & Biotechnology (5.08%) 43,104 5.23 GlaxoSmithKline 2,150,000 33,658 4.08 Phytopharm 94,006 53 0.01 Vectura 8,500,000 9,393 1.14 Real Estate Investment & Services (2.19%) 13,206 1.60 Redefine International 19,690,476 9,156 1.11 Starwood European Real Estate Finance 4,000,000 4,050 0.49 Real Estate Investment Trusts (1.56%) 23,439 2.85 Local Shopping 3,000,000 870 0.11 Mucklow A & J 1,400,000 6,048 0.73 NewRiver Retail 3,913,415 9,275 1.13 Primary Health Properties 2,233,074 7,246 0.88 Software & Computer Services (5.15%) 35,086 4.27 Bond International Software 1,525,000 1,220 0.15 Craneware 1,150,000 4,715 0.57 EMIS 1,450,000 9,215 1.12 ienergizer 2,500,000 8,050 0.98 Micro Focus International 1,050,000 7,875 0.96 Statpro 5,013,750 4,011 0.49 Support Services (4.84%) 51,669 6.26 Ashtead 2,300,000 14,053 1.70 Brulines 1,500,000 1,155 0.14 HellermannTyton 5,640,396 15,074 1.83 Hydrogen 1,400,000 1,274 0.15 Latchways 944,936 12,048 1.46 Matchtech 1,434,150 6,267 0.76 Norcon 2,000,000 320 0.04 Office2office 3,358,315 1,478 0.18 Technology Hardware & Equipment (1.66%) 14,455 1.75 IQE 49,000,000 14,455 1.75 Tobacco (5.23%) 28,599 3.47 British American Tobacco 630,000 20,629 2.50 Imperial Tobacco 350,000 7,970 0.97 Investment assets 820,028 99.48 Total other assets (net) 4,323 0.52 Net assets 824,351 100.00 Comparative figures shown in brackets relate to 31 March 2013. All investments held are listed, unless otherwise stated. During the period under review the Manager decided to place some of the sterling cash held on deposit into the St. James s Place Money Market Unit Trust in order to spread risk across a number of institutions. The St. James s Place Money Market Unit Trust is highly liquid and is rated AAA by Standard & Poors. This investment is a related party. This investment is a related party. * Unlisted and suspended securities. 6

Material Portfolio Changes Cost Purchases 000 St. James's Place Money Market Unit Trust L Acc 78,151 Greencore 10,214 Lancashire 6,762 Vodafone 5,927 Lloyds Banking Group 5,802 GlaxoSmithKline 5,448 HellermannTyton 4,843 Renewables Infrastructure 4,000 Rio Tinto 3,898 Devro 3,777 Proceeds Sales 000 St. James's Place Money Market Unit Trust L Acc 71,297 Imperial Tobacco 6,158 SSE 5,889 Cineworld 3,564 HICL Infrastructure 1,104 Ashtead 1,003 Clarkson 583 Cambium Global Timberland 438 Victrex 432 Rockhopper Exploration 393 This investment is a related party. 7

Statement of Total Return for the period 01 April 2013 to 30 September 2013 (unaudited) Income Net capital gains Revenue Expenses Finance costs: Interest Net revenue before taxation Taxation Net revenue after taxation Total return before distributions Finance costs: Distributions Change in net assets attributable to unitholders from investment activities 01/04/13 to 30/09/13 01/04/12 to 30/09/12 000 000 000 000 46,330 10,724 15,590 9,497 (6,973) (3,957) - - 8,617 5,540-12 8,617 5,552 54,947 16,276 (15,474) (9,465) 39,473 6,811 Statement of Change in Net Assets Attributable to Unitholders for the period 01 April 2013 to 30 September 2013 (unaudited) 01/04/13 to 30/09/13 01/04/12 to 30/09/12 000 000 000 000 Opening net assets attributable to unitholders 684,254 401,354 Movement due to creation and cancellation of units: Amounts receivable on creation of units 94,094 72,943 Amounts payable on cancellation of units (7,607) (3,950) Stamp duty reserve tax Change in net assets attributable to unitholders from investment activities (see above) Retained distribution on accumulation units Closing net assets attributable to unitholders 86,487 68,993 (111) (66) 39,473 6,811 14,248 8,807 824,351 485,899 Comparative information is provided for the Statement of Change in Net Assets Attributable to Unitholders. Since this information is for the prior interim period, the net assets at the end of that period do not correspond to the net assets at the start of the current period. The prices per unit as at 30 September 2013 (unaudited) were: Income units Accumulation units Bid Offer p p 92.15 96.99 116.70 122.80 8

Balance Sheet as at 30 September 2013 (unaudited) Assets Investment assets Debtors Cash and bank balances Total other assets Total assets 30/09/13 31/03/13 000 000 000 000 820,028 682,656 10,605 6,324 4,154 7,256 14,759 13,580 834,787 696,236 Liabilities Creditors (9,720) (11,441) Distribution payable on income units (716) (541) Total liabilities Net assets attributable to unitholders Accounting and Distribution policies for the period 01 April 2013 to 30 September 2013 (unaudited) (10,436) (11,982) 824,351 684,254 Basis of accounting The interim financial statements have been prepared on the same basis as the audited annual financial statements for the year ended 31 March 2013. They have been prepared under the historical cost basis, as modified by the revaluation of investments, and in accordance with the Statement of Recommended Practice (SORP) for Financial Statements of Authorised Funds issued by the Investment Management Association (IMA) in October 2010 (the IMA SORP 2010). Directors' Certificate This report is certified in accordance with the requirements of the rules in the Financial Conduct Authority's Collective Investment Schemes Sourcebook. Directors A. M. Croft D. J. Lamb London 26 November 2013 9

Distribution Tables Distributions in pence per unit Group 1 First interim Units purchased prior to 1 April 2013 Second interim Units purchased prior to 1 July 2013 Group 2 Income Net revenue Equalisation Distributions paid to/ payable 31/12/13 Distributions paid to 31/12/12 Group 1 (p) (p) (p) (p) First interim 1.023-1.023 0.969 Second interim 0.789-0.789 0.690 Group 2 (p) (p) (p) (p) First interim 0.629 0.394 1.023 0.969 Second interim 0.428 0.361 0.789 0.690 Accumulation First interim Units purchased on or after 1 April 2013 to 30 June 2013 Second interim Units purchased on or after 1 July 2013 to 30 September 2013 Net revenue Equalisation Distributions paid to/ payable 31/12/13 Distributions paid to 31/12/12 Group 1 (p) (p) (p) (p) First interim 1.280-1.280 1.167 Second interim 0.999-0.999 0.842 Group 2 (p) (p) (p) (p) First interim 0.787 0.493 1.280 1.167 Second interim 0.542 0.457 0.999 0.842 10

General Information The Trust is an authorised Unit Trust scheme under section 243 of the Financial Services and Markets Act (2000) and is constituted by a Trust Deed dated 1 October 2007. The Unit Trust is subject to the rules of the Financial Conduct Authority's Collective Investment Scheme Sourcebook and is classified as a UCITS Scheme. The Trust Manager The Manager of the Trust is St. James's Place Unit Trust Group Limited which is a member of the IMA and is authorised and regulated by the Financial Conduct Authority. Investment Objectives The investment objective of the Scheme is to achieve a level of income in excess of the average yield of the stocks comprising the FTSE All-Share Index with the potential for capital appreciation over the medium to long-term. The Scheme will be invested in a combination of primarily UK, but also global, equities. The Scheme is also permitted to invest in other asset classes permitted for UCITS schemes under COLL including other types of transferable securities, units and/or shares in collective investment schemes, money market instruments, deposits, and derivatives and forward transactions (for the purposes of hedging only). It is the Manager's intention that the assets of the Unit Trust will be invested so that the Unit Trust will be eligible for inclusion in an ISA. European Savings Directive It is the Manager's intention that the Trust will not normally hold 15% or more of its value in money debt instruments. Unit Dealings Dealings on the Trust take place on a daily basis. Purchase or sale instructions can be made by telephone or in writing to St. James's Place Unit Trust Group Limited, P.O. Box 9034, Chelmsford, CM99 2XA, United Kingdom, freephone: 0800 027 1031. The Manager adopts a policy of forward pricing, i.e. the order will be transacted on the dealing day following receipt of the client's instructions, or if received before noon on the dealing day, on that dealing day. In the case of telephone purchases of units from the Manager, settlement must be by return of post after receipt of the contract note. In the case of telephone redemptions, the proceeds will not become payable until the receipt at the Administration Centre of a written request. A contract note confirming the subscription or redemption price and the number of units involved will be forwarded, together with a cancellation notice, where appropriate, on the next business day. The most recent issue and redemption prices will be published on the Manager's website: www.sjp.co.uk and are available by calling the Administration Centre on 0800 027 1031. Minimum Investment The minimum lump sum investment is 1,500, thereafter the minimum additional investment is 1,000. The minimum monthly investment is 150 and the minimum monthly increment is 50. The minimum annual investment is 1,500 and the minimum annual increment is 500. Management Charges The Trust Deed permits the following management charges which are receivable by the Manager: (a) A Preliminary Charge of 5 per cent which is included in the offer price of the Units. (b) An Annual Management Charge at a rate of 1.75 per cent of the value of the Trust. 11

General Information (continued) Income Distributions Income distributions are made quarterly on or before the 31 March, 30 June, 30 September and 31 December. Accumulation Distributions Revenue due to accumulation unitholders is reflected in the price of their units. Tax Vouchers Income unitholders that receive income distributions by direct credit and accumulation unitholders (where the distribution income is reinvested) receive an annual consolidated tax voucher in May with all the relevant payment and tax information required to complete a tax return. Tax vouchers will be enclosed if income unitholders receive payment by cheque. Report A report is sent semi-annually to all unitholders on or before 31 May and 30 November. Capital Gains Tax The Trust is not liable to tax on capital gains and an individual holding units will not be liable to capital gains tax unless the total chargeable gains for the tax year 2013/2014 exceed 10,900 (2012/2013 10,600). To calculate capital gains on accumulation units, the total amount of reinvested net revenue (shown on the annual tax credit vouchers) should be added to the base cost of the units purchased. Unitholders should consult their professional advisers for any advice regarding their tax position. 12

St. James s Place Unit Trust Group Ltd is authorised and regulated by the Financial Conduct Authority. St. James s Place Unit Trust Group Ltd Registered Office: St. James s Place House, 1 Tetbury Road, Cirencester, Gloucestershire, GL7 1FP, United Kingdom. Registered in England Number 947644. Perivan Financial Print 230751 Allshare Income (11/13)