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Tembusu Investments (NOVA)

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Monday 29 June, 2009

Tembusu Investments

Final Results

RNS Number : 6554U
Tembusu Investments Limited
29 June 2009
 



TEMBUSU INVESTMENTS LIMITED

('Tembusu' or the 'Company')


FINAL RESULTS

FOR THE YEAR ENDED 31 DECEMBER 2008


29 June 2009


Chairman's Statement


Results

The Company had no revenue for the year under review. The operating loss for the year amounted to £1,069,905 and the loss after tax for the year was £971,811.  


The loss per share for the year was 1.620p.


At 31 December 2008, the Company had cash and cash equivalents of £1,186,823.  


Current trading

In May 2008, the Company acquired a total of 21,915,861 ordinary shares in European Islamic Investment Bank Plc ('EIIB') for a total consideration of £1,845,066. EIIB is traded on the AIM market of London Stock Exchange. At 31 December 2008, the investment in EIIB was valued to the market bid price resulting to a fair value loss adjustment through income statement of £858,852. 


Employees

The Company currently has three directors and no other employees. 


Prospects

The Company continues to evaluate potential transactions in line with its investment strategy. The investment strategy, alterations to which received shareholder approval on 1 August 2008, remains principally to focus on identifying and acquiring quoted and unquoted financial services businesses based in Asia, though other geographical areas will be considered should appropriate opportunities occur which could benefit the Company. By actively investing in businesses with complementary areas of expertise, which may for example include real estate, mortgage financing and other such activities, the Directors believe that it is possible to generate considerable opportunities for the cross selling of services between the different operations and countries. The Directors also intend to continue to make minority investments in such financial services businesses where it would be a passive investor, but where those investments provide the opportunity for enhancing the growth prospects of the Company. 

    


R A Rizvi 

Chairman



Annual Report and Accounts

Copies of the Annual Report were posted to shareholders on 26 June 2009. Copies of the Annual Report are also available from the Company's website (www.tembusuinvestments.com).


For further information, contact:


Tembusu Investment Limited

Rafat Rizvi, Chairman and Chief Executive Officer               Tel: +65 65332233

Jonathan Rowland, Non-Executive Director                Tel: +44 (0)20 7087 0780


Blomfield Corporate Finance Limited                          Tel: +44 (0)20 7489 4500

Alan MacKenzie

Ben Jeynes



Income Statement

For The Year Ended 31 December 2008







Notes

Year

ended

31.12.08


Period 21.03.07 to 31.12.07



  £

£






Administrative expenses


  211,054

  136,094





OPERATING LOSS

7

 (211,054)

  (136,094)





Unrealised losses on financial assets designated at fair value through profit or loss (net)

10


  (858,852)


                   -





LOSS BEFORE FINANCE INCOME AND TAX


(1,069,906)

  (136,094)





Finance income - bank interest

6

  98,095

  116,976





LOSS BEFORE TAX


 (971,811)

  (19,118)





Tax

8

                 -

                  -





LOSS FOR THE YEAR/PERIOD


  (971,811)

  (19,118)









Attributable to




Equity holders of the Company


  (971,811)

  (19,118)









Loss per share:

9



Basic


  (1.620p)

  (0.036p)


Diluted



  (1.620p)


  (0.036p)












Statement of Changes in Equity

For The Year Ended 31 December 2008




Share

Capital

Share

Premium

Retained 

Earnings


Total


£

£

£

£






At 21 March 2007*

2,500

2,500

-

5,000

Bonus issue of share capital*

2,500

(2,500)

-

-

Issue of share capital

595,000

2,700,000

-

3,295,000

Share issue expenses

-

(195,939)

-

(195,939)

Loss after tax for the period

             -

               -

  (19,118)

  (19,118)






At 31 December 2007

  600,000

 2,504,061

  (19,118)

 3,084,943






Loss after tax for the year

             -

                -

 (971,811)

  (971,811)






At 31 December 2008

  600,000

 2,504,061

 (990,929)

 2,113,132







    The shares have been adjusted to the consolidation of shares from 0.5p each to 1p each on 10 April 2007.    


Share capital is the amount subscribed for shares at nominal value.


Share premium represents the excess of the amount subscribed for share capital over the nominal value of the respective shares net of share issue expenses. Share issue expenses comprise mainly the costs incurred in respect of the initial public offering on the AIM market of the London Stock Exchange. 


Retained loss represents the cumulative loss of the Company attributable to equity shareholders.



Balance Sheet

31 December 2008





As at

  31.12.08 

As at

31.12.07


Notes

£

£





ASSETS




Non-current assets




Investments

11

  5,000

  -

Financial assets designated at fair value through profit or loss


10


  986,214


                 -







  991,214

                 -





Current assets




Trade and other receivables

12

  2,500

9,115

Cash and cash equivalents

13

 1,186,823

 3,188,326







1,189,323

 3,197,441





LIABILITIES




Current liabilities




Trade and other payables

14

  67,405

  112,498







  67,405

  112,498





NET CURRENT ASSETS


1,121,918

 3,084,943





NET ASSETS


2,113,132

 3,084,943





SHAREHOLDERS' EQUITY




Called up share capital

15

  600,000

600,000

Share premium

16

 2,504,061

2,504,061

Retained earnings

16

  (990,929)

  (19,118)





TOTAL EQUITY


  2,113,132

3,084,943






The financial statements were approved and authorised by the Board of Directors on 19 June 2009 and were signed on its behalf by: 



R A Rizvi 

Director

  Cash Flow Statement

For The Year Ended 31 December 2008




Year

ended

31.12.08

Period

21.03.07 to

31.12.07


Note

£

£





Cash flows from operating activities




Cash generated from operations

16

  (254,532)

  (27,711)





Net cash from operating activities


  (254,532)

  (27,711)









Cash flows from investing activities




Interest received


  98,095

  116,976

Purchase of held-for-trading investments


  (1,845,066)

-





Net cash from investing activities


   (1,746,971)

  116,976





Cash flows from financing activities




Loan to subsidiary


  -

(5,000)

Shares issued


  -

3,300,000

Shares issue costs


                 -

  (195,939)





Net cash from financing activities


                 -

  3,099,061









Increase in cash and cash equivalents


  (2,001,503)

3,188,326





Cash and cash equivalents at beginning of year


  3,188,326

                 -





Cash and cash equivalents at end of year/period


  1,186,823

  3,188,326









               

  Notes 


1.     GENERAL INFORMATION


    Tembusu Investments Limited is a company incorporated in Bermuda under the Bermuda Companies Act 1981. The Company's shares are traded on the AIM market of the London Stock Exchange. The address of the registered office is disclosed on page 1 of the financial statements. The principal activities of the Company are described in the directors' report.


2.    ACCOUNTING POLICIES


    Basis of preparation

    These financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs and IFRIC interpretations) issued by the International Accounting Standards Board (IASB), as adopted by the European Union, and with those parts of the Bermuda Companies Act 1981 applicable to companies preparing their accounts under IFRS. The financial statements have been prepared under the historical cost convention.

    

            a) Standards and Interpretations effective in 2008

There is no standard and interpretation beginning on or after 1 January 2008 that is relevant to the Company's operations: 

b) Standards and amendments early adopted by the Company

      The Company has not early adopted any standards or amendments.  

      c) Interpretations effective in 2008 but not relevant

The following interpretation to published standards is mandatory for accounting periods beginning on or after 1 January 2008 but is not relevant to the Company's operations:

  • IFRIC 12, 'Service concession arrangements'; and,
  • IFRIC 14, 'IAS 19 - The limit on a defined benefit asset, minimum funding requirements and their interaction' 

            d) Standards, amendments and interpretations to existing standards that are not yet effective and have

                not been early adopted by the Company

The following standards and amendments to existing standards have been published and are mandatory for the Company's accounting periods beginning on or after 1 January 2009 or later periods, but the Company has not early adopted them:

 

  • IFRS 2 (Amendment), 'Share-based payment' (effective from 1 January 2009).
  • IFRS 5 (Amendment), 'Non-current assets held-for-sale and discontinued operations' (and consequential amendments to IFRS 1, 'First-time adoption')(effective from 1 July 2009).
  • IFRS 8, 'Operating segments', (effective from 1 January 2009).
  • IAS 1 (Revised), 'Presentation of financial statements' (effective from 1 January 2009).
  • IAS 27 (Amendment), 'Consolidated and separate financial statements' (effective from 1 January 2009).
  • IAS 36 (Amendment), 'Impairment of assets' (effective from 1 January 2009).
  • IAS 39 (Amendment), 'Financial instruments: Recognition and measurement' (effective from 1 January 2009).


             e) Standards, amendments and interpretations to existing standards that are not yet effective and have

                 not been early adopted by the Company (continued)

There are a number of minor amendments to IFRS 7, 'Financial instruments: Disclosures', IAS 8, 'Accounting policies, changes in accounting estimates and errors', IAS 10, 'Events after the reporting period', IAS 18, 'Revenue' and IAS 34, 'Interim financial reporting'.

f) Interpretations and amendments to existing standards that are not yet effective and not relevant for the Group's operations

The following interpretations and amendments to existing standards have been published and are mandatory for the Group's accounting periods beginning on or after 1 January 2009 or later periods but are not relevant for the Group's operations:

  • IFRS 1 (Amendment) 'First time adoption of IFRS', and IAS 27 'Consolidated and separate financial statements' (effective from 1 January 2009).
  • IFRS 3 (Revised), 'Business combinations' (effective from 1 July 2009).
  • IAS 1 (Amendment), 'Presentation of financial statements' - 'Puttable financial instruments and obligations arising on liquidation' (effective from 1 January 2009).
  • IAS 16 (Amendment), 'Property, plant and equipment' (and consequential amendment to IAS 7, 'Statement of cash flows') (effective from 1 January 2009).
  • IAS 19 (Amendment), 'Employees benefits' (effective from 1 January 2009).
  • IAS 20 (Amendment), 'Accounting for government grants and disclosure of government assistance' (effective from 1 January 2009).
  • IAS 23 (Amendment), 'Borrowing costs' (effective from 1 January 2009).  
  • IAS 28 (Amendment), 'Investments in associates' (and consequential amendments to IAS32, 'Financial Instruments: Presentation' and IFRS 7, 'Financial instruments: Disclosures') (effective from 1 January 2009).
  • IAS 29 (Amendment), 'Financial reporting in hyperinflationary economies' (effective from 1 January 2009).
  • IAS 31 (Amendment), 'Interest in joint ventures' (and consequential amendments to IAS 32 and IFRS 7) (effective from 1 January 2009).
  • IAS 38 (Amendment), 'Intangible assets' (effective from 1 January 2009).
  • IAS 40 (Amendment), 'Investment property' (and consequential amendments to IAS 16) (effective from 1 January 2009).
  • IAS 41 (Amendment), 'Agriculture' (effective from 1 January 2009).
  • IFRIC 13, 'Customer loyalty programmes' (effective from 1 July 2008).
  • IFRIC 15, ' Agreements for the construction of real estate' (effective from 1 January 2009)
  • IFRIC 16, 'Hedges of a net investment in a foreign operation' (effective from 1 October 2008).
  • The minor amendments to IAS 20 'Accounting for government grants and disclosure of government assistance', and IAS 20, 'Financial reporting in hyperinflationary economies', IAS 40, ' Investment property', and IAS 41, 'Agriculture'.


Subsidiary

Subsidiaries are all entities over which the Company has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Company controls another entity. 


The purchase method of accounting is used to account for the acquisition of subsidiaries by the Company. The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the acquisition. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date, irrespective of the extent of any minority interest. The excess of the cost of acquisition over the fair value of the Company's share of the identifiable net assets acquired is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets of the subsidiary acquired, the difference is recognised directly in the income statement.

Subsidiary whose business is dormant or of low volume and that are insignificant for the presentation of a true and fair view of the net assets, financial position and earnings performance of the Company are not consolidated. They are recognized in the Company's financial statements at the lower of cost or fair value. The aggregate equity of the Tembusu Invest Pte Ltd ('TIPL') amounts to 0.08% (previous year: 0.16%) of Company's equity. The aggregate profit after tax of TIPL amounts to - 0.39% (previous year: 0%) of the profit after tax of the Company.

    Functional currency translation

    a)    Functional and presentation currency

        The financial statements are presented in Pounds Sterling (£), which is the Company's functional

         and presentation currency.

    

    b)    Transactions and balances

        Foreign currency transactions are translated into the functional currency using exchange rates

        prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the

        settlement of such transactions and from the translation at year-end exchange rates of monetary

        assets and liabilities denominated in foreign currencies are recognised in the income statement.

    

    Taxation

    The Company is an exempted company under the laws of Bermuda and is granted exemption from

    all forms of taxation in Bermuda until 2016.


Impairment of assets

At each reporting date, the Group assesses whether there is an indication that an asset may be impaired. Where an indicator of impairment exists, the Group makes a formal estimate of the asset's recoverable amount. Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. Recoverable amount is the higher of an asset's or cash generating unit's fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash flows that are largely independent of those from other assets or groups of assets. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses on continuing operations are recognised in the income statement in those expense categories consistent with the functions of the impaired asset.


Financial assets held at fair value through profit or loss

Financial assets classified as held for trading and other assets designated as such on inception are included in this category. Financial assets are classified as held for trading if they are acquired for sale in the short term. 


Purchases and sales of financial assets at fair value through profit or loss are recognised on trade date being the date the Company commits to purchase or sell the asset to the market. A financial asset is derecognised when the contract that gives rise to it is settled, sold, cancelled or expires. 


Financial assets designated as at fair value through profit or loss at inception are those that are managed and whose performance is evaluated on a fair value basis, in accordance with the documented investment strategy of the Company. Information about these financial assets is provided internally on a fair value basis to the Company's key management. The Company's investment strategy is to identify and invest in quoted and unquoted financial services businesses based in Asia (excluding Japan) to address the growing Far Eastern markets for financial services. Consequently, all investments are classified as held at fair value through profit or loss.


Transaction costs on purchases are expensed immediately through the income statement in accordance with IFRS.


All investments are measured at fair value with gains and losses arising from changes in fair value being included in the income statement as gains (losses) on investments held at fair value. On sale, the realised gain or loss calculated by reference to the proceeds less carrying value is recognised in the income statement.


The fair value of quoted investments is determined by reference to market bid prices at the close of business on the balance sheet date.


    Cash and cash equivalents

    Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term

    highly liquid investments with original maturities of three months or less and bank overdrafts.  

    

    Trade payables

    Trade payables are recognised initially at fair value and subsequently measured at amortised cost

    using the effective interest method.


    Share capital

    Ordinary shares are classified as equity. 


    Incremental costs directly attributable to the issue of new shares or options are shown in equity as a

    deduction, net of tax, from the proceeds.


    Financial Instruments

    Non-derivative financial instruments comprise investments in equity and debt securities, trade and

    other receivables, cash and cash equivalents, loans and borrowings, and trade and other payables.


    Non-derivative financial instruments are recognised initially at fair value plus, for instruments not at

    fair value through profit or loss, any directly attributable transactions costs, except as described

    below. Subsequent to initial recognition non-derivative financial instruments are measured as

    described below.


    A financial instrument is recognised when the Company becomes a party to the contractual

    provisions of the instrument. Financial assets are derecognised if the Company's contractual rights

    to the cash flows from the financial assets expire or if the Company transfers the financial assets to

   another party without retaining control or substantially all risks and rewards of the asset. Regular

   way purchases and sales of financial assets are accounted for at trade date, i.e. the date that the

   Company commits itself to purchase or sell the asset. Financial liabilities are derecognised if the

   Company's obligations specified in the contract expire or are discharged or cancelled. 


    Fair values 

    The carrying amounts of the financial assets and liabilities such as cash and cash equivalents,

    receivables and payables of the Company at the balance sheet date approximated their fair values,

    due to relatively short term nature of these financial instruments.


    The Company provides financial guarantees to licensed banks for credit facilities extended to a

    subsidiary company. The fair value of such financial guarantees is not expected to be significantly

    different as the probability of the subsidiary company defaulting on the credit lines is remote.


3.     FINANCIAL INSTRUMENTS


The investments are valued in accordance with the policy stated above. It is the directors' opinion that the carrying value of trade receivables and trade payables approximates their fair value due to their short term maturity. Therefore, the directors consider all assets to be carried at a valuation, which equates to fair value.


Investments are made in a combination of equity and fixed rate financial instruments so as to provide potential high future capital growth.


In accordance with IAS 39, the Group has reviewed all contracts for embedded derivatives that are required to be separately accounted for if they do not meet certain criteria set out in the standard. No embedded derivatives have been identified by the Group.


The accounting policies for financial instruments have been applied to the items below:


    

    

2008

2008

2007

2007

Assets as per balance sheet

Loans and receivables

Assets at fair value through profit and loss

Loans and receivables

Assets at fair value through profit and loss


£

£

£

£






Cash 

1,186,823

-

3,188,326

-

Trade and other receivables

2,500

-

9,115

  -

Investment at fair value through profit and loss 


  -


991,214


  -


  -






Total 

1,189,323

991,214

3,197,441

  -









2008

2007

Liabilities as per balance sheet



Other financial liabilities

Other financial liabilities






Trade and other payables



  67,405

  112,498






 

Assets classified as fair value through profit or loss were designated as such upon initial recognition. The Group has not reclassified financial assets between any of the categories detailed in IAS39, either in current or prior periods.


    The Company's activities expose it to a variety of financial risks: interest rate risk, foreign currency risk, liquidity risk and capital risk. The Company's overall risk management programme focuses on unpredictability and seeks to minimise the potential adverse effects on the Company's financial performance. The Board reviews key risks on a regular basis and, where appropriate, actions are taken to mitigate the key risks identified.


    3.1    Interest rate risk and foreign currency risk

        The Company does not have formal policies on interest rate risk or foreign currency risk.

        However, the Company's exposure in these areas as at the balance sheet date was minimal.


    3.2.    Liquidity risk

        The Company prepares periodic working capital forecasts for the foreseeable future, allowing an

        assessment of the cash requirements of the Company, to manage liquidity risk. The directors

        have considered the risk posed by liquidity and are satisfied that there is sufficient growth and

        equity in the Company.


    3.3.     Capital risk

        The Company's objectives when managing capital are to safeguard the ability to continue as a

        going concern in order to provide returns for shareholders and benefits to other stakeholders and

         to maintain an optimal capital structure to reduce the cost of capital.


4.    EMPLOYEES AND DIRECTORS

    The company has no employees.    


    During the period the company paid directors' emoluments of £43,589 (2007 - £33,750).


    The average number of directors during the year was three.

    

5.    SEGMENTAL ANALYSIS

    There is no segmental area of operations as the company is not trading.


6.

FINANCE INCOME

Year ended

31.12.08


Period

21.03.07 to

31.12.07



£

£






Bank interest received

    98,095

  116,976









7.

OPERATING LOSS 



Year ended

31.12.08


Period

21.03.07 to

31.12.07



£

£


The operating loss is stated after charging:





Loss on foreign currency translation 

  5,143

-


Auditors remuneration

  4,000

  4,000






8.      TAX

    The Company is an exempted company under the laws of Bermuda and is granted exemption from

    all forms of taxation in Bermuda until 2016.


9.    LOSS PER SHARE

    The basic loss per share is calculated by dividing the loss of £971,811 (2007 - £19,118)

    attributable to ordinary shareholders by the weighted average number of ordinary shares

    outstanding during the year, which was 60,000,000 (2007 - 52,877,193)


    The diluted loss per share is calculated using the weighted average number of shares adjusted to

    assume the conversion of all dilutive potential ordinary shares. For the year ended 31 December

    2008 the diluted loss per share is equivalent to the basic loss per share.  

 

10.   FINANCIAL ASSETS DESIGNATED AT FAIR VALUE THROUGH PROFIT OR LOSS


All items held as fair value through profit or loss were designated as such upon initial recognition. Movements in investment at fair value through profit or loss are summarised as follows:


        

    



Quoted Investments




£





Opening cost 



-

Opening unrealised gain/(loss)



                 -

Opening Valuation 



                 -









Additions at cost



1,845,066

Disposal proceeds



 -

Net profit/(loss) realised on disposal



-

Changes in fair value in the year 



(858,852)




  986,214





Closing cost



1,845,066

Closing unrealised gain/(loss)



(858,852)

Closing valuation



  986,214



 


In May 2008, the Company acquired 21,915,861 ordinary shares in European Islamic Investment Bank Plc ('EIIB') for a total consideration of £1,845,066. EIIB is traded on the AIM market of London Stock Exchange. At 31 December 2008, the share price of EIIB fell to 4.5p per share resulting to a loss arising from change in fair value made of £858,852.


     The investment was determined by reference to market bid prices as at 31 December 2008.


     The bid price of EIIB shares at 17 April 2009 was 3.4p, valuing the investment at £745,139.

    

11.   INVESTMENT IN SUBSIDIARY

    

    


Shares in Subsidiary

  Loan to Subsidiary

Total




£

£

£

Cost  





At 21 March 2007 & 31 December 2007



-


  -


  -

Reclassification *


                 -

  5,000

  5,000

At 31 December 2008 


                 -

  5,000

  5,000






Provision  





At 21 March 2007 & 31 December 2007



-

   

  -


  -

Charge


                 -

                 -

                 -

At 31 December 2008 


 

                 -

                 -

                 -






CARRYING VALUE





At 31 December 2008


                 -

  5,000  

  5,000






At 31 December 2007


                 -

                 -

                 -







    On 28 August 2007, the Company acquired 1 ordinary share capital of Primefold Pte Ltd ('Primefold'), a company registered in Singapore for SGD1 (£0.30). The acquisition comprises the total issued share capital of Primefold. Primefold subsequently changed its name to Tembusu Invest Pte Ltd ('TIPL'). TIPL has not started trading during the year. The Company has not prepared consolidated financial statements as TIPL is dormant and not material to be consolidated.


    * The loan amount due from TIPL was reclassified from current assets to non current assets in the year as the amount is not recoverable within one year.


    In the opinion of the directors, the aggregate value of the company's investment in subsidiary undertakings is not less than the amount included in balance sheet.


    The details of the subsidiary are as follows:


Name of Company

County of Incorporation

Shareholdings

Principal Activity





Tembusu Invest Pte Ltd

Singapore

100%

Dormant

   


12.

TRADE AND OTHER RECEIVABLES  

31.12.08

31.12.07



£

£






Amounts due from subsidiary  

-

5,000


Prepayments

2,500

  4,115



2.500

  9,115






13.

CASH AND CASH EQUIVALENTS

31.12.08

31.12.07



£

£






Bank fixed deposits

1,169,503

3,160,984


Bank current accounts

  17,319

  27,342



1,186,822

  3,188,326







14.

TRADE AND OTHER PAYABLES

31.12.08


31.12.07



£

£


Current:




Trade payables

  45,355

89,319


Accrued expenses

  22,050

  23,179



  67,405

  112,498





    Trade payable and accruals principally comprise amounts outstanding for ongoing expenses



15.    CALLED UP SHARE CAPITAL


Authorised

Number

Class

Nominal  31.12.08

Value  £

31.12.07

£





500,000,000 (2007 - 100,000,000)

Ordinary

1p  5,000,000

1,000,000





Allotted, issued and fully paid








60,000,000

Ordinary

1p  600,000

  600,000





    

    Authorised share capital 


  During the financial year, the company increased its authorised share capital to £5m 



16.    RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS AND RESERVES



Share

Capital

Share

Premium

Retained 

Earnings


Total


£

£

£

£






At 21 March 2007*

2,500

2,500

-

5,000

Bonus issue of share capital*

2,500

(2,500)

-

-

Issue of share capital

595,000

2,700,000

-

3,295,000

Share issue expenses

-

(195,939)

-

(195,939)

Loss after tax for the period

                -

                 -

  (19,118)

  (19,118)






At 31 December 2007

  600,000

  2,504,061

  (19,118)

 3,084,943








        The shares have been adjusted to the consolidation of shares from 0.5p each to 1p each on 10 April 2007.    


Share

Capital

Share

Premium

Retained 

Earnings


Total


£

£

£

£






At beginning of the year

600,000

2,504,061

(19,118)

3,084,943

Loss after tax for the year

                -

                 -

  (971,811)

  (971,811)






At 31 December 2008

  600,000

  2,504,061

  (990,929)

 2,113,132







    

17.    RECONCILIATION OF OPERATING LOSS TO CASH GENERATED FROM OPERATIONS

   


Year ended

31.12.08

Period 21.03.07 to

31.12.07


£

£




Operating loss 

(1,069,905)

(136,094)

Provision for quoted investment

  (858,852)

                 -


(211,053)

(136,094)




(Increase)/decrease in trade and other receivables

1,615

(4,115)

Increase/(decrease) in trade and other payables

  (45,094)

  112,498




Cash outflow generated from operations

  (254,532)

  (27,711)




    

18.    FINANCIAL COMMITMENTS

         Capital commitments

        There was no capital expenditure that had been contracted for at the balance sheet date but not yet incurred.


19.    RELATED PARTY TRANSACTIONS

    During the year, the Company paid Vantage Corporation Limited £1,072 (2007 - £3,196) in respect of corporate and administrative services. At the year end, there was no balance outstanding (2007 - £nil) due to Vantage Corporation Limited.


    During the year, the Company advanced a loan of £nil (2007 - £5,000) to its subsidiary Tembusu Invest Pte Ltd, a company incorporated in Singapore. The balance outstanding at the year end was £5,000 (2007 - £5,000). The loan is interest free and has no fixed repayment date.


20.    CONTINGENT LIABILITIES

    The Company has no contingent liabilities arising in respect of legal claims arising from the ordinary course of business and it is not anticipated that any material liabilities will arise from the contingent liabilities other than those provided for.


21.    POST BALANCE SHEET EVENTS

In January 2009, Vantage Corporation Limited (VCL) sold its entire shareholding in the company to Total Holdings Limited (THL), a company incorporated in Cayman Islands. THL is 100% owned by VCL.

    

22. ULTIMATE CONTROLLING PARTY

The immediate parent company is THL, a company incorporated in Cayman Island. The intermediate parent company is ('VCL'), a company incorporated in Singapore and VCL's ultimate parent company is Clarence Limited, a company incorporated in Brunei Darussalam. The ultimate controlling party is R A Rizvi by virtue of having a controlling interest in Clarence Limited.



This information is provided by RNS
The company news service from the London Stock Exchange
 
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