Annual Financial Report

As required by the UK Listing Authority's Disclosure and Transparency Rules 4.1 and 6.3, Albion Development VCT PLC today makes public its information relating to the Annual Report and Financial Statements for the year ended 31 December 2011.

This announcement was approved for release by the Board of Directors on 11 April 2012.

This announcement has not been audited.

You will shortly be able to view the Annual Report and Financial Statements for the year to 31 December 2011 (which have been audited) at: www.albion-ventures.co.uk by clicking on 'Our Funds' and then 'Albion Development VCT PLC'.  The Annual Report and Financial Statements for the year to 31 December 2011 will be available as a PDF document via a link under the 'Investor Centre' in the 'Financial Reports and Circulars' section. The information contained in the Annual Report and Financial Statements will include information as required by the Disclosure and Transparency Rules, including Rule 4.1.

Investment objectives

Albion Development VCT PLC (the "Company") is a venture capital trust which raised a total of £33.3 million through an issue of shares between 1999 and 2004. The C shares merged with the Ordinary shares in 2007.

A further £6.3 million was raised through an issue of new D shares in 2009/2010 and £3.2 million was raised for the Ordinary shares through the Albion VCTs Linked Top Up Offers in 2011 and 2012. The funds raised will be invested in accordance with the Company's existing investment policy.

The Company's investment policy is intended to provide investors with a regular and predictable source of dividend income combined with the prospects of long term capital growth. This is achieved by establishing a diversified portfolio of holdings in smaller, unquoted companies whilst at the same time selecting and structuring investments in such a way as to reduce the risks normally associated with investment in such companies. It is intended that this will be achieved as follows:

* Through investment in a number of higher risk companies with greater growth prospects in sectors such as software and computer services, and medical technology.

* This is balanced by investment in lower risk, often asset-backed investments that provide a strong income stream combined with a protection of capital. These include freehold-based businesses in the leisure sector, such as pubs and health clubs, as well as stable and profitable businesses in other sectors including business services and healthcare. Such investments will constitute the majority of investments by cost.

* In neither category do investee companies normally have any external borrowings with a prior charge ranking ahead of the VCT.

* Up to two-thirds of qualifying investments by cost comprise loan stock secured with a first charge on the investee company's assets.

Financial calendar

Record date for first dividend	4 May 2012
Payment of first dividend	31 May 2012
Annual General Meeting	11.30am 15 June 2012
Announcement of half-yearly results for the six months ending 30 June 2012	August 2012
Payment of second dividend subject to Board approval	30 September 2012

Financial highlights

Ordinary shares

138.3p	Net asset value plus dividends per Ordinary share since launch to 31 December 2011
5.0p	Tax free dividend per Ordinary share paid in the year to 31 December 2011
2.5p	First tax free dividend per Ordinary share declared for the year to 31 December 2012
75.5p	Net asset value per Ordinary share as at 31 December 2011

D shares

96.5p	Net asset value plus dividends per D share since launch to 31 December 2011
2.5p	Tax free dividend per D share paid in the year to 31 December 2011
1.75p	First tax free dividend per D share declared for the year to 31 December 2012
93.0p	Net asset value per D share as at 31 December 2011

Financial highlights

	Ordinary shares		D shares
	31 December 2011 pence per share	31 December 2010 pence per share	31 December 2011 pence per share	31 December 2010 pence per share
Dividends paid	5.00	8.00	2.50	1.00
Revenue return	1.40	1.50	1.60	0.30
Capital gain/(loss)	3.30	2.40	0.90	(0.90)
Net asset value	75.50	75.40	93.00	93.00

Total shareholder net asset value return to 31 December 2011:

	Ordinary shares 31 December 2011 pence per share (ii)	C shares 31 December 2011 pence per share(ii)	D shares 31 December 2011 pence per share(ii)
Total dividends paid during the year ended:  31 December 1999(i)	1.00	-	-
31 December 2000	2.90	-	-
31 December 2001	3.95	-	-
31 December 2002	4.20	-	-
31 December 2003(iii)	4.50	0.75	-
31 December 2004	4.00	2.00	-
31 December 2005	5.20	5.90	-
31 December 2006	3.00	4.50	-
31 December 2007(iv)	5.00	5.36	-
31 December 2008	12.00	12.86	-
31 December 2009	4.00	4.29	-
31 December 2010	8.00	8.58	1.00
31 December 2011	5.00	5.36	2.50
Total dividends paid to 31 December 2011	62.75	49.60	3.50
Net asset value as at 31 December 2011	75.50	80.90	93.00
Total shareholder return to 31 December 2011	138.25	130.50	96.50

In addition to the dividends paid above, the Board has declared a first dividend for the year ending 31 December 2012, of 2.50 pence per Ordinary share and 1.75 pence per D share payable on 31 May 2012 to shareholders on the register at 4 May 2012.

Notes
(i) Assuming subscription for Ordinary shares by the first closing on 26 January 1999.
(ii) Excludes tax benefits upon subscription.
(iii) Those subscribing for C shares after 30 June 2003 were not entitled to the interim dividend.
(iv) The C shares were converted into Ordinary shares on 31 March 2007, with a conversion of 1.0715 Ordinary shares for each C share. The net asset value per share and all dividends paid subsequent to the conversion of the C shares to the Ordinary shares are multiplied by the conversion factor of 1.0715 in respect of the C shares return, in order to give an accurate picture of the shareholder value since launch relating to the C shares.

Chairman's Statement

Introduction
The results for Albion Development VCT PLC for the year to 31 December 2011 show a further recovery, building on the positive results for 2010. The Ordinary share portfolio showed a return of 4.7 pence per share while the D shares, whose investment portfolio is still being built up, showed a return of 2.5 pence per share.

Investment performance and progress
The Ordinary shares benefitted both from the sale of our investment in Dexela, which realised a return of between two and three times cost (dependent on an earn-out) and from the successful sale of the investment in Evolutions Television, which realised a total income and capital return of approximately 1.1 times cost and at a level considerably higher than its previous holding value. In addition, there were further improved performances from our portfolio of cinemas, Radnor House School and from Peakdale Molecular. Against this was a reduction in the value of Helveta, Xceleron and Mi-Pay, each of which required further finance to support slower than anticipated growth.

During the year, some £2.7 million was invested or committed for investment by the Ordinary share portfolio and £2.0 million by the D share portfolio. New investments included a number of projects in the renewable energy sector, as well as participation in the MBO of Hilson Moran, an international firm of mechanical and engineering consultants.

Risks and uncertainties
The outlook for the UK and Global economies continues to be the key risk affecting your Company, including the effects of the currency and debt constraints which are increasingly becoming apparent. Importantly, however, investment risk is mitigated through a variety of processes, including our policy of ensuring that the Company has a first charge over investee companies' assets wherever possible. Meanwhile, opportunities within our target sectors continue to arise at attractive valuations, including in the healthcare and environmental sectors, which continue to be two core areas of activity.

A detailed analysis of the other risks and uncertainties facing the business is shown in note 23 to this announcement.

Change of registrar and electronic communications
As part of our commitment to improve our investor experience, our share registrars have changed to Computershare Investor Services PLC. The Computershare Investor Centre can be found at www.investorcentre.co.uk. Further contact details are show in the front of these accounts.

Some shareholders have asked for the option to receive Company communications electronically and with this in mind, we have proposed a resolution at the Annual General Meeting to facilitate this. However, it should be noted that this resolution is 'opt in' for shareholders and if shareholders take no action, they will continue to receive hard copies. Albion Ventures LLP is working with Computershare to further improve shareholder communications, including annual shareholder statements which are due to be sent out in May 2012.

Reduction of share capital and cancellation of capital reserves
The Board proposes to increase the Company's distributable reserves by way of a reduction of the Company's share capital and cancellation of its capital redemption reserve and share premium account subject to shareholder approval, and confirmation by the Court.

It is the Board's policy to pay regular and predictable dividends to shareholders as the Directors believe that this is a key source of shareholder value. The Company also has a policy of buying back its own shares for cancellation or for holding as treasury shares, when such purposes are considered to be to the advantage of the Company and shareholders as a whole. These shares are purchased at a discount to net asset value which enhances the Company's net asset value per share.

Under the Companies Act, the Company is only permitted to pay dividends and to make buy-backs from its accumulated distributable reserves. Therefore, the Board believes that increasing the distributable reserves, through the reduction in nominal value of shares from 50 pence to 1 penny, and the cancellation of the share premium account and capital redemption reserve is in the interests of shareholders. The proposed reduction of the nominal value of shares and the cancellation of the share premium account and capital redemption reserves in respect of the Ordinary shares and the D shares constitutes a variation of the rights attaching to the Ordinary shares and the D shares. In addition to the resolution to be proposed at the Annual General Meeting, separate meetings of the Ordinary shareholders and the D shareholders will be necessary for the approval of the variation of the rights attaching to the Ordinary shares and the D shares. Notice of the General Meeting of the Ordinary shareholders is on page 67 and notice of the General Meeting of the D shareholders is on page 70 of the full Annual Report and Financial Statements.

Assuming that the relevant special resolutions are passed, it will be necessary for the proposed reductions and cancellations to be approved by the Court and the proposals will only take effect once the Court order approving them has been filed with the Registrar of Companies (together with a relevant statement of capital). Prior to approving the proposed reductions and cancellations, the Court will need to be satisfied that the interests of the creditors of the Company are not prejudiced thereby. The Company will put into place such form of creditor protection as it considers necessary to satisfy the Court in this regard.

Discount management and share buy-backs
It remains the Board's policy to buy back shares in the market, subject to the overall constraint that such purchases are in the VCT's interests, including the maintenance of sufficient resources for investment in new and existing investee companies and the continued payment of dividends to shareholders.  It is the Board's intention for such buy-backs to be in the region of a 10 to 15 per cent. discount to net asset value, so far as market conditions and liquidity permit. During the year, the Company purchased 723,700 Ordinary shares to be held in treasury at a cost of £462,000, cancelled 500,000 Ordinary shares from treasury and purchased 482,372 Ordinary shares for cancellation at a cost of £306,000. These buy-backs have enhanced the net asset value per Ordinary share by 0.4 pence.

Related party transactions
Details of material related party transactions for the year can be found in note 22.

Results and dividends
As at 31 December 2011, the net asset value of the Ordinary shares was 75.5 pence per share (2010: 75.4 pence per share).  The revenue return before taxation for the Ordinary shares was £539,000 compared to £525,000 for the previous year. The net asset value per D share was 93.0 pence per share (2010: 93.0 pence per share). The D shares' revenue return before taxation was £130,000 compared to £18,000 in the previous year. The Company will pay a first dividend for the financial year to 31 December 2012 of 2.5 pence per Ordinary share and 1.75 pence per D share. Dividends will be paid on 31 May 2012 to shareholders on the register on 4 May 2012.

Albion VCTs Linked Top Up Offers
During the year the Company issued 2,207,694 Ordinary shares under the Albion VCTs Linked Top Up Offer launched in November 2010.  Details are shown in note 15.

On 1 November 2011 the Company announced the launch of the Albion VCTs Linked Top Up Offer 2011/2012. In aggregate, the Albion VCTs will be aiming to raise approximately £15 million across seven of the VCTs managed by Albion Ventures LLP, of which Albion Development VCT PLC's share would be £2.25 million. This builds on the success of the Albion VCTs Linked Top Up Offer 2010/2011, which raised £11.8 million, of which Albion Development VCT's share was £1.7 million.

Since the year end, 1,922,987 Ordinary shares have been issued under this Offer, generating net proceeds of £1.4 million. The proceeds of the Offer will be used to provide further resources to the Albion VCTs at a time when a number of attractive new investment opportunities are being seen. Details of these allotments are shown in note 21. An Investor Guide and Offer document as sent to shareholders can be obtained from www.albion-ventures.co.uk.

Outlook and prospects
The outlook for the UK and Global economies remains uncertain. We have been rebalancing our investment portfolio to provide more emphasis on areas that we see as being more resilient, such as renewable energy. A significant number of our companies have special assets or business capabilities, and we believe that, over the longer term, they will provide strong returns for shareholders.

Geoffrey Vero
Chairman                                                                                                                                                                      
11 April 2012

Manager's report

The overall carrying value of the combined Ordinary and D shares portfolio has increased from £19.6 million to £21.1 million over the year. The net increase of £1.5 million is comprised of additions of £8.5 million, disposal proceeds of £8.2 million (giving rise to a realised gain of £1.3 million), and there is a further adjustment of £94k in respect of loan stock measured at amortised cost.

The sector analysis of Albion Development VCT PLC's investment portfolio as at 31 December 2011 is shown below. By valuation, the asset-backed element of the portfolio now accounts for 44 per cent. of the Ordinary shares' portfolio and 53 per cent. of the D shares' portfolio, while growth investments account for 30 per cent. of the Ordinary shares and 14 per cent. of the D shares, with cash and liquid resources providing the balance.

In the Ordinary share portfolio, the healthcare element now accounts for 14 per cent (2010: 17 per cent., including Dexela, most of which had been sold during 2011), while the environmental and renewable portion is now 7 per cent., up from 3 per cent. For the D shares, the proportions are 15 per cent. and 27 per cent. respectively.

Ordinary share portfolio
Please see the end of this announcement for the PDF of the Ordinary share sector split of the portfolio by valuation as at 31 December 2011.

D share portfolio
Please see the end of this announcement for the PDF of the D share sector split of the portfolio by valuation as at 31 December 2011.

Portfolio review
In the growth portfolio, Blackbay, Mirada Medical and Rostima all showed the potential for further growth and uplifts in value and Chichester Holdings has seen a sharp increase in profitability, leading it to begin paying interest once more.

The key reductions in value in our investments were those in Xceleron, Helveta and Mi-Pay. These all operate in young, potentially high-growth, global markets and all required further financing during the year, since those markets have been taking longer to develop than anticipated. Provisions were also made against Dysis, Prime Care and Masters Pharmaceuticals.

In our asset-backed portfolio, cinemas continue to perform particularly well, while profitability continues to climb at our health and fitness clubs and our pubs. Meanwhile, Radnor House School now has twice its budgeted pupils and saw a sharp increase in value following its recent third party professional valuation.

Realisations
Your Company has been going through an extensive programme of realisations. In 2010, these amounted to £3.6 million, while in 2011, the sale of Evolutions, and the initial proceeds on Dexela amounted to £7.1 million. Together, these two disposals resulted in gains of £1.5 million above the holding levels as at 31 December 2010, and net returns since investment of £455,000.

New investments
During the year, £1.1 million was invested in renewable energy projects by the Ordinary shares and £1.1 million by the D shares. The Ordinary shares invested £600,000 and the D shares £320,000 in the MBO of Hilson Moran; and they both invested a small amount in Abcodia, a life sciences spin-out from University College London. The balances of investments were to fund growth in existing portfolio companies.

Albion Ventures LLP                                                                                                                                         
Manager
11 April 2012

Responsibility Statement

In preparing these financial statements for the year to 31 December 2011, the Directors of the Company, being Geoffrey Vero, David Pinckney, Jonathan Thornton and Andy Phillipps, confirm that to the best of their knowledge:

- summary financial information contained in this announcement and the full Annual Report and Financial Statements for the year ended 31 December 2011 for the Company has been prepared in accordance with United Kingdom Generally Accepted Accounting Practice (UK Accounting Standards and applicable law) and give a true and fair view of the assets, liabilities, financial position and profit and loss of the Company for the year ended 31 December 2011 as required by DTR 4.1.12.R;

 -the Chairman's statement and Manager's report include a fair review of the information required by DTR 4.2.7R (indication of important events during the year ended 31 December 2011 and description of principal risks and uncertainties that the Company faces); and

  -the Chairman's statement and Manager's report include a fair review of the information required by DTR 4.2.8R (disclosure of related parties transactions and changes therein).

 A detailed "Statement of Directors' responsibilities for the preparation of the Company's financial statements" is contained within the full audited Annual Report and Financial Statements.
By order of the Board

Geoffrey Vero
Chairman

Income statement

		Combined Year ended 31 December 2011			Combined Year ended 31 December 2010
	Note	Revenue	Capital	Total	Revenue	Capital	Total
		£'000	£'000	£'000	£'000	£'000	£'000
Gains on investments	3	-	1,421	1,421	-	1,005	1,005
Investment income	4	1,038	-	1,038	924	-	924
Investment management fees	5	(162)	(484)	(646)	(152)	(457)	(609)
Other expenses	6	(207)	-	(207)	(229)	-	(229)
Return on ordinary activities before tax		669	937	1,606	543	548	1,091
Tax (charge)/credit on ordinary activities	8	(152)	126	(26)	(82)	114	32
Return attributable to shareholders		517	1,063	1,580	461	662	1,123

The accompanying notes form an integral part of this announcement.

The total column of this Income statement represents the profit and loss account of the Company. The supplementary revenue and capital columns have been prepared in accordance with The Association of Investment Companies' Statement of Recommended Practice.

All revenue and capital items in the above statement derive from continuing operations.

There are no recognised gains or losses other than the results for the year disclosed above. Accordingly a Statement of total recognised gains and losses is not required.

The difference between the reported profit on ordinary activities before tax and the historical profit is due to the fair value movements on investments. As a result a note on historical cost profit and losses has not been prepared.

Disclosure of basic and diluted earnings per share is given in the underlying Ordinary and D share fund Income statements on the following pages.

Income statement (non-statutory analysis)

		Ordinary shares Year ended 31 December 2011			Ordinary shares Year ended 31 December 2010
	Note	Revenue	Capital	Total	Revenue	Capital	Total
		£'000	£'000	£'000	£'000	£'000	£'000
Gains on investments	3	-	1,289	1,289	-	985	985
Investment income	4	827	-	827	835	-	835
Investment management fees	5	(129)	(385)	(514)	(125)	(376)	(501)
Other expenses	6	(159)	-	(159)	(185)	-	(185)
Return on ordinary activities before tax		539	904	1,443	525	609	1,134
Tax (charge)/credit on ordinary activities	8	(120)	100	(20)	(78)	97	19
Return attributable to shareholders		419	1,004	1,423	447	706	1,153
Basic and diluted return per share (pence)*	10	1.4	3.3	4.7	1.5	2.4	3.9

		D shares Year ended 31 December 2011			D shares Year ended 31 December 2010
	Note	Revenue	Capital	Total	Total	Capital	Total
		£'000	£'000	£'000	£'000	£'000	£'000
Gains on investments	3	-	132	132	-	20	20
Investment income	4	211	-	211	89	-	89
Investment management fees	5	(33)	(99)	(132)	(27)	(81)	(108)
Other expenses	6	(48)	-	(48)	(44)	-	(44)
Return/(loss) on ordinary activities before tax		130	33	163	18	(61)	(43)
Tax (charge)/credit on ordinary activities	8	(32)	26	(6)	(4)	17	13
Return/(loss) attributable to shareholders		98	59	157	14	(44)	(30)
Basic and diluted return/(loss) per share (pence)*	10	1.6	0.9	2.5	0.3	(0.9)	(0.6)

* excluding treasury shares

The accompanying notes form an integral part of this announcement.

Balance sheet  

	Note	Combined 31 December 2011	Combined 31 December 2010
		£'000	£'000
Fixed asset investments	11	21,113	19,639
Current assets
Trade and other debtors	13	131	237
Current asset investments	13	637	-
Cash at bank and in hand	17	7,195	8,512
		7,963	8,749
Creditors: amounts falling due within one year	14	(262)	(470)
Net current assets		7,701	8,279
Net assets		28,814	27,918
Capital and reserves
Called up share capital	15	20,088	19,388
Share premium		636	37
Capital redemption reserve		1,917	1,426
Unrealised capital reserve		(3,143)	(5,063)
Special reserve		7,379	10,497
Treasury shares reserve		(2,699)	(2,633)
Realised capital reserve		2,713	2,860
Revenue reserve		1,923	1,406
Total equity shareholders' funds		28,814	27,918

The accompanying notes form an integral part of this announcement.

These Financial Statements were approved by the Board of Directors, and authorised for issue on 11 April 2012 and were signed on its behalf by

Geoffrey Vero
Chairman

Company number: 3654040

Balance sheet   (non-statutory analysis)

	Note	Ordinary shares 31 December 2011	Ordinary shares 31 December 2010
		£'000	£'000
Fixed asset investments	11	17,147	17,853
Current assets
Trade and other debtors	13	101	219
Current asset investments	13	137	-
Cash at bank and in hand	17	5,734	4,227
		5,972	4,446
Creditors: amounts falling due within one year	14	(214)	(279)
Net current assets		5,758	4,167
Net assets		22,905	22,020
Capital and reserves
Called up share capital	15	16,912	16,220
Share premium		631	37
Capital redemption reserve		1,917	1,426
Unrealised capital reserve		(3,269)	(5,083)
Special reserve		4,792	7,752
Treasury shares reserve		(2,699)	(2,633)
Realised capital reserve		2,825	2,924
Revenue reserve		1,796	1,377
Total equity shareholders' funds		22,905	22,020
Basic and diluted net asset value per share (pence)*	16	75.5	75.4

* excluding treasury shares

The accompanying notes form an integral part of this announcement.

Balance sheet   (non-statutory analysis)

	Note	D shares 31 December 2011	D shares 31 December 2010
		£'000	£'000
Fixed asset investments	11	3,966	1,786
Current assets
Trade and other debtors	13	30	18
Current asset investments	13	500	-
Cash at bank and in hand	17	1,461	4,285
		1,991	4,303
Creditors: amounts falling due within one year	14	(48)	(191)
Net current assets		1,943	4,112
Net assets		5,909	5,898
Capital and reserves
Called up share capital	15	3,176	3,168
Share premium		5	-
Capital redemption reserve		-	-
Unrealised capital reserve		126	20
Special reserve		2,587	2,745
Treasury shares reserve		-	-
Realised capital reserve		(112)	(64)
Revenue reserve		127	29
Total equity shareholders' funds		5,909	5,898
Basic and diluted net asset value per share (pence)*	16	93.0	93.0

* excluding treasury shares

The accompanying notes form an integral part of this announcement.

Reconciliation of movements in shareholders' funds
Combined

	Called-up share capital	Share premium	Capital redemption reserve	Unrealised capital reserve*	Special reserve*	Treasury shares reserve*	Realised capital reserve*	Revenue reserve*	Total
	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
As at 1 January 2011	19,388	37	1,426	(5,063)	10,497	(2,633)	2,860	1,406	27,918
Net realised gains on investments	-	-	-	-	-	-	1,340	-	1,340
Unrealised gains on investments	-	-	-	81	-	-	-	-	81
Transfer of unrealised losses  to realised losses	-	-	-	1,839	-	-	(1,839)	-	-
Capitalised investment management fee	-	-	-	-	-	-	(484)	-	(484)
Tax relief on costs charged to capital	-	-	-	-	-	-	126	-	126
Purchase of own treasury shares	-	-	-	-	-	(462)	-	-	(462)
Cancellation of treasury shares	(250)	-	250	-	(396)	396	-	-	-
Purchase of own shares for cancellation	(241)	-	241	-	(306)	-	-	-	(306)
Issue of equity (net of costs)	1,191	599	-	-	-	-	-	-	1,790
Transfer from special reserve to revenue reserve	-	-	-	-	(1,705)	-	-	1,705	-
Transfer from special reserve to realised capital reserve**	-	-	-	-	(711)	-	711	-	-
Revenue return attributable to shareholders	-	-	-	-	-	-	-	517	517
Dividends paid	-	-	-	-	-	-	-	(1,705)	(1,705)
As at 31 December 2011	20,088	636	1,917	(3,143)	7,379	(2,699)	2,713	1,923	28,814

	Called-up share capital	Share premium	Capital redemption reserve	Unrealised capital reserve*	Special reserve*	Treasury shares reserve*	Realised capital reserve*	Revenue reserve*	Total
	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
As at 1 January 2010	17,074	640	1,183	(6,365)	12,507	(2,540)	1,389	995	24,883
Net realised gains on investments	-	-	-	-	-	-	386	-	386
Unrealised gains on investments	-	-	-	619	-	-	-	-	619
Transfer of unrealised losses  to realised losses	-	-	-	682	-	-	(682)	-	-
Capitalised investment management fee	-	-	-	-	-	-	(457)	-	(457)
Tax relief on costs charged to capital	-	-	-	-	-	-	114	-	114
Purchase of own treasury shares	-	-	-	-	-	(289)	-	-	(289)
Cancellation of treasury shares	(121)	-	121	-	(196)	196	-	-	-
Purchase of own shares for cancellation	(120)	-	120	-	(158)	-	-	-	(158)
Issue of equity (net of costs)	2,555	2,221	-	-	-	-	-	-	4,776
Cancellation of share premium account	-	(2,824)	-	-	2,810	-	-	14	-
Transfer from special reserve to realised reserve	-	-	-	-	(3,301)	-	3,301	-	-
Revenue return attributable to shareholders	-	-	-	-	-	-	-	461	461
Dividends paid	-	-	-	-	(1,165)	-	(1,191)	(64)	(2,420)
As at 31 December 2010	19,388	37	1,426	(5,063)	10,497	(2,633)	2,860	1,406	27,918

* Included within these reserves is an amount of £6,173,000 (2010: £7,067,000) which is considered distributable. The special reserve has been treated as distributable in determining the amounts available for distribution.

** The special reserve allows the Company, amongst other things, to facilitate the payment of dividends earlier than would otherwise have been possible as transfers can be made from this reserve to the realised capital reserve to offset gross losses on disposal of investments and transferred to the revenue reserve to cover dividend payments. Accordingly, a transfer of £711,000, representing gross realised losses on disposal of investments during the year ended 31 December 2011, has been made from the special reserve to the realised capital reserve and an amount of £1,705,000 representing the dividend paid has been transferred from special reserve to revenue reserve.

Reconciliation of movements in shareholders' funds (non-statutory analysis)
Ordinary shares

	Called-up share capital	Share premium	Capital redemption reserve	Unrealised capital reserve*	Special reserve*	Treasury shares reserve*	Realised capital reserve*	Revenue reserve*	Total
	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
As at 1 January 2011	16,220	37	1,426	(5,083)	7,752	(2,633)	2,924	1,377	22,020
Net realised gains on investments	-	-	-	-	-	-	1,314	-	1,314
Unrealised (losses) on investments	-	-	-	(25)	-	-	-	-	(25)
Transfer of unrealised losses  to realised losses	-	-	-	1,839	-	-	(1,839)	-	-
Capitalised investment management fee	-	-	-	-	-	-	(385)	-	(385)
Tax relief on costs charged to capital	-	-		-	-	-	100	-	100
Purchase of own treasury shares	-	-	-	-	-	(462)	-	-	(462)
Cancellation of shares out of treasury	(250)	-	250	-	(396)	396	-	-	-
Purchase of own shares for cancellation	(241)	-	241	-	(306)	-	-	-	(306)
Issue of equity (net of costs)	1,183	594	-	-	-	-	-	-	1,777
Transfer from special reserve to revenue reserve	-	-	-	-	(1,547)	-	-	1,547	-
Transfer from special reserve to realised capital reserve**	-	-	-	-	(711)	-	711	-	-
Revenue return attributable to shareholders	-	-	-	-	-	-	-	419	419
Dividends paid	-	-	-	-	-	-	-	(1,547)	(1,547)
As at 31 December 2011	16,912	631	1,917	(3,269)	4,792	(2,699)	2,825	1,796	22,905
	Called-up share capital	Share premium	Capital redemption reserve	Unrealised capital reserve*	Special reserve*	Treasury shares reserve*	Realised capital reserve*	Revenue reserve*	Total
	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
As at 1 January 2010	16,357	-	1,183	(6,365)	12,507	(2,540)	1,390	994	23,526
Net realised gains on investments	-	-	-	-	-	-	386	-	386
Unrealised gains on investments	-	-	-	599	-	-	-	-	599
Transfer of unrealised losses  to realised losses	-	-	-	682	-	-	(682)	-	-
Capitalised investment management fee	-	-	-	-	-	-	(376)	-	(376)
Tax relief on costs charged to capital	-	-	-	-	-	-	97	-	97
Purchase of own treasury shares	-	-	-	-	-	(289)	-	-	(289)
Cancellation of treasury shares	(121)	-	121	-	(196)	196	-	-	-
Purchase of own shares for cancellation	(120)	-	120	-	(158)	-	-	-	(158)
Issue of equity (net of costs)	104	37	-	-	-	-	-	-	141
Transfer from special reserve to realised reserve	-	-	-	-	(3,301)	-	3,301	-	-
Revenue return attributable to shareholders	-	-	-	-	-	-	-	447	447
Dividends paid	-	-	-	-	(1,100)	-	(1,191)	(64)	(2,355)
As at 31 December 2010	16,220	37	1,426	(5,083)	7,752	(2,633)	2,924	1,377	22,020

* Included within these reserves is an amount of £3,445,000 (2010: £4,337,000) which is considered distributable. The special reserve has been treated as distributable in determining the amounts available for distribution.

** The special reserve allows the Company, amongst other things, to facilitate the payment of dividends earlier than would otherwise have been possible as transfers can be made from this reserve to the realised capital reserve to offset gross losses on disposal of investments and transferred to the revenue reserve to cover dividend payments. Accordingly, a transfer of £711,000, representing gross realised losses on disposal of investments during the year ended 31 December 2011, has been made from the special reserve to the realised capital reserve and an amount of £1,547,000 representing the dividend paid has been transferred from the special reserve to revenue reserve.

Reconciliation of movements in shareholders' funds (non-statutory analysis)
D shares

	Called-up share capital	Share premium	Capital redemption reserve	Unrealised capital reserve	Special reserve*	Treasury shares reserve*	Realised capital reserve*	Revenue reserve*	Total
	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
As at 1 January 2011	3,168	-	-	20	2,745	-	(64)	29	5,898
Net realised gains on investments	-	-	-	-	-	-	26	-	26
Unrealised gains on investments	-	-	-	106	-	-	-	-	106
Capitalised investment management fee	-	-	-	-	-	-	(99)	-	(99)
Tax relief on costs charged to capital	-	-	-	-	-	-	26	-	26
Issue of equity (net of costs)	8	5	-	-	-	-	-	-	13
Transfer from special reserve to revenue reserve	-	-	-	-	(158)	-	-	158	-
Revenue return attributable to shareholders	-	-	-	-	-	-	-	98	98
Dividends paid	-	-	-	-	-	-	-	(158)	(158)
As at 31 December 2011	3,176	5	-	126	2,587	-	(112)	127	5,909

	Called-up share capital	Share premium	Capital redemption reserve	Unrealised capital reserve	Special reserve*	Treasury shares reserve*	Realised capital reserve*	Revenue reserve*	Total
	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
As at 1 January 2010	717	640	-	-	-	-	(1)	1	1,357
Unrealised gains on investments	-	-	-	20	-	-	-	-	20
Capitalised investment management fee	-	-	-	-	-	-	(81)	-	(81)
Tax relief on costs charged to capital	-	-	-	-	-	-	17	-	17
Issue of equity (net of costs)	2,451	2,184	-	-	-	-	-	-	4,635
Cancellation of share premium account	-	(2,824)	-	-	2,810	-	-	14	-
Revenue return attributable to shareholders	-	-	-	-	-	-	-	14	14
Dividends paid	-	-	-	-	(65)	-	-	-	(65)
As at 31 December 2010	3,168	-	-	20	2,745	-	(64)	29	5,898

* Included within these reserves is an amount of £2,602,000 (2010: £2,710,000) which is considered distributable. The special reserve has been treated as distributable in determining the amounts available for distribution.

The special reserve allows the Company, amongst other things, to facilitate the payment of dividends earlier than would otherwise have been possible as transfers can be made from this reserve to the realised capital reserve to offset gross losses on disposal of investments and transferred to the revenue reserve to cover dividend payments. Accordingly, a transfer of £158,000 representing the dividend paid has been transferred from the special reserve to the revenue reserve.

Cash flow statement

		Note	Combined Year ended 31 December 2011 £'000	Combined Year ended 31 December 2010 £'000
Operating activities
Investment income received			873	706
Deposit interest received			93	136
Dividend income received			19	50
Other income received			1	-
Investment management fees paid			(643)	(600)
Other cash payments			(224)	(211)
Net cash flow from operating activities		18	119	81
Taxation
UK corporation tax recovered			125	44
Capital expenditure and financial investments
Purchase of  fixed asset investments			(5,311)	(3,188)
Disposal of  fixed asset investments			4,932	3,590
Purchase of current asset investments			(500)	-
Net cash flow from investing activities			(879)	402
Equity dividends paid
Dividends paid  (net of cost of shares issued under the Dividend Reinvestment Scheme)			(1,585)	(2,265)
Net cash flow before financing			(2,220)	(1,738)
Financing
Issue of share capital (net of costs)			1,671	4,792
Purchase of own shares		15	(768)	(446)
Costs of cancelling share premium account			-	(6)
Interclass payments			-	2
Net cash flow from financing			903	4,342
Cash flow in the year		17	(1,317)	2,604

Cash flow statement (non-statutory analysis)

		Note	Ordinary shares Year ended 31 December 2011 £'000	Ordinary shares Year ended 31 December 2010 £'000
Operating activities
Investment income received			755	692
Deposit interest received			55	65
Dividend income received			19	50
Other income received			1	-
Investment management fees paid			(511)	(525)
Other cash payments			(174)	(181)
Net cash flow from operating activities		18	145	101
Taxation
UK corporation tax recovered			125	44
Capital expenditure and financial investments
Purchase of  fixed asset investments			(3,131)	(1,567)
Disposal of  fixed asset investments			4,906	3,590
Net cash flow from investing activities			1,775	2,023
Equity dividends paid
Dividends paid (net of cost of shares issued under Dividend Reinvestment Scheme)			(1,441)	(2,200)
Net cash flow before financing			604	(32)
Financing
Issue of share capital (net of costs)			1,671	-
Purchase of own shares		15	(768)	(446)
Costs of cancelling share premium account			-	(6)
Interclass payments			-	2
Net cash flow from financing			903	(450)
Cash flow in the year		17	1,507	(482)

Cash flow statement (non-statutory analysis)

Note

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