Annual Financial Report
As required by the UK Listing Authority's Disclosure and Transparency Rules 4.1
and 6.3, Albion Technology & General VCT PLC today makes public its information
relating to the Annual Report and Financial Statements for the year ended 31
December 2009.
This announcement was approved by the Board of Directors on 12 April 2010.
This announcement has not been audited.
Please click on the following link to view the full Annual Report and Financial
Statements (which have been audited) for the year to 31 December 2009. The
information contained in this link includes information as required by the
Disclosure and Transparency Rules, including Rule 4.1.
Annual Report and Financial Statements:
http://hugin.info/141789/R/1403128/357555.pdf
Alternatively you may view the Annual Report and Financial Statements at:
www.albion-ventures.co.uk <
http://www.albion-ventures.co.uk/> by clicking on the
'Our Funds' section.
Investment objectives
Albion Technology & General VCT PLC ("the Company") is a Venture Capital Trust
which raised £14.3 million in December 2000 and 2002, and raised a further £35.0
million during 2006 through the launch of a C share issue. The Company offers
investors the opportunity to participate in a balanced portfolio of technology
and non-technology businesses. The Company's investment portfolio is intended to
be split approximately as follows:
* 40 per cent. in unquoted UK technology-related companies; and
* 60 per cent. in unquoted UK non-technology companies.
Financial calendar
+---------------------------------------------------------------+--------------+
|Annual General Meeting | 21 June 2010|
+---------------------------------------------------------------+--------------+
|Record date for first dividend | 23 April 2010|
+---------------------------------------------------------------+--------------+
|Payment of first dividend | 21 May 2010|
+---------------------------------------------------------------+--------------+
|Announcement of interim results for the six months ended 30 | August 2010|
|June 2010 | |
+---------------------------------------------------------------+--------------+
|Payment of second dividend subject to Board approval |September 2010|
+---------------------------------------------------------------+--------------+
Financial highlights
+-------------------+-----------------------------+----------------------------+
| Â | Ordinary shares | C shares |
+-------------------+--------------+--------------+--------------+-------------+
| | 31 December| 31 December| 31 December| 31 December|
| | 2009 (pence| 2008 (pence| 2009 (pence| 2008 (pence|
| | per| per| per| per|
| Â | share)| share)| share)| share)|
+-------------------+--------------+--------------+--------------+-------------+
|Â |Â |Â |Â |Â |
+-------------------+--------------+--------------+--------------+-------------+
|Dividends paid | -| 16.0| 1.0| 4.5|
+-------------------+--------------+--------------+--------------+-------------+
|Revenue return | 2.5| 4.4| 1.5| 3.0|
+-------------------+--------------+--------------+--------------+-------------+
|Capital | | | | |
|return/(loss) | 3.2| (16.0)| (8.1)| (11.4)|
+-------------------+--------------+--------------+--------------+-------------+
|Net asset value | 92.7| 86.8| 72.7| 79.8|
+-------------------+--------------+--------------+--------------+-------------+
Total shareholder net asset value return to
31
December 2009:
Ordinary shares C shares
31 December 2009 31 December 2009
 (pence per share) (pence per share)
--------------------------------------------------------------------------------
Total dividends paid during the year ended:
31 December 2001 1.0 -
31 December 2002 2.0 -
31 December 2003 1.5 -
31 December 2004 7.5 -
31 December 2005 9.0 -
31 December 2006 8.0 0.5
31 December 2007 8.0 2.5
31 December 2008 16.0 4.5
31 December 2009 - 1.0
------------------------------------
Total dividends paid to 31 December 2009 53.0 8.5
Net asset value as at 31 December 2009 92.7 72.7
------------------------------------
Total net asset return to 31 December 2009 145.7 81.2
------------------------------------
The Ordinary shares' dividend of 8.0 pence per share for 2009 was paid in
advance on 30 December 2008. The C shares' first dividend for 2009 of 1.5 pence
per share was also paid in advance on 30 December 2008.
In addition to the dividends paid above, the Board has declared a first dividend
for the year ending 31 December 2010, of 4 pence per Ordinary share (paid out of
revenue profits and realised capital gains) and 1.5 pence per C share (paid out
of revenue profits) on 21 May 2010 to shareholders on the register at 23 April
2010.
Chairman's statement
Introduction
The Company's results for the 12 months to 31 December 2009 show a contrasting
performance for the Ordinary shares and the C shares. This is a reflection of
the relative maturity of the Ordinary share portfolio, and its ability to show
positive returns in a difficult year of recession in the UK, compared to the
relatively immature C share portfolio which has yet to develop the robustness
that is required to show growth in a recessionary environment. The Ordinary
share portfolio, some of whose investments are now in excess of 8 years old,
showed a positive total return of 5.7 pence per share, and an increase in net
asset value to 92.7 pence. The C share portfolio, by contrast, whose average
age of investment is around 2 years, showed a negative total return of 6.6 pence
per share, and a fall in net asset value per share to 72.7 pence. Importantly,
the C share portfolio showed a small positive return during the second half of
the year.
Investment progress and prospects
Although the Ordinary share portfolio showed a reduction in investment income
against the previous year of some 37%, principally as a result of falling
interest rates, the investment portfolio increased in value by £793,000 (net of
additions and disposals in the year). This was principally due to the strong
performance of two of our older investments, Peakdale Molecular Limited and
Consolidated PR Limited, both of which were made in 2001 and have shown an
ability to increase profitability in a recessionary environment. Â This has
combined with a strong uplift on the sale of your Company's residual AIM quoted
stocks. Together, these helped to offset the downward valuations of other parts
of the portfolio, including Evolutions Television Limited, Chichester Holdings
Limited and The Charnwood Pub Company Limited.
The C share portfolio saw a decline in income against the previous year of 49%
for similar reasons to the Ordinary share portfolio, but exacerbated by the
higher level of cash holdings. The losses on the investment portfolio amounted
to £1.8 million (net of additions and disposals in the year), of which the
largest element was a provision made against Chichester Holdings Limited.
Partial provisions were also made against Rostima Limited and Oxsensis Limited,
while third party valuations of our asset-backed portfolio resulted in downwards
valuations amongst our pub and health club investments. Nevertheless, certain
investments saw a marked improvement as they began to exploit global markets
through their innovative products and services, including Helveta Limited,
Xceleron Limited and Blackbay Limited.
New investments totalling £1.4 million for the Ordinary shares and £2.5 million
for the C shares were made in three new investee companies and 15 existing
investee companies. A variety of new investment opportunities at attractive
valuations is under review, particularly in the health care sector, though the
environmental sector is also likely to be an area for growth over the next
period.
Risks and uncertainties
While the recession in the UK appears to have eased over the last quarter of the
year, we remain cautious over the longer term outlook for the UK economy in the
light of high personal, corporate and national debt levels, and this continues
to be the key risk affecting the Company. Nevertheless, despite pressures on
certain of our investee companies, the portfolio as a whole remains cash
generative and it remains our general policy for investee companies to have no
external bank borrowings. We therefore continue to believe that over the longer
term, the current reductions in valuation, particularly in the C share
portfolio, represent value deferred rather than value permanently lost.
A detailed analysis of the other risks and uncertainties facing the business is
shown in note 23 to this announcement.
Other information
Details of the issue of shares under the terms of dividend reinvestment scheme
are shown in note 16.
Details of related party transactions are shown in note 22 to this announcement
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 policy to maintain a narrower discount to net asset value than has been
the case over the past 18 months, when the discount increased during the crisis
that affected financial markets.
Results and dividends
As at 31 December 2009, the net asset value of the Ordinary shares was 92.7
pence per share, and the net asset value of the C shares was 72.7 pence per
share. The revenue return before taxation for the Ordinary shares was £432,000
compared to £773,000 for the previous period and for the C shares was £544,000
compared to £1.44 million the previous year. The Company will pay a first
dividend for the financial year to 31 December 2010 of 4 pence per Ordinary
share and 1.5 pence per C share. Dividends will be paid on 21 May 2010 to
shareholders on the register on 23 April 2010.
Outlook and prospects
As mentioned above, a number of investee companies, particularly in the
technology portfolio, are beginning to show a significant degree of traction in
the international markets within which they operate, indicating their longer
term potential for value creation. Meanwhile, though many of the asset based
investments have been written down in line with the property markets, almost all
units remain profitable at the operating level. Overall, we consider that the
strong performance of the Ordinary share portfolio is an indication as to the
potential of the C share portfolio over the longer term as the portfolio
matures. This is particularly the case in the technology portfolio where a
number of companies are involved in early stage but fast-growing global markets.
Dr Neil Cross
Chairman
Manager's report
The sector analysis of Albion Technology & General VCT PLC's investment
portfolio as at 31 December 2009 is shown below. The non-technology element of
the portfolio now accounts for 56 per cent of the Ordinary shares and 40 per
cent of the C shares, while the technology portfolio accounts for 26 per cent of
the Ordinary shares and 30 per cent. of the C shares (by valuation), with cash
and liquid resources providing the balance. It is anticipated going forward
that the health care segment, which currently accounts for 18 per cent of the
Ordinary shares and 15 per cent of the C shares, will increase further, as will
the environmental segment. Both of these sectors have the capacity for
asset-backed as well as growth, investments.
Ordinary share portfolio
The following is the sector split of the Ordinary share portfolio by valuation
as at 31 December 2009:
Ordinary share pie chart:
http://hugin.info/141789/R/1403128/357492.pdf
Source: Albion Ventures LLP
C share portfolio
The following is the sector split of the C share portfolio by valuation as at
31 December 2009:
C share pie chart:
http://hugin.info/141789/R/1403128/357496.pdf
Source: Albion Ventures LLP
New investments
During the year, the Ordinary share portfolio invested £0.82 million in three
new investments and £0.58 million in fifteen existing companies. The C Share
portfolio invested £1.1 million in three new investments and £1.4 million in
nine existing companies. One of the new investments was Forth Photonics which
is in the healthcare sector, and has a novel form of scanning for certain forms
of cancers. In addition, we acquired four landmark freehold London pubs through
Geronimo Inns.
Portfolio review
Certain companies in the technology portfolio have been performing strongly. A
particularly good performance was seen by Blackbay Limited, whose mobile
solutions for the logistics sector, including a substantial contract with the
Post Office and strong international orders, have led to a sharp increase in
profitability. Significant new contracts won by Helveta Limited reinforce the
Company's dominant role in the traceability of tropical timber, while Xceleron
Limited, which provides novel drug development services to the pharmaceutical
industry, also saw strong growth and a welcome return to profitability. In the
non-technology portfolio, trading at Lowcosttravelgroup Limited also showed
substantial growth during the year with over one million customers over the past
12 months, while sales at Opta Sports Data Limited grew by 50 per cent. The two
largest write downs in the non-technology portfolio were Chichester Holdings
Limited and Evolutions Television Limited, both of whose markets have been
affected by the recession. In addition, two investments were restructured with a
view to allowing them to return to profitability, being Green Energy Property
Services Limited (formerly Vibrant Energy Surveys Limited) and Red-M Wireless
Limited.
We have also restructured some of our pub investments, resulting in an increase
in income to the Company. Almost all of our pubs are now trading profitably at
the operating level and, as managed sites, have a strong competitive edge over
the tenanted pubs, which remain a major feature of the UK sector. Again, despite
the write-downs, our health and fitness clubs are profitable at the operating
level, in excellent locations and with growing membership. However, during the
year, one company went into administration, being our small investment in
Riverbourne Health Club Limited in Chertsey, resulting in the loss of 50 per
cent. of the VCT's total investment of £340,000.
We continue to work with our investee companies to ensure that they are
adequately funded in this difficult financial environment, and at the same time,
we are seeking to ensure that the income to the Company is maintained and, where
possible, increased.
Albion Ventures LLP
Manager
Responsibility Statement
In preparing these financial statements for the year to 31 December 2009, the
Directors of the Company, being Dr. Neil Cross, Lt. Gen. Sir Edmund Burton,
Michael Hart and Patrick Reeve, 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 2009 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 2009 as required
by DTR 4.2.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 2009 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 which is attached to this announcement.
By order of the Board
Neil Cross
Chairman
Income statement
+----------------------+----+-----------------------+-----------------------+
| Â | Â | Combined | Combined |
+----------------------+----+-----------------------+-----------------------+
| | |Year ended 31 December |Year ended 31 December |
| Â | Â | 2009 | 2008 |
+----------------------+----+-------+-------+-------+-------+-------+-------+
| Â | Â |Revenue|Capital| Total|Revenue|Capital| Total|
+----------------------+----+-------+-------+-------+-------+-------+-------+
|  |Note| £'000| £'000| £'000| £'000| £'000| £'000|
+----------------------+----+-------+-------+-------+-------+-------+-------+
|Losses on investments | 3 | -|(1,979)|(1,979)| -|(5,801)|(5,801)|
+----------------------+----+-------+-------+-------+-------+-------+-------+
|Investment income | 4 | 1,396| -| 1,396| 2,602| -| 2,602|
+----------------------+----+-------+-------+-------+-------+-------+-------+
|Investment management | | | | | | | |
|fees | 5 | (233)| (698)| (931)| (304)| (912)|(1,216)|
+----------------------+----+-------+-------+-------+-------+-------+-------+
|Recovery of VAT | 6 | 23| 68| 91| 144| 431| 575|
+----------------------+----+-------+-------+-------+-------+-------+-------+
|Other expenses | 7 | (210)| -| (210)| (233)| -| (233)|
+----------------------+----+-------+-------+-------+-------+-------+-------+
|Return/(loss) on | | | | | | | |
|ordinary activities | | | | | | | |
|before tax | Â | 976|(2,609)|(1,633)| 2,209|(6,282)|(4,073)|
+----------------------+----+-------+-------+-------+-------+-------+-------+
|Tax (charge)/credit on| | | | | | | |
|ordinary activities | 9 | (122)| 187| 65| (574)| 137| (437)|
+----------------------+----+-------+-------+-------+-------+-------+-------+
|Return/(loss) | | | | | | | |
|attributable to | | | | | | | |
|shareholders |Â | 854|(2,422)|(1,568)| 1,635|(6,145)|(4,510)|
+----------------------+----+-------+-------+-------+-------+-------+-------+
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 loss 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.
Income statement (non-statutory analysis)
+-------------------+----+-----------------------+-----------------------+
| Â | Â | Ordinary shares | Ordinary shares |
+-------------------+----+-----------------------+-----------------------+
| | |Year ended 31 December |Year ended 31 December |
| Â | Â | 2009 | 2008 |
+-------------------+----+-------+-------+-------+-------+-------+-------+
|Â | Â |Revenue|Capital| Total|Revenue|Capital| Total|
+-------------------+----+-------+-------+-------+-------+-------+-------+
| |Note| £'000| £'000| £'000| £'000| £'000| £'000|
+-------------------+----+-------+-------+-------+-------+-------+-------+
|Gains/(losses) on | | | | | | | |
|investments |3 | -| 502| 502| -|(2,029)|(2,029)|
+-------------------+----+-------+-------+-------+-------+-------+-------+
|Investment income |4 | 547| -| 547| 875| -| 875|
+-------------------+----+-------+-------+-------+-------+-------+-------+
|Investment | | | | | | | |
|management fees |5 | (72)| (215)| (287)| (94)| (281)| (375)|
+-------------------+----+-------+-------+-------+-------+-------+-------+
|Recovery of VAT |6 | 23| 68| 91| 61| 182| 243|
+-------------------+----+-------+-------+-------+-------+-------+-------+
|Other expenses |7 | (66)| -| (66)| (69)| -| (69)|
+-------------------+----+-------+-------+-------+-------+-------+-------+
|Return/(loss) on | | | | | | | |
|ordinary activities| | | | | | | |
|before tax |Â | 432| 355| 787| 773|(2,128)|(1,355)|
+-------------------+----+-------+-------+-------+-------+-------+-------+
|Tax (charge)/credit| | | | | | | |
|on ordinary | | | | | | | |
|activities |9 | (104)| 54| (50)| (196)| 28| (168)|
+-------------------+----+-------+-------+-------+-------+-------+-------+
|Return/(loss) | | | | | | | |
|attributable to | | | | | | | |
|shareholders |Â | 328| 409| 737| 577|(2,100)|(1,523)|
+-------------------+----+-------+-------+-------+-------+-------+-------+
|Basic and diluted | | | | | | | |
|return/(loss) per | | | | | | | |
|share (pence)* |11 | 2.5| 3.2| 5.7| 4.4| (16.0)| (11.6)|
+-------------------+----+-------+-------+-------+-------+-------+-------+
* excluding treasury shares
Income statement (non-statutory analysis)
+-----------------------+----+-----------------------+-----------------------+
| Â | Â | C shares | C shares |
+-----------------------+----+-----------------------+-----------------------+
| | |Year ended 31 December |Year ended 31 December |
| Â | Â | 2009 | 2008 |
+-----------------------+----+-------+-------+-------+-------+-------+-------+
| Â | Â |Revenue|Capital| Total|Revenue|Capital| Total|
+-----------------------+----+-------+-------+-------+-------+-------+-------+
|  |Note| £'000| £'000| £'000| £'000| £'000| £'000|
+-----------------------+----+-------+-------+-------+-------+-------+-------+
|Losses on investments | 3 | -|(2,481)|(2,481)| -|(3,772)|(3,772)|
+-----------------------+----+-------+-------+-------+-------+-------+-------+
|Investment income | 4 | 849| -| 849| 1,727| -| 1,727|
+-----------------------+----+-------+-------+-------+-------+-------+-------+
|Investment | | | | | | | |
|management fees | 5 | (161)| (483)| (644)| (210)| (631)| (841)|
+-----------------------+----+-------+-------+-------+-------+-------+-------+
|Recovery of VAT | Â | -| -| -| 83| 249| 332|
+-----------------------+----+-------+-------+-------+-------+-------+-------+
|Other expenses | 7 | (144)| -| (144)| (164)| -| (164)|
+-----------------------+----+-------+-------+-------+-------+-------+-------+
|Return/(loss) on | | | | | | | |
|ordinary activities | | | | | | | |
|before tax | Â | 544|(2,964)|(2,420)| 1,436|(4,154)|(2,718)|
+-----------------------+----+-------+-------+-------+-------+-------+-------+
|Tax (charge)/credit on | | | | | | | |
|ordinary activities | 9 | (18)| 133| 115| (378)| 109| (269)|
+-----------------------+----+-------+-------+-------+-------+-------+-------+
|Return/(loss) | | | | | | | |
|attributable to | | | | | | | |
|shareholders | Â | 526|(2,831)|(2,305)| 1,058|(4,045)|(2,987)|
+-----------------------+----+-------+-------+-------+-------+-------+-------+
|Basic and diluted | | | | | | | |
|return/(loss) per share| | | | | | | |
|(pence)* | 11 | 1.5| (8.1)| (6.6)| 3.0| (11.4)| (8.4)|
+-----------------------+----+-------+-------+-------+-------+-------+-------+
* excluding treasury shares
Balance sheet
+--------------------------------+------+------------------+------------------+
| Â | Â | Combined | Combined |
+--------------------------------+------+------------------+------------------+
| Â | Â | 31 December 2009 | 31 December 2008 |
+--------------------------------+------+------------------+------------------+
|  | Note | £'000 | £'000 |
+--------------------------------+------+------------------+------------------+
| Fixed asset investments | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Qualifying | Â | 26,819 | 25,710 |
+--------------------------------+------+------------------+------------------+
| Non-qualifying | Â | 566 | 918 |
+--------------------------------+------+------------------+------------------+
| AIM | Â | 20 | 284 |
+--------------------------------+------+------------------+------------------+
| Total fixed asset investments | 12 | 27,405 | 26,912 |
+--------------------------------+------+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Current assets | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Trade and other debtors | 14 | 319 | 1,525 |
+--------------------------------+------+------------------+------------------+
| Current asset investment | 14 | 1,014 | 9,938 |
+--------------------------------+------+------------------+------------------+
| Cash at bank and in hand | Â | 8,749 | 1,859 |
+--------------------------------+------+------------------+------------------+
| Â | Â | 10,082 | 13,322 |
+--------------------------------+------+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Creditors: amounts falling due | | | |
| within one year | 15 | (375) | (599) |
+--------------------------------+------+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Net current assets | Â | 9,707 | 12,723 |
+--------------------------------+------+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Net assets | Â | 37,112 | 39,635 |
+--------------------------------+------+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Capital and reserves | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Called up share capital | Â | 24,680 | 24,660 |
+--------------------------------+------+------------------+------------------+
| Share premium | Â | 259 | 256 |
+--------------------------------+------+------------------+------------------+
| Capital redemption reserve | Â | 400 | 400 |
+--------------------------------+------+------------------+------------------+
| Unrealised capital reserve | Â | (10,083) | (9,176) |
+--------------------------------+------+------------------+------------------+
| Special reserve | Â | 21,327 | 21,327 |
+--------------------------------+------+------------------+------------------+
| Own treasury shares reserve | Â | (1,372) | (743) |
+--------------------------------+------+------------------+------------------+
| Realised capital reserve | Â | 845 | 2,360 |
+--------------------------------+------+------------------+------------------+
| Revenue reserve | Â | 1,056 | 551 |
+--------------------------------+------+------------------+------------------+
| Total equity shareholders' | | | |
| funds | Â | 37,112 | 39,635 |
+--------------------------------+------+------------------+------------------+
* excluding treasury shares
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 12 April 2010 and were signed on its behalf by
Dr Neil Cross
Chairman
Company number: 4114310
Balance sheet (non-statutory analysis)
+--------------------------------+------+------------------+------------------+
| Â | Â | Ordinary shares | Ordinary shares |
+--------------------------------+------+------------------+------------------+
| Â | Â | 31 December 2009 | 31 December 2008 |
+--------------------------------+------+------------------+------------------+
|  | Note | £'000 | £'000 |
+--------------------------------+------+------------------+------------------+
| Fixed asset investments | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Qualifying | Â | 9,312 | 8,270 |
+--------------------------------+------+------------------+------------------+
| Non-qualifying | Â | 452 | 424 |
+--------------------------------+------+------------------+------------------+
| AIM | Â | 20 | 284 |
+--------------------------------+------+------------------+------------------+
| Total fixed asset investments | 12 | 9,784 | 8,978 |
+--------------------------------+------+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Current assets | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Trade and other debtors | 14 | 60 | 714 |
+--------------------------------+------+------------------+------------------+
| Cash at bank and in hand | 18 | 2,168 | 1,647 |
+--------------------------------+------+------------------+------------------+
| Â | Â | 2,228 | 2,361 |
+--------------------------------+------+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Creditors: amounts falling due | | | |
| within one year | 15 | (110) | (79) |
+--------------------------------+------+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Net current assets | Â | 2,118 | 2,282 |
+--------------------------------+------+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Net assets | Â | 11,902 | 11,260 |
+--------------------------------+------+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Capital and reserves | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Called up share capital | 16 | 6,851 | 6,851 |
+--------------------------------+------+------------------+------------------+
| Share premium | Â | 215 | 215 |
+--------------------------------+------+------------------+------------------+
| Capital redemption reserve | Â | 400 | 400 |
+--------------------------------+------+------------------+------------------+
| Unrealised capital reserve | Â | (3,930) | (4,747) |
+--------------------------------+------+------------------+------------------+
| Special reserve | Â | 5,554 | 5,554 |
+--------------------------------+------+------------------+------------------+
| Own treasury shares reserve | Â | (808) | (713) |
+--------------------------------+------+------------------+------------------+
| Realised capital reserve | Â | 2,913 | 3,321 |
+--------------------------------+------+------------------+------------------+
| Revenue reserve | Â | 707 | 379 |
+--------------------------------+------+------------------+------------------+
| Total equity shareholders' | | | |
| funds | Â | 11,902 | 11,260 |
+--------------------------------+------+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+------+------------------+------------------+
| Basic and diluted net asset | | | |
| value per share (pence)* | 17 | 92.7 | 86.8 |
+--------------------------------+------+------------------+------------------+
* excluding treasury shares
The accompanying notes form an integral part of this announcement.
Balance sheet (non-statutory analysis)
+--------------------------------+----+------------------+------------------+
| Â | Â | C shares | C shares |
+--------------------------------+----+------------------+------------------+
| Â | Â | 31 December 2009 | 31 December 2008 |
+--------------------------------+----+------------------+------------------+
|  |  | £'000 | £'000 |
+--------------------------------+----+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+----+------------------+------------------+
| Fixed asset investments | Â | Â | Â |
+--------------------------------+----+------------------+------------------+
| Qualifying | Â | 17,507 | 17,440 |
+--------------------------------+----+------------------+------------------+
| Non-qualifying | Â | 114 | 494 |
+--------------------------------+----+------------------+------------------+
| Total fixed asset investments | 12 | 17,621 | 17,934 |
+--------------------------------+----+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+----+------------------+------------------+
| Current assets | Â | Â | Â |
+--------------------------------+----+------------------+------------------+
| Trade and other debtors | 14 | 259 | 811 |
+--------------------------------+----+------------------+------------------+
| Current asset investment | 14 | 1,014 | 9,938 |
+--------------------------------+----+------------------+------------------+
| Cash at bank and in hand | 18 | 6,581 | 212 |
+--------------------------------+----+------------------+------------------+
| Â | Â | 7,854 | 10,961 |
+--------------------------------+----+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+----+------------------+------------------+
| Creditors: amounts falling due | | | |
| within one year | 15 | (265) | (520) |
+--------------------------------+----+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+----+------------------+------------------+
| Â | | | |
| Net current assets | Â | 7,589 | 10,441 |
+--------------------------------+----+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+----+------------------+------------------+
| Net assets | Â | 25,210 | 28,375 |
+--------------------------------+----+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+----+------------------+------------------+
| Capital and reserves | Â | Â | Â |
+--------------------------------+----+------------------+------------------+
| Called up share capital | 16 | 17,829 | 17,809 |
+--------------------------------+----+------------------+------------------+
| Share premium | Â | 44 | 41 |
+--------------------------------+----+------------------+------------------+
| Unrealised capital reserve | Â | (6,153) | (4,429) |
+--------------------------------+----+------------------+------------------+
| Special reserve | Â | 15,773 | 15,773 |
+--------------------------------+----+------------------+------------------+
| Own treasury shares reserve | Â | (564) | (30) |
+--------------------------------+----+------------------+------------------+
| Realised capital reserve | Â | (2,068) | (961) |
+--------------------------------+----+------------------+------------------+
| Revenue reserve | Â | 349 | 172 |
+--------------------------------+----+------------------+------------------+
| Total equity shareholders' | | | |
| funds | Â | 25,210 | 28,375 |
+--------------------------------+----+------------------+------------------+
| Â | Â | Â | Â |
+--------------------------------+----+------------------+------------------+
| Basic and diluted net asset | | | |
| value per share (pence)* | 17 | 72.7 | 79.8 |
+--------------------------------+----+------------------+------------------+
* excluding treasury shares
The accompanying notes form an integral part of these Financial Statements.
Reconciliation of movement in shareholders' funds
Combined
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
| | | | | | | Own| | | |
| |Called-up| | Capital|Unrealised| |treasury|Realised| | |
| | share| Share|redemption| capital| Special| share| capital| Revenue| |
| Â | capital|premium| reserve| reserve *|reserve*|reserve*|reserve*|reserve*| Total|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|  | £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|As at 1 | | | | | | | | | |
|January 2009| 24,660| 256| 400| (9,176)| 21,327| (743)| 2,360| 551| 39,635|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Net realised| | | | | | | | | |
|gains on | | | | | | | | | |
|investments | | | | | | | | | |
|in the year | -| -| -| -| -| -| 282| -| 282|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Unrealised | | | | | | | | | |
|losses on | | | | | | | | | |
|investments | -| -| -| (2,261)| -| -| -| -|(2,261)|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Transfer of | | | | | | | | | |
|previously | | | | | | | | | |
|unrealised | | | | | | | | | |
|losses on | | | | | | | | | |
|sale of | | | | | | | | | |
|investments | -| -| -| 1,354| -| -| (1,354)| -| -|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Capitalised | | | | | | | | | |
|investment | | | | | | | | | |
|management | | | | | | | | | |
|fee | -| -| -| -| -| -| (698)| -| (698)|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Capitalised | | | | | | | | | |
|recoverable | | | | | | | | | |
|VAT | -| -| -| -| -| -| 68| -| 68|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Tax on | | | | | | | | | |
|capitalised | | | | | | | | | |
|management | | | | | | | | | |
|fees | -| -| -| -| -| -| 187| -| 187|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Purchase of | | | | | | | | | |
|own treasury| | | | | | | | | |
|shares | -| -| -| -| -| (629)| -| -| (629)|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Issue of | | | | | | | | | |
|equity (net | | | | | | | | | |
|of costs) | 20| 3| -| -| -| -| -| -| 23|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Revenue | | | | | | | | | |
|return | | | | | | | | | |
|attributable| | | | | | | | | |
|to | | | | | | | | | |
|shareholders| -| -| -| -| -| -| -| 854| 854|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Dividends | | | | | | | | | |
|paid | -| -| -| -| -| -| -| (349)| (349)|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|As at 31 | | | | | | | | | |
|December | | | | | | | | | |
|2009 | 24,680| 259| 400| (10,083)| 21,327| (1,372)| 845| 1,056| 37,112|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
| | | | | | | Own| | | |
| |Called-up| | Capital|Unrealised| |treasury|Realised| | |
| | share| Share|redemption| capital| Special| share| capital| Revenue| |
| Â | capital|premium| reserve| reserve *|reserve*|reserve*|reserve*|reserve*| Total|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|  | £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|As at 1 | | | | | | | | | |
|January 2008| 24,535| 165| 400| (2,692)| 21,322| (282)| 3,322| 1,298| 48,068|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Net realised| | | | | | | | | |
|gains on | | | | | | | | | |
|investments | | | | | | | | | |
|in the year | -| -| -| -| -| -| 434| -| 434|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Unrealised | | | | | | | | | |
|losses on | | | | | | | | | |
|investments | -| -| -| (6,235)| -| -| -| -|(6,235)|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Transfer of | | | | | | | | | |
|previously | | | | | | | | | |
|unrealised | | | | | | | | | |
|gains on | | | | | | | | | |
|sale of | | | | | | | | | |
|investments | -| -| -| (249)| -| -| 249| -| -|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Capitalised | | | | | | | | | |
|investment | | | | | | | | | |
|management | | | | | | | | | |
|fee | -| -| -| -| -| -| (912)| -| (912)|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Capitalised | | | | | | | | | |
|recoverable | | | | | | | | | |
|VAT | -| -| -| -| -| -| 431| -| 431|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Tax on | | | | | | | | | |
|capitalised | | | | | | | | | |
|management | | | | | | | | | |
|fees | -| -| -| -| -| -| 137| -| 137|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Release of | | | | | | | | | |
|previous | | | | | | | | | |
|cost accrual| -| -| -| -| 5| -| -| -| 5|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Purchase of | | | | | | | | | |
|own treasury| | | | | | | | | |
|shares | -| -| -| -| -| (461)| -| -| (461)|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Issue of | | | | | | | | | |
|equity (net | | | | | | | | | |
|of costs) | 125| 91| -| -| -| -| -| -| 216|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Revenue | | | | | | | | | |
|return | | | | | | | | | |
|attributable| | | | | | | | | |
|to | | | | | | | | | |
|shareholders| -| -| -| -| -| -| -| 1,635| 1,635|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Dividends | | | | | | | | | |
|paid | -| -| -| -| -| -| (1,301)| (2,382)|(3,683)|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|As at 31 | | | | | | | | | |
|December | | | | | | | | | |
|2008 | 24,660| 256| 400| (9,176)| 21,327| (743)| 2,360| 551| 39,635|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
*Included within these reserves is an amount of £11,773,000 (2008: £14,319,000)
which is considered distributable. The Special reserve has been treated as
distributable in determining the amounts available for distribution.
Reconciliation of movement in shareholders' funds (non-statutory analysis)
Ordinary shares
+------------+---------+-------+----------+----------+--------+--------+--------+--------+------+
| | | | | | | Own| | | |
| |Called-up| | Capital|Unrealised| |treasury|Realised| | |
| | share| Share|redemption| capital| Special| share| capital| Revenue| |
| Â | capital|premium| reserve| reserve *|reserve*|reserve*|reserve*|reserve*| Total|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+------+
|  | £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+------+
|As at 1 | | | | | | | | | |
|January 2009| 6,851| 215| 400| (4,747)| 5,554| (713)| 3,321| 379|11,260|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+------+
|Net realised| | | | | | | | | |
|gains on | | | | | | | | | |
|investments | | | | | | | | | |
|in the year | -| -| -| -| -| -| 431| -| 431|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+------+
|Unrealised | | | | | | | | | |
|gains on | | | | | | | | | |
|investments | -| -| -| 71| -| -| -| -| 71|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+------+
|Transfer of | | | | | | | | | |
|previously | | | | | | | | | |
|unrealised | | | | | | | | | |
|losses on | | | | | | | | | |
|sale of | | | | | | | | | |
|investments | -| -| -| 746| -| -| (746)| -| -|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+------+
|Capitalised | | | | | | | | | |
|investment | | | | | | | | | |
|management | | | | | | | | | |
|fee | -| -| -| -| -| -| (215)| -| (215)|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+------+
|Capitalised | | | | | | | | | |
|recoverable | | | | | | | | | |
|VAT | -| -| -| -| -| -| 68| -| 68|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+------+
|Tax on | | | | | | | | | |
|capitalised | | | | | | | | | |
|management | | | | | | | | | |
|fees | -| -| -| -| -| -| 54| -| 54|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+------+
|Purchase of | | | | | | | | | |
|own treasury| | | | | | | | | |
|shares | -| -| -| -| -| (95)| -| -| (95)|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+------+
|Revenue | | | | | | | | | |
|return | | | | | | | | | |
|attributable| | | | | | | | | |
|to | | | | | | | | | |
|shareholders| -| -| -| -| -| -| -| 328| 328|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+------+
|As at 31 | | | | | | | | | |
|December | | | | | | | | | |
|2009 | 6,851| 215| 400| (3,930)| 5,554| (808)| 2,913| 707|11,902|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+------+
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
| | | | | | | Own| | | |
| |Called-up| | Capital|Unrealised| |treasury|Realised| | |
| | share| Share|redemption| capital| Special| share| capital| Revenue| |
| Â | capital|premium| reserve| reserve *|reserve*|reserve*|reserve*|reserve*| Total|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|  | £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|As at 1 | | | | | | | | | |
|January 2008| 6,795| 165| 400| (2,092)| 5,554| (282)| 4,067| 586| 15,193|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Net realised| | | | | | | | | |
|gains on | | | | | | | | | |
|investments | | | | | | | | | |
|in the year | -| -| -| -| -| -| 405| -| 405|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Unrealised | | | | | | | | | |
|losses on | | | | | | | | | |
|investments | -| -| -| (2,434)| -| -| -| -|(2,434)|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Transfer of | | | | | | | | | |
|previously | | | | | | | | | |
|unrealised | | | | | | | | | |
|gains on | | | | | | | | | |
|sale of | | | | | | | | | |
|investments | -| -| -| (221)| -| -| 221| -| -|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Capitalised | | | | | | | | | |
|investment | | | | | | | | | |
|management | | | | | | | | | |
|fee | -| -| -| -| -| -| (281)| -| (281)|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Capitalised | | | | | | | | | |
|recoverable | | | | | | | | | |
|VAT | -| -| -| -| -| -| 182| -| 182|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Tax on | | | | | | | | | |
|capitalised | | | | | | | | | |
|management | | | | | | | | | |
|fees | -| -| -| -| -| -| 28| -| 28|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Purchase of | | | | | | | | | |
|own treasury| | | | | | | | | |
|shares | -| -| -| -| -| (431)| -| -| (431)|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Issue of | | | | | | | | | |
|equity (net | | | | | | | | | |
|of costs) | 56| 50| -| -| -| -| -| -| 106|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Revenue | | | | | | | | | |
|return | | | | | | | | | |
|attributable| | | | | | | | | |
|to | | | | | | | | | |
|shareholders| -| -| -| -| -| -| -| 577| 577|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|Dividends | | | | | | | | | |
|paid | -| -| -| -| -| -| (1,301)| (784)|(2,085)|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
|As at 31 | | | | | | | | | |
|December | | | | | | | | | |
|2008 | 6,851| 215| 400| (4,747)| 5,554| (713)| 3,321| 379| 11,260|
+------------+---------+-------+----------+----------+--------+--------+--------+--------+-------+
*Included within these reserves is an amount of £4,436,000 (2008: £3,794,000)
which is considered distributable. The Special reserve has been treated as
distributable in determining the amounts available for distribution.
Reconciliation of movement in shareholders' funds (non-statutory
analysis)
C shares
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
| | | | | | Own| | | |
| |Called-up| |Unrealised| |treasury|Realised| | |
| | share| Share| capital| Special| share| capital| Revenue| |
| Â | capital|premium| reserve *|reserve*|reserve*|reserve*|reserve*| Total|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|  | £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|As at 1 | | | | | | | | |
|January 2009| 17,809| 41| (4,429)| 15,773| (30)| (961)| 172| 28,375|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Net realised| | | | | | | | |
|losses on | | | | | | | | |
|investments | | | | | | | | |
|in the year | -| -| -| -| -| (149)| -| (149)|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Unrealised | | | | | | | | |
|losses on | | | | | | | | |
|investments | -| -| (2,332)| -| -| -| -|(2,332)|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Transfer of | | | | | | | | |
|previously | | | | | | | | |
|unrealised | | | | | | | | |
|losses on | | | | | | | | |
|sale of | | | | | | | | |
|investments | -| -| 608| -| -| (608)| -| -|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Capitalised | | | | | | | | |
|investment | | | | | | | | |
|management | | | | | | | | |
|fee | -| -| -| -| -| (483)| -| (483)|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Tax on | | | | | | | | |
|capitalised | | | | | | | | |
|management | | | | | | | | |
|fees | -| -| -| -| -| 133| -| 133|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Purchase of | | | | | | | | |
|own treasury| | | | | | | | |
|shares | -| -| -| -| (534)| -| -| (534)|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Issue of | | | | | | | | |
|equity (net | | | | | | | | |
|of costs) | 20| 3| -| -| -| -| -| 23|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Revenue | | | | | | | | |
|return | | | | | | | | |
|attributable| | | | | | | | |
|to | | | | | | | | |
|shareholders| -| -| -| -| -| -| 526| 526|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Dividends | | | | | | | | |
|paid | -| -| -| -| -| -| (349)| (349)|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|As at 31 | | | | | | | | |
|December | | | | | | | | |
|2009 | 17,829| 44| (6,153)| 15,773| (564)| (2,068)| 349| 25,210|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
| | | | | | Own| | | |
| |Called-up| |Unrealised| |treasury|Realised| | |
| | share| Share| capital| Special| share| capital| Revenue| |
| Â | capital|premium| reserve *|reserve*|reserve*|reserve*|reserve*| Total|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|  | £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|As at 1 | | | | | | | | |
|January 2008| 17,740| -| (600)| 15,768| -| (745)| 712| 32,875|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Net realised| | | | | | | | |
|gains on | | | | | | | | |
|investments | | | | | | | | |
|in the year | -| -| -| -| -| 29| -| 29|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Unrealised | | | | | | | | |
|losses on | | | | | | | | |
|investments | -| -| (3,801)| -| -| -| -|(3,801)|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Transfer of | | | | | | | | |
|previously | | | | | | | | |
|unrealised | | | | | | | | |
|gains on | | | | | | | | |
|sale of | | | | | | | | |
|investments | -| -| (28)| -| -| 28| -| -|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Capitalised | | | | | | | | |
|investment | | | | | | | | |
|management | | | | | | | | |
|fee | -| -| -| -| -| (631)| -| (631)|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Capitalised | | | | | | | | |
|recoverable | | | | | | | | |
|VAT | -| -| -| -| -| 249| -| 249|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Tax on | | | | | | | | |
|capitalised | | | | | | | | |
|management | | | | | | | | |
|fees | -| -| -| -| -| 109| -| 109|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Release of | | | | | | | | |
|previous | | | | | | | | |
|cost accrual| -| -| -| 5| -| -| -| 5|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Purchase of | | | | | | | | |
|own treasury| | | | | | | | |
|shares | -| -| -| -| (30)| -| -| (30)|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Issue of | | | | | | | | |
|equity (net | | | | | | | | |
|of costs) | 69| 41| -| -| -| -| -| 110|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Revenue | | | | | | | | |
|return | | | | | | | | |
|attributable| | | | | | | | |
|to | | | | | | | | |
|shareholders| -| -| -| -| -| -| 1,058| 1,058|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|Dividends | | | | | | | | |
|paid | -| -| -| -| -| -| (1,598)|(1,598)|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
|As at 31 | | | | | | | | |
|December | | | | | | | | |
|2008 | 17,809| 41| (4,429)| 15,773| (30)| (961)| 172| 28,375|
+------------+---------+-------+----------+--------+--------+--------+--------+-------+
* Included within these reserves is an amount of £7,337,000 (2008: £10,525,000)
which is considered distributable. The Special reserve has been treated as
distributable in determining the amounts available for distribution.
Cash flow statement
+---------------------------------------+----+----------------+----------------+
| | | Combined| Combined|
| | | Year ended| Year ended|
| Â | Â |31 December 2009|31 December 2008|
+---------------------------------------+----+----------------+----------------+
| |Note| £'000| £'000|
+---------------------------------------+----+----------------+----------------+
|Operating activities | Â | Â | Â |
+---------------------------------------+----+----------------+----------------+
|Investment income received | Â | 1,449| 1,905|
+---------------------------------------+----+----------------+----------------+
|Deposit interest received | Â | 92| 523|
+---------------------------------------+----+----------------+----------------+
|Dividend income received | Â | 68| 63|
+---------------------------------------+----+----------------+----------------+
|Investment management fees paid | Â | (726)| (1,603)|
+---------------------------------------+----+----------------+----------------+
|Recovery of VAT | Â | 714| -|
+---------------------------------------+----+----------------+----------------+
|Other cash payments | Â | (196)| (228)|
+---------------------------------------+----+----------------+----------------+
|Interclass account movement | Â | 341| (338)|
+---------------------------------------+----+----------------+----------------+
|Net cash inflow from operating | | | |
|activities | 19| 1,742| 322|
+---------------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+---------------------------------------+----+----------------+----------------+
|Taxation | Â | Â | Â |
+---------------------------------------+----+----------------+----------------+
|UK corporation tax paid | Â | (339)| (597)|
+---------------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+---------------------------------------+----+----------------+----------------+
|Capital expenditure and | | | |
|financial investments | Â | Â | Â |
+---------------------------------------+----+----------------+----------------+
|Purchase of fixed asset | | | |
|investments | Â | (3,668)| (9,771)|
+---------------------------------------+----+----------------+----------------+
|Disposal of fixed asset investments | Â | 1,109| 2,552|
+---------------------------------------+----+----------------+----------------+
|Net cash (outflow) from | | | |
|investing activities | Â | (2,559)| (7,219)|
+---------------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+---------------------------------------+----+----------------+----------------+
|Management of liquid resources | Â | Â | Â |
+---------------------------------------+----+----------------+----------------+
|Purchase of current asset investment | Â | (1,000)| -|
+---------------------------------------+----+----------------+----------------+
|Disposal of current asset investments | Â | 10,001| 4,996|
+---------------------------------------+----+----------------+----------------+
|Net cash inflow from liquid | | | |
|resources | Â | 9,001| 4,996|
+---------------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+---------------------------------------+----+----------------+----------------+
|Equity dividends paid (net of | | | |
|costs of shares issued under | | | |
|dividend reinvestment scheme) | 10| (326)| (3,467)|
+---------------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+---------------------------------------+----+----------------+----------------+
|Net cash inflow/(outflow) before | | | |
|financing | Â | 7,519| (5,965)|
+---------------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+---------------------------------------+----+----------------+----------------+
|Financing | Â | Â | Â |
+---------------------------------------+----+----------------+----------------+
|Purchase of own shares | 16| (629)| (461)|
+---------------------------------------+----+----------------+----------------+
|Net cash outflow from financing | Â | (629)| (461)|
+---------------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+---------------------------------------+----+----------------+----------------+
|Cash inflow/(outflow) in the | | | |
|year | 18| 6,890| (6,426)|
+---------------------------------------+----+----------------+----------------+
Cash flow statement (non-statutory analysis)
+-----------------------------------+----+----------------+----------------+
| | | Ordinary| Ordinary|
| | | Year ended| Year ended|
| Â | Â |31 December 2009|31 December 2008|
+-----------------------------------+----+----------------+----------------+
| |Note| £'000| £'000|
+-----------------------------------+----+----------------+----------------+
|Operating activities | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Investment income received | Â | 497| 679|
+-----------------------------------+----+----------------+----------------+
|Deposit interest received | Â | 29| 201|
+-----------------------------------+----+----------------+----------------+
|Dividend income received | Â | 11| 10|
+-----------------------------------+----+----------------+----------------+
|Investment management fees paid | Â | (229)| (501)|
+-----------------------------------+----+----------------+----------------+
|Recovery of VAT | Â | 368| -|
+-----------------------------------+----+----------------+----------------+
|Other cash payments | Â | (59)| (59)|
+-----------------------------------+----+----------------+----------------+
|Interclass account movement | Â | 355| (254)|
+-----------------------------------+----+----------------+----------------+
|Net cash inflow from operating | | | |
|activities | 19| 972| 76|
+-----------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Taxation | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|UK corporation tax paid | Â | (122)| (199)|
+-----------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Capital expenditure and | | | |
|financial investments | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Purchase of fixed asset investments| Â | (1,285)| (2,084)|
+-----------------------------------+----+----------------+----------------+
|Disposal of fixed asset investments| Â | 1,051| 2,208|
+-----------------------------------+----+----------------+----------------+
|Net cash (outflow)/inflow from | | | |
|investing activities | Â | (234)| 124|
+-----------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Equity dividends paid (net of | | | |
|costs of shares issued under | | | |
|dividend reinvestment scheme) | 10| -| (1,979)|
+-----------------------------------+----+----------------+----------------+
|Net cash inflow/(outflow) before | | | |
|financing | Â | 616| (1,978)|
+-----------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Financing | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Purchase of own shares | 16| (95)| (431)|
+-----------------------------------+----+----------------+----------------+
|Net cash outflow from financing | Â | (95)| (431)|
+-----------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Cash inflow/(outflow) in the | | | |
|year | 18| 521| (2,409)|
+-----------------------------------+----+----------------+----------------+
Cash flow statement (non-statutory analysis)
+-----------------------------------+----+----------------+----------------+
| | | C shares| C shares|
| | | Year ended| Year ended|
| Â | Â |31 December 2009|31 December 2008|
+-----------------------------------+----+----------------+----------------+
| |Note| £'000| £'000|
+-----------------------------------+----+----------------+----------------+
|Operating activities | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Investment income received | Â | 952| 1,226|
+-----------------------------------+----+----------------+----------------+
|Deposit interest received | Â | 63| 322|
+-----------------------------------+----+----------------+----------------+
|Dividend income received | Â | 57| 53|
+-----------------------------------+----+----------------+----------------+
|Investment management fees paid | Â | (497)| (1,102)|
+-----------------------------------+----+----------------+----------------+
|Recovery of VAT | Â | 346| -|
+-----------------------------------+----+----------------+----------------+
|Other cash payments | Â | (137)| (169)|
+-----------------------------------+----+----------------+----------------+
|Interclass account movement | Â | (14)| (84)|
+-----------------------------------+----+----------------+----------------+
|Net cash inflow from operating | | | |
|activities | 19| 770| 246|
+-----------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Taxation | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|UK corporation tax paid | Â | (217)| (398)|
+-----------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Capital expenditure and | | | |
|financial investments | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Purchase of fixed asset investments| Â | (2,383)| (7,687)|
+-----------------------------------+----+----------------+----------------+
|Disposal of fixed asset investments| Â | 58| 344|
+-----------------------------------+----+----------------+----------------+
|Net cash (outflow) from | | | |
|investing activities | Â | (2,325)| (7,343)|
+-----------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Management of liquid resources | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Purchase of current asset | | | |
|investment | Â | (1,000)| -|
+-----------------------------------+----+----------------+----------------+
|Disposal of current asset | | | |
|investments | Â | 10,001| 4,996|
+-----------------------------------+----+----------------+----------------+
|Net cash inflow from liquid | | | |
|resources | Â | 9,001| 4,996|
+-----------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Equity dividends paid (net of | | | |
|costs of shares issued under | | | |
|dividend reinvestment scheme) | Â | (326)| (1,488)|
+-----------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Net cash inflow/(outflow) before | | | |
|financing | Â | 6,903| (3,987)|
+-----------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Financing | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Purchase of own shares | 16| (534)| (30)|
+-----------------------------------+----+----------------+----------------+
|Net cash (outflow)/inflow from | | | |
|financing | Â | (534)| (30)|
+-----------------------------------+----+----------------+----------------+
|Â | Â | Â | Â |
+-----------------------------------+----+----------------+----------------+
|Cash inflow/(outflow) in the | | | |
|year | 18| 6,369| (4,017)|
+-----------------------------------+----+----------------+----------------+
Notes to the Financial Statements
1. Accounting convention
The Financial Statements have been prepared in accordance with the historical
cost convention, modified to include the revaluation of investments, in
accordance with applicable United Kingdom law and accounting standards and with
the Statement of Recommended Practice "Financial Statements of Investment Trust
Companies and Venture Capital Trusts" ('AIC SORP') issued by the Association of
Investment Companies in January 2009. Accounting policies have been applied
consistently in current and prior periods.
2. Accounting policies
Investments
Quoted and unquoted equity investments
In accordance with FRS 26 "Financial Instruments Recognition and Measurement",
quoted and unquoted equity investments are designated as fair value through
profit or loss. Investments listed on recognised exchanges are valued at the
closing bid prices at the end of the accounting period. Unquoted investments'
fair value is determined by the Directors in accordance with the September 2009
revisions to the International Private Equity and Venture Capital Valuation
Guidelines (IPEVCV guidelines). The revised September 2009 IPEVCV guidelines
have not had a material impact on the portfolio.
Fair value movements on equity investments and gains and losses arising on the
disposal of investments are reflected in the capital column of the Income
statement in accordance with the AIC SORP and realised gains or losses on the
sale of investments will be reflected in the realised capital reserve, and
unrealised gains or losses arising from the revaluation of investments will be
reflected in the unrealised capital reserve.
Unquoted loan stock
Unquoted loan stock is classified as loans and receivables in accordance with
FRS 26 and carried at amortised cost using the Effective Interest Rate method
less impairment. Movements in respect of capital provisions are reflected in the
capital column of the Income Statement and are reflected in the realised capital
reserve following sale, or in the unrealised capital reserve on revaluation.
For all unquoted loan stock, fully performing, renegotiated, past due and
impaired, the Board considers that the fair value is equal to or greater than
the security value of these assets. For unquoted loan stock, the amount of the
impairment is the difference between the asset's cost and the present value of
estimated future cash flows, discounted at the effective interest rate.
Warrants, convertibles and unquoted equity derived instruments
Warrants, convertibles and unquoted equity derived instruments are only valued
if their exercise or contractual conversion terms would allow them to be
exercised or converted as at the balance sheet date, and if there is additional
value to the Company in exercising or converting as at the balance sheet date.
Otherwise these instruments are held at nil value. The valuation techniques used
are those used for the underlying equity investment.
Floating rate notes
In accordance with FRS 26, floating rate notes are designated as fair value
through profit or loss and are valued at market bid price at the balance sheet
date. Floating rate notes are classified as current asset investments as they
are investments held for the short term.
Investments are recognised as financial assets on legal completion of the
investment contract and are de-recognised on legal completion of the sale of an
investment.
Dividend income is not recognised as part of the fair value movement of an
investment, but is recognised separately as investment income through the
revenue reserve when a share becomes ex-dividend.
Loan stock accrued interest is recognised in the Balance sheet as part of the
carrying value of the loans and receivables at the end of each reporting period.
It is not the Company's policy to exercise control or significant influence over
investee companies. Therefore in accordance with the exemptions under FRS 9
"Associates and joint ventures", those undertakings in which the Company holds
more than 20 per cent. of the equity are not regarded as associated
undertakings.
Investment income
Quoted and unquoted equity income
Dividend income is included in revenue when the investment is quoted
ex-dividend.
Unquoted loan stock and other preferred income
Fixed returns on non-equity shares and debt securities are recognised on a time
apportionment basis using the effective interest rate over the life of the
financial instrument. Income which is not capable of being received within a
reasonable period of time is reflected in the capital value of the investment.
Bank interest income
Interest income is recognised on an accrual basis using the rate of interest
agreed with the bank.
Floating rate note income
Floating rate note income is recognised on an accrual basis using the interest
rate applicable to the floating rate note at that time. Floating rate notes are
classified as current asset investments as they are investments held for the
short term.
Investment management fees and other expenses
All expenses have been accounted for on an accruals basis. Expenses are charged
through the revenue account except the following which are charged through the
realised capital reserve:
·        75 per cent. of management fees are allocated to the capital account
to the extent that these relate to an enhancement in the value of the
investments and in line with the Board's expectation that over the long term 75
per cent. of the Company's investment returns will be in the form of capital
gains; and
·        expenses which are incidental to the purchase or disposal of an
investment are charged through the Realised capital reserve.
Under the terms of the Management agreement, total expenses including management
fees and excluding performance fees will not exceed 3.5 per cent. of net asset
value of the Company at the year end.
Performance incentive fee
In the event that a performance incentive fee crystallises, the fee will be
allocated between revenue and realised capital reserves based upon the
proportion to which the calculation of the fee is attributable to revenue and
capital returns.
Taxation
Taxation is applied on a current basis in accordance with FRS 16 "Current tax".
Taxation associated with capital expenses is applied in accordance with the
SORP. In accordance with FRS 19 "Deferred tax", deferred taxation is provided in
full on timing differences that result in an obligation at the balance sheet
date to pay more tax or a right to pay less tax, at a future date, at rates
expected to apply when they crystallise based on current tax rates and law.
Timing differences arise from the inclusion of items of income and expenditure
in taxation computations in periods different from those in which they are
included in the Financial Statements. Deferred tax assets are recognised to the
extent that it is regarded as more likely than not that they will be recovered.
The specific nature of taxation of venture capital trusts means that it is
unlikely that any deferred tax will arise. The Directors have considered the
requirements of FRS 19 and do not believe that any provision should be made.
Reserves
Share premium account
This reserve accounts for the difference between the price paid for shares and
the nominal value of the shares, less issue costs and transfers to the special
reserve.
Capital redemption reserve
This reserve accounts for amounts by which the issued share capital is
diminished through the repurchase and cancellation of the Company's own shares.
Unrealised capital reserves
Increases and decreases in the valuation of investments held at the year end
against cost, are included in this reserve.
Special reserve
The cancellation of the share premium account has created a special reserve that
can be used to fund market purchases and subsequent cancellation of own shares,
to cover gross realised losses, and for other distributable purposes.
Own treasury shares reserve
This reserve accounts for amounts by which the distributable reserves of the
Company are diminished through the repurchase of the Company's own shares for
treasury.
Realised capital reserve
The following are disclosed in this reserve:
·        gains and losses compared to cost on the realisation of investments;
·        expenses, together with the related taxation effect, charged in
accordance with the above policies; and
·        dividends paid to equity holders.
Dividends
In accordance with FRS 21 "Events after the balance sheet date", dividends
declared by the Company are accounted for in the period in which the dividend
has been paid or approved by shareholders in an Annual General Meeting.
C shares
Until such time that C shares are converted into Ordinary shares, all
investments and returns attributable to this class of share will be separately
identifiable from the existing Ordinary shares. All residual expenses will be
allocated on the basis of total funds raised for each class of share.
3. (Losses)/gains on investments
 Year ended 31 December Year ended 31 December
2009 2008
 Ordinary C Ordinary C
shares shares Total shares shares Total
£'000 £'000 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
Unrealised gains/(losses) on
fixed asset investments held
at fair value through profit
or loss account 660 (1,072) (412) (1,727) (3,467) (5,194)
Unrealised impairments on
fixed asset investments held
at amortised cost (589) (1,274) (1,863) (707) (298) (1,005)
--------------------------------------------------
Unrealised gains / (losses) on
fixed asset investments 71 (2,346) (2,275) (2,434) (3,765) (6,199)
Unrealised gains/(losses) on
current asset investments held
at fair value through profit
or loss account - 14 14 - (36) (36)
--------------------------------------------------
Unrealised gains / (losses)
sub-total 71 (2,332) (2,261) (2,434) (3,801) (6,235)
Realised gains/(losses) on
fixed asset investments held
at fair value through profit
or loss account 447 (97) (42) 172 26 198
Realised (losses)/gains on
fixed asset investments held
at amortised cost (16) (115) 326 233 - 233
Realised gains/(losses) on
current asset investments held
at fair value through profit
or loss account - 63 (2) - 3 3
--------------------------------------------------
Realised gains/(losses)
sub-total 431 (149) 282 405 29 434
--------------------------------------------------
Total 502 (2,481) (1,979) (2,029) (3,772) (5,801)
--------------------------------------------------
The prior year analysis has been re-presented to reflect a separate transfer
between reserves for accumulated unrealised gains or losses that had taken place
in previous periods, relating to investments sold during the current period.
Investments valued on amortised cost basis are unquoted loan stock investments
as described in note 2.
4. Investment income
 Year ended 31 Year ended 31
December December
2009 2008
 Ordinary C Ordinary C
shares shares Total shares shares Total
£'000 £'000 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
Income recognised on investments
held at fair value through profit or
loss
Dividend income 11 57 68 10 53 63
Management fees received from equity
investments - - - 9 3 12
Floating rate note interest - 114 114 - 609 609
Bank deposit interest 29 60 89 191 307 498
--------------------------------------------
 40 231 271 210 972 1,182
Income recognised on investments
held at amortised cost
Return on loan stock investments 507 618 1,125 665 755 1,420
--------------------------------------------
 547 849 1,396 875 1,727 2,602
--------------------------------------------
Interest income earned on impaired investments at 31 December 2009 for Ordinary
shares amounted to £217,000 (2008: £137,000) and for C shares amounted to
£258,000 (2008: £8,000). These investments are all held at amortised cost.
5. Investment management fees
 Year ended 31 Year ended 31
December December
2009 2008
 Ordinary C Ordinary C
shares shares Total shares shares Total
£'000 £'000 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
Investment management fee charged to
revenue 72 161 233 94 210 304
Investment management fee charged to
capital 215 483 698 281 631 912
--------------------------------------------
 287 644 931 375 841 1,216
--------------------------------------------
Further details of the Management agreement under which the investment
management fee is paid are given in the Directors' report and enhanced business
review on page 26 of the full Annual Report and Financial Statements. A
management fee of £2,000 (2008: £46,000) generated through the recovery of
historic VAT has been net off against the VAT recovery amount in the Income
statement.
6. Recovery of Value Added Tax
HMRC issued a business briefing on 24 July 2008 which permitted the recovery of
historic VAT that had been charged on management fees, and which made these fees
exempt from VAT with effect from 1 October 2008.
The Manager, Albion Ventures LLP has made a further claim for the historic VAT
that Albion Technology & General VCT PLC has paid on management fees. The
Company has received a historic VAT repayment of £91,000 (2008: £243,000) net
of management fees of £2,000 (2008: £32,000) associated with this recovery for
Ordinary shares (before the deduction of tax). This amount has been recognised
as a separate item in the Income statement, allocated between revenue and
capital return in the same proportion as that which the original VAT has been
charged. An additional tax charge of £25,000 for Ordinary shares (2008: £72,000)
is payable on this recovery of historic VAT and this is reflected in the tax
charge shown in the Income statement.
There were no further sums recovered for C shares during the year. In the year
ended 31 December 2008, £332,000 of historic VAT was repaid, net of management
fees of £14,000.
7. Other expenses
 Year ended 31 Year ended 31
December December
2009 2008
 Ordinary C Ordinary C
shares shares Total shares shares Total
£'000 £'000 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
Directors' fees (including VAT and
NIC) 22 55 77 22 56 78
Other administrative expenses 30 57 87 36 75 111
Tax services 6 14 20 5 14 19
Auditors' remuneration for statutory
audit services 8 18 26 6 19 25
--------------------------------------------
 66 144 210 69 164 233
--------------------------------------------
8. Directors' fees
The amounts paid to Directors during the year are as follows:
 Year ended 31 Year ended 31
December December
2009 2008
 Ordinary C Ordinary C
shares shares Total shares shares Total
£'000 £'000 £'000 £'000 £'000 £'000
-------------------------------------------------------------------------
Directors' fees 20 50 70 20 50 70
National insurance and/or VAT 2 5 7 2 6 8
--------------------------------------------
 22 55 77 22 56 78
--------------------------------------------
Further information regarding Directors' remuneration can be found on the
Directors' remuneration report on pages 33 and 34 of the full Annual Report and
Financial Statements.
9. Tax charge/(credit) on ordinary activities
   Ordinary shares
 Year ended 31 Year ended 31
December December
2009 2008
Revenue Capital Total Revenue Capital Total
 £'000 £'000 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
UK corporation tax in respect of
current year 113 (54) 59 217 (28) 189
UK corporation tax in respect of
prior year (9) - (9) (21) - (21)
--------------------------------------------
Total 104 (54) 50 196 (28) 168
--------------------------------------------
Factors affecting the tax charge:
Year ended Year ended
31 December 31 December
2009 2008
 £'000 £'000
Return/(loss) on ordinary activities before taxation 787 (1,355)
------------------------
Tax on profit at the standard rate 220 (386)
Factors affecting the charge:
Non-taxable profits (141) 579
Non-taxable income (2) (4)
Consortium relief in respect of prior years (9) (21)
Marginal relief (18) -
------------------------
 50 168
------------------------
C shares
 Year ended 31 Year ended 31
December December
2009 2008
Revenue Capital Total Revenue Capital Total
 £'000 £'000 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
UK corporation tax in respect of
current year 139 (133) 6 394 (109) 285
UK corporation tax in respect of
prior year (121) - (121) (16) - (16)
--------------------------------------------
Total 18 (133) (115) 378 (109) 269
--------------------------------------------
Factors affecting the tax charge:
Year ended Year ended
31 December' 31 December
2009 2008
 £'000 £'000
--------------------------------------------------------------------------
Loss on ordinary activities before taxation (2,420) (2,718)
-----------------------------
Tax on profit at the standard rate (678) (774)
Factors affecting the charge:
Non-taxable losses 704 1,075
Non-taxable income (16) (16)
Consortium relief in respect of prior years (121) (16)
Marginal relief (4) -
-----------------------------
 (115) 269
-----------------------------
The tax charge for the year shown in the Income statement is lower than the
standard rate of corporation tax in the UK of 28 per cent. (2008: 28.5 per
cent.). The differences are explained above.
Consortium relief is recognised in the accounts in the period in which the claim
is submitted to HMRC and is shown as tax in respect of prior year.
Notes
(i) Â Â Â Â Â Â Â Venture Capital Trusts are not subject to corporation tax on capital
gains.
(ii) Â Â Â Â Â Â Â Tax relief on expenses charged to capital has been determined by
allocating tax relief to expenses by reference to the applicable corporation tax
rate and allocating the relief between revenue and capital in accordance with
the SORP.
(iii) Â Â Â Â Â Â No deferred tax asset or liability has arisen in the year.
10. Dividends
     Ordinary shares
 Year ended 31 Year ended 31
December December
2009 2008
Revenue Capital Total Revenue Capital Total
 £'000 £'000 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
Dividend of 4.0p (2.0p capital and
2.0p revenue) per share paid on 30
May 2008 - - - 263 263 526
Dividend of 4.0p (2.0p capital and
2.0p revenue) per share paid on 3
October 2008 - - - 262 262 524
Dividend of 8.0p (6.0p capital and
2.0p revenue) per share paid on 30
December 2008 - - - 259 776 1,035
--------------------------------------------
 - - - 784 1,301 2,085
--------------------------------------------
Shareholders are reminded that the Ordinary share dividend of 8p for the year to
31 December 2009 was paid in advance on 30 December 2008.
The Board has declared a first dividend for the year ending 31 December 2010 of
4 pence per Ordinary share. This dividend will be paid on 21 May 2010 to
shareholders on the register as at 23 April 2010. The total dividend will be
approximately £513,000.
C shares
 Year ended 31 Year ended 31
December December
2009 2008
Revenue Capital Total Revenue Capital Total
 £'000 £'000 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
Revenue dividend of 1.0p per share
paid on 18 September 2009 349 - 349 - - -
Revenue dividend of 1.5p per share
paid on 30 May 2008 - - - 532 - 532
Revenue dividend of 1.5p per share
paid on 3 October 2008 - - - 533 - 533
Revenue dividend of 1.5p per share
paid on 30 December 2008 - - - 533 - 533
--------------------------------------------
 349 - 349 1,598 - 1,598
--------------------------------------------
Shareholders are reminded that the first C share dividend of 1.5p for the year
to 31 December 2009 was paid in advance on 30 December 2008.
In addition to the dividends summarised above, the Board has declared a first
dividend for the year ending 31 December 2010 of
1.5 pence per C share. This dividend will be paid on 21 May 2010 to shareholders
on the register as at 23 April 2010. The total dividend will be approximately
£520,000.
11. Basic and diluted return per share
Ordinary shares
 Year ended 31 December 2009 Year ended 31 December 2008
 Revenue Capital Total Revenue Capital Total
--------------------------------------------------------------------------------
The return per
share has been
based on the
following
figures:
Return/(loss)
attributable
to equity
shares (£'000) 328 409 737 577 (2,100) (1,523)
Weighted
average shares
in issue
(excluding
treasury
shares) 12,911,888 12,911,888 12,911,888 13,128,893 13,128,893 13,128,893
Return/(loss)
attributable
per equity
share (pence) 2.5 3.2 5.7 4.4 (16.0) (11.6)
The weighted average number of shares is calculated excluding treasury shares of
868,094 (2008: 730,637).
C shares
 Year ended 31 December 2009 Year ended 31 December 2008
 Revenue Capital Total Revenue Capital Total
--------------------------------------------------------------------------------
The return per
share has been
based on the
following
figures:
Return/(loss)
attributable
to equity
shares (£'000) 526 (2,831) (2,305) 1,058 (4,045) (2,987)
Weighted
average shares
in issue
(excluding
treasury
shares) 35,130,628 35,130,628 35,130,628 35,505,045 35,505,045 35,505,045
Return/(loss)
attributable
per equity
share (pence) 1.5 (8.1) (6.6) 3.0 (11.4) (8.4)
The weighted average number of shares is calculated excluding treasury shares of
995,032 (2008: 38,796).
There are no convertible instruments, derivatives or contingent share agreements
in issue, and therefore no dilution affecting the return per share. The basic
return per share is therefore the same as the diluted return per share.
12. Fixed asset investments
 31 December 2009 31 December 2008
Ordinary C Ordinary C
shares shares Total shares shares Total
 £'000 £'000 £'000 £'000 £'000 £'000
------------------------------------------------------------------------------
Qualifying investments 9,312 17,507 26,819 Â Â Â Â Â Â Â Â 8,270 17,440 25,710
Non-qualifying investments 452 114 566 424 494 918
AIM instruments 20 - 20 284 - 284
----------------------------------------------------
 9,784 17,621 27,405 8,978 17,934 26,912
----------------------------------------------------
The classification of investments by nature of instruments is as follows:
 31 December 2009 31 December 2008
Ordinary C Ordinary C
shares shares Total shares shares Total
 £'000 £'000 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
Unquoted equity 2,935 6,024 8,959 Â Â Â Â Â Â Â Â 1,839 5,640 7,479
Quoted equity 20 - 20 284 - 284
Unquoted equity derived
instruments - - - 16 88 104
Unquoted loan stock 6,810 11,597 18,407 6,822 11,996 18,818
Warrants and convertibles 19 - 19 17 210 227
----------------------------------------------------
 9,784 17,621 27,405 8,978 17,934 26,912
----------------------------------------------------
Ordinary shares
Qualifying Non-qualifying AIM
investments investments investments Total
 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
Opening valuation as at 1 January
2009 8,270 424 284 8,978
Purchases at cost 1,391 17 - 1,408
Disposal proceeds (315) (23) (738) (1,076)
Realised (losses)/gains (37) - 462 425
Movement in loan stock accrued
income (10) - - (10)
Unrealised gains 13 34 12 59
-----------------------------------------------
Closing valuation as at 31
December 2009 9,312 452 20 9,784
-----------------------------------------------
Movement in loan stock accrued
income
Opening accumulated movement in
loan stock accrued income 512 - - 512
Transfer of unrealised gain to
loan stock accrued income 68 - - 68
Movement in loan stock
capitalised accrued income (412) - - (412)
Movement in loan stock accrued
income (10) - - (10)
-----------------------------------------------
Closing accumulated movement in
loan stock accrued income 158 - - 158
-----------------------------------------------
Movement in unrealised losses
Opening accumulated unrealised
losses (4,044) (66) (637) (4,747)
Transfer of unrealised gain to
loan stock accrued income (68) - - (68)
Transfer of previously unrealised
losses to realised reserve on
disposal of investments 202 - 544 746
Movement in unrealised gains 13 34 12 59
-----------------------------------------------
Closing accumulated unrealised
losses (3,897) (32) (81) (4,010)
-----------------------------------------------
Historic cost basis
Opening book cost 11,802 490 921 13,213
Movement in loan stock
capitalised income 412 - - 412
Purchases at cost 1,391 17 - 1,408
Sales at cost (554) (23) (820) (1,397)
-----------------------------------------------
Closing book cost 13,051 484 101 13,636
-----------------------------------------------
Fixed asset investments held at fair value through the profit or loss account
total £2,974,000 (2008: £2,156,000). Investments held at amortised cost total
£6,810,000 (2008: £6,822,000). There has been no re-designation of fixed asset
investments during the year.
The purchases of £1,285,000 per the Cash flow statement do not agree to the
purchases at cost above of £1,408,000 due to a £80,000 investment in Forth
Photonics Limited which had been a settlement debtor as at 31 December 2008 and
the £43,000 added to the cost of Red-M Wireless Limited and Green Energy
Property Services Limited as a result of restructuring in the portfolio.
There were four disposals of AIM investments in the year (proceeds totalled
£738,000) and one partial disposal of loan stock during the year of £153,000
from Consolidated PR Limited.
C shares
-----------
Qualifying Non-qualifying
investments investments Total
 £'000 £'000 £'000
--------------------------------------------------------------------------------
Opening valuation as at 1 January 2009 17,440 494 17,934
Transfer of non-qualifying investment to
qualifying 494 (494) -
Purchases at cost 2,394 102 2,496
Disposal proceeds (171) - (171)
Realised losses (212) - (212)
Movement in loan stock accrued income (149) - (149)
Unrealised (losses)/gains (2,289) 12 (2,277)
-----------------------------------
Closing valuation as at 31 December 2009 17,507 114 17,621
-----------------------------------
Movement in loan stock accrued income
Opening accumulated movement in loan stock
accrued income 420 - 420
Transfer of unrealised gain to loan stock
accrued income 39 - 39
Movement in loan stock capitalised accrued
income (15) - (15)
Movement in loan stock accrued income (149) - (149)
-----------------------------------
Closing accumulated movement in loan stock
accrued income 295 - 295
-----------------------------------
Movement in unrealised (losses)/gains
Opening accumulated unrealised losses (4,364) - (4,364)
Transfer of previously unrealised losses to
realised reserve on disposal of investments 543 - 543
Transfer of unrealised gain to loan stock
accrued income (39) - (39)
Movement in unrealised losses (2,289) 12 (2,277)
-----------------------------------
Closing accumulated unrealised (losses)/gains (6,149) 12 (6,137)
-----------------------------------
Historic cost basis
Opening book cost 21,384 494 21,878
Capitalised loan stock interest 15 - 15
Transfer of non-qualifying investment to
qualifying 494 (494) -
Purchases at cost 2,394 102 2,496
Sales at cost (926) - (926)
-----------------------------------
Closing book cost 23,361 102 23,463
-----------------------------------
Fixed asset investments held at fair value through the profit or loss account
total £6,024,000 (2008: £5,938,000). Investments held at amortised cost total
£11,597,000 (2008: £11,996,000). There has been no re-designation of fixed asset
investments during the year.
In September 2009, Albion Technology & General VCT PLC exchanged its
shareholdings in Welland Inns VCT Limited (formerly Clear Pub Company VCT
Limited), Novello Pub Limited and Pelican Inn Limited for a shareholding in
Charnwood Pub Company Limited. The reorganisation resulted in the pubs being
managed by a single management team.
Fixed asset investment class valuation methodologies
Quoted equity investments are valued at market bid price as at the balance sheet
date.
Unquoted loan stock investments are valued on an amortised cost basis. Loan
stock in the Ordinary share portfolio using a fixed interest rate total
£6,747,000 (2008: £6,723,000) and in the C share portfolio total £9,698,000
(2008: £10,363,000).
Loan stock in the Ordinary share portfolio valued using a floating rate total
£63,000 (2008: £99,000) and C share portfolio valued using a floating rate total
£1,899,000 (2008: £1,633,000).
The Directors believe that the carrying value of loan stock, valued using
amortised cost is not materially different to fair value.
The Company does not hold any assets as the result of the enforcement of
security during the period, and believes that the carrying values for both
impaired and past due assets are covered by the value of security held for these
loan stock investments.
The amended FRS 29 'Financial Instruments: Disclosures' requires the Company to
disclose the valuation methods applied to its investments measured at fair value
through profit or loss in a fair value hierarchy according to the following
definitions:
+--------------------+---------------------------------------------------------+
|Fair value hierarchy|Definition of valuation method |
+--------------------+---------------------------------------------------------+
|Level 1 |Unadjusted quoted (bid) prices applied |
+--------------------+---------------------------------------------------------+
|Level 2 |Inputs to valuation are from observable sources and are |
| |directly or indirectly derived from prices |
+--------------------+---------------------------------------------------------+
|Level 3 |Inputs to valuations not based on observable market data |
+--------------------+---------------------------------------------------------+
The Ordinary shares' investments are categorised in accordance with FRS 29 as
follows:
 31 December
2009 Level 1 Level 2 Level 3
 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
Financial assets at fair value through
profit or loss:
AIM quoted equity 20 20 - -
Unquoted equity 2,954 - - 2,954
------------------------------------
 2,974 20 - 2,954
------------------------------------
The C shares' investments are categorised in accordance with FRS 29 as
follows:
 31 December
2009 Level 1 Level 2 Level 3
 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
Financial assets at fair value through
profit or loss:
Floating rate notes (current asset
investment) 1,014 1,014 - -
Unquoted equity 6,024 - - 6,024
------------------------------------
 7,038 1,014 - 6,024
------------------------------------
The Ordinary shares and C shares unquoted equity investments and warrants and
convertibles valued at fair value through profit or loss had the following
movements in the year to 31 December 2009:
 Ordinary shares C Shares
 £'000 £'000
------------------------------------------------------------------------------
Opening balance 1,871 5,938
Additions 520 1,265
Disposals (22) (97)
Unrealised gains/(losses) on equity investments 585 (1,082)
-----------------------------
Closing balance 2,954 6,024
-----------------------------
Unquoted equity investments and warrants and convertibles are valued in
accordance with the IPEVCV guidelines as follows;
 31 December 2009 31 December 2008
Ordinary C Ordinary C
shares shares Total shares shares Total
Investment methodology £'000 £'000 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
Cost reviewed for impairment 188 1,132 1,320 358 1,929 2,287
Net asset value supported by third
party valuation 562 548 1,110 287 770 1,057
Price of recent investment 880 3,360 4,240 663 2,425 3,088
Earnings multiple 1,324 984 2,308 564 814 1,378
--------------------------------------------
 2,954 6,024 8,978 1,872 5,938 7,810
--------------------------------------------
The Ordinary shares portfolio had the following movements between valuation
methodologies between 31 December 2008 and 31 December 2009:
Value as at
Change in valuation methodology 31 December 2009
(2008 to 2009) £'000 Explanatory note
--------------------------------------------------------------------------------
Cost reviewed for impairment to
recent investment price 205 Most recent price
Cost reviewed for impairment to Earnings are now being
earnings multiple 23 generated
Price of recent investment to Earnings are now being
earnings multiple 54 generated
The C shares portfolio had the following movements between valuation
methodologies between 31 December 2008 and 31 December 2009:
Value as at
Change in valuation methodology 31 December 2009
(2008 to 2009) £'000 Explanatory note
--------------------------------------------------------------------------------
Cost reviewed for impairment to
recent investment price 925 Most recent price
Cost reviewed for impairment to Earnings are now being
earnings multiple 13 generated
Price of recent investment to Earnings are now being
earnings multiple 255 generated
The valuation will be the most appropriate valuation methodology for an
investment within its market, with regard to the financial health of the
investment and the September 2009 IPEVCV Guidelines. The Directors believe that,
within these parameters, there are no other possible methods of valuation which
would be reasonable as at 31 December 2009.
FRS 29 requires the Directors to consider the impact of changing one or more of
the inputs used as part of the valuation process to reasonable possible
alternative assumptions. After due consideration, and noting that the valuation
methodology applied to 48% of the equity investments (by valuation) in the
Ordinary shares portfolio and 63% of the equity investment (by valuation) in the
C share portfolio is based on third-party evidence, the Directors do not believe
that changes to reasonable possible alternative assumptions for the valuation of
the portfolio would lead to a significant change in the fair value of the
portfolio.
13. Significant interests
The principal activity of the Company is to select and hold a portfolio of
investments in unquoted securities. Although the Company, through the Manager,
will, in some cases, be represented on the board of the investee company, it
will not take a controlling interest or become involved in the management. The
size and structure of the companies with unquoted securities may result in
certain holdings in the portfolio representing a participating interest without
there being any partnership, joint venture or management consortium agreement.
The Company has interests of greater than 20 per cent. of the nominal value of
any class of the allotted shares in the investee companies as at 31 December
2009 as described below:
% class and % total
Country of share voting
Company incorporation Principal activity type rights
--------------------------------------------------------------------------------
Bio-analytical 26.0% A
Xceleron Limited Great Britain services Ordinary 16.2%
Evolutions Television and post 27.0% A
Television Limited Great Britain production Ordinary 11.1%
The Q Garden Garden centre 67.0% A
Company Limited Great Britain operator Ordinary 33.3%
Consolidated PR Public relations 50.0% A
Limited Great Britain agency Ordinary 12.3%
Smiles Pub Company Owner of residential 22.6% A
Limited Great Britain property Ordinary 22.6%
Mobile data 24.2% A
Blackbay Limited Great Britain solutions Ordinary 7.9%
Prime Care Domiciliary care 32.1% A
Holdings Liimited Great Britain services Ordinary 13.6%
As permitted by FRS 9, the investments listed above are held as part of an
investment portfolio, and their value to the Company is as part of a portfolio
of investments. Therefore these investments are not considered to be associated
undertakings.
14. Current assets include the following:
 31 December 2009 31 December 2008
Ordinary C Ordinary C
shares shares Total shares shares Total
Trade and other debtors £'000 £'000 £'000 £'000 £'000 £'000
-----------------------------------------------------------------------------
Prepayments and accrued income 25 12 37 2 115 117
Interclass debtor - - - 355 - 355
UK corporation taxable receivable 35 247 282 - - -
Other debtors - - - 357 696 1,053
--------------------------------------------
 60 259 319 714 811 1,525
--------------------------------------------
The Directors consider that the carrying amount of debtors is not materially
different to their fair value.
 31 December 2009 31 December 2008
Ordinary C Ordinary C
shares shares Total shares shares Total
Current asset investments £'000 £'000 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
The Royal Bank of Scotland FRN
January 2009 - - - - 4,984 4,984
Rabobank FRN July 2010 - - - - 4,954 4,954
UBS FRN May 2011 - 1,014 1,014 - - -
--------------------------------------------
 - 1,014 1,014 - 9,938 9,938
--------------------------------------------
The investment in the UBS floating rate note represents money held for
investment. The floating rate note can be converted to cash within five working
days.
15. Creditors: amounts falling due within one year
 31 December 2009 31 December 2008
Ordinary C Ordinary C
shares shares Total shares shares Total
 £'000 £'000 £'000 £'000 £'000 £'000
------------------------------------------------------------------------
UK corporation tax payable - - - 42 88 130
Interclass creditor - - - - 355 355
Accruals and deferred income 102 200 302 37 49 86
Other creditors 8 65 73 - 28 28
--------------------------------------------
 110 265 375 79 520 599
--------------------------------------------
The Directors consider that the carrying amount of creditors is not materially
different to their fair value.
16. Called up share capital
31 December 31 December
2009 2008
 £'000 £'000
--------------------------------------------------------------------------------
Authorised
70,000,000 Ordinary shares of 50p each (2008:
70,000,000) 35,000 35,000
40,000,000 C shares of 50p each (2008: 40,000,000) 20,000 20,000
------------------------
 55,000 55,000
------------------------
Allotted, called up and fully paid
13,702,045 Ordinary shares of 50p each (2008:
13,702,045) 6,851 6,851
35,657,472 C shares of 50p each (2008: 35,618,841) 17,829 17,809
------------------------
 24,680 24,660
------------------------
Shares in issue
12,833,951 Ordinary shares of 50p each in issue (net of
treasury shares) (2008: 12,971,408)
34,662,440 C shares of 50p each in issue (net of
treasury shares) (2008: 35,580,045)
The Company purchased 137,457 Ordinary shares (2008: 457,164) to be held in
treasury at a cost of £95,000 (2008: £431,000) and 956,236 C shares (2008:
38,796) at a cost of £534,000 (2008: £30,000) to be held in treasury and
representing 1.1 per cent and 2.7 per cent. respectively of the shares in issue
(excluding treasury shares) as at 1 January 2009. The shares purchased for
treasury were funded from the Ordinary shares and C shares Own treasury shares
reserve.
The Company holds a total of 868,094 Ordinary shares and 995,032 C shares in
treasury, representing 6.7 per cent. and 2.9 per cent. respectively of the
Ordinary and C shares in issue (excluding treasury shares) as at 31 December
2009.
Under the terms of the Dividend Reinvestment Scheme Circular dated 18 April
2008, the following C shares, with nominal value of 50 pence, were allotted at a
price of 72.3 pence per share during the year.
Opening
market price
Number of C Aggregate per share on
Date of C share shares nominal value Consideration allotment
allotment allotted of C shares received date
  £'000 £'000 (pence per share)
--------------------------------------------------------------------------------
18 September 2009 38,631 19 28 50.5
--------------------------------------------------------------------------------
17. Basic and diluted net asset value per share
 31 December 2009 31 December 2008
Ordinary shares C shares Ordinary shares C shares
(pence per (pence per (pence per (pence per
 share) share) share) share)
--------------------------------------------------------------------------------
Basic and
diluted net
asset values per
share 92.7 72.7 86.8 79.8
The basic and diluted net asset values per share at the year end are calculated
in accordance with the Articles of Association and are based upon total shares
in issue less the treasury shares of 12,833,951 Ordinary shares (2008:
12,971,408) and 34,662,440Â C shares (2008: 35,580,045) in issue at 31 December
2009.
18. Analysis of changes in cash during the year
Year ended 31 December Year ended 31 December
 2009 2008
Ordinary Ordinary
shares C shares Total shares C shares Total
 £'000 £'000 £'000 £'000 £'000 £'000
-----------------------------------------------------------------------
Opening cash balances 1,647 212 1,859 4,056 4,229 8,285
Net cash inflow 521 6,369 6,890 (2,409) (4,017) (6,426)
--------------------------------------------------
Closing cash balances 2,168 6,581 8,749 1,647 212 1,859
--------------------------------------------------
19. Reconciliation of net return on ordinary activities before taxation to net
cash inflow from operating activities
Year ended 31 December Year ended 31 December
 2009 2008
Ordinary Ordinary
shares C shares Total shares C shares Total
 £'000 £'000 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
Revenue return on ordinary
activities before taxation 432 544 976 773 1,436 2,209
Investment management fee
charged to capital (215) (483) (698) (281) (631) (912)
Recoverable VAT capitalised 68 - 68 182 249 431
Movement in accrued amortised
loan stock interest 5 81 86 3 (130) (127)
Decrease/(increase) in debtors 254 461 715 (238) (335) (573)
Increase/(decrease) in creditors 73 182 255 (109) (259) (368)
Interclass account movement 355 (15) 340 (254) (84) (338)
------------------------------------------------
Net cash inflow from operating
activities 972 770 1,742 76 246 322
------------------------------------------------
The interclass account movement is different between classes due to payments
made on behalf of the C share fund by the Ordinary share fund in respect of
investments made immediately prior to the previous year end.
20. Capital and financial instruments risk management
The Company's capital comprises Ordinary shares and C shares as described in
note 16. The Company is permitted to buy-back its own shares for cancellation or
treasury purposes, and this is described in more detail on page 27 of the
Directors' report and enhanced business review within the full Annual Report and
Financial Statements.
The Company's financial instruments comprise equity and loan stock investments
in unquoted companies, equity in AIM quoted companies, floating rate notes, cash
balances and short term debtors and creditors which arise from its operations.
The main purpose of these financial instruments is to generate cashflow and
revenue and capital appreciation for the Company's operations. The Company has
no gearing or other financial liabilities apart from short term creditors. The
Company does not use any derivatives for the management of its balance sheet.
The principal risks arising from the Company's operations are:
* Investment (or market) risk (which comprises investment price and cash flow
interest rate risk);
* credit risk; and
* liquidity risk.
The Board regularly reviews and agrees policies for managing each of these
risks. There have been no changes in the nature of the risks that the Company
has faced during the past year, and apart from where noted below, there have
been no changes in the objectives, policies or processes for managing risks
during the past year. The key risks are summarised below.
Investment risk
As a venture capital trust, it is the Company's specific nature to evaluate and
control the investment risk of its portfolio in unquoted and in quoted
investments, details of which are shown on pages 12 to 17 of the full Annual
Report and Financial Statements. Investment risk is the exposure of the Company
to the revaluation and devaluation of investments. The main driver of investment
risk is the operational and financial performance of the investee company and
the dynamics of market quoted comparators. The Manager receives management
accounts from investee companies, and members of the investment management team
often sit on the boards of unquoted investee companies; this enables the close
identification, monitoring and management of investment risk.
The Manager and the Board formally reviews investment risk (which includes
market price risk), both at the time of initial investment and at quarterly
Board meetings.
The Board monitors the prices at which sales of investments are made to ensure
that profits to the Company are maximised, and that valuations of investments
retained within the portfolio appear sufficiently prudent and realistic compared
to prices being achieved in the market for sales of unquoted investments.
The maximum investment risk as at the balance sheet date is the value of the
fixed and current asset investment portfolio which is £9,784,000 (2008:
£8,978,000) for Ordinary shares and £18,635,000 for the C shares (2008:
£27,872,000). Fixed and current asset investments form 82 per cent. of the
Ordinary shares' net asset value as at 31 December 2009 (2008: 80 per cent.) and
74 per cent. of the C shares' net asset value as at 31 December 2009 (2008: 98
per cent.).
More details regarding the classification of fixed and current asset investments
are shown in notes 12 and 14.
Investment price risk
Investment price risk is the risk that the fair value of future investment cash
flows will fluctuate due to factors specific to an investment instrument or to
a market in similar instruments. To mitigate the investment price risk for the
Company as a whole, the strategy of the Company is to invest in a broad spread
of industries with approximately two-thirds of the unquoted investments
comprising debt securities, which, owing to the structure of their yield and the
fact that they are usually secured, have a lower level of price volatility than
equity. Details of the industries in which investments have been made are
contained in the Portfolio of investments section on pages 12 to 17 of the full
Annual Report and Financial Statements and in the Manager's report.
Valuations are based on the most appropriate valuation methodology for an
investment within its market, with regard to the financial health of the
investment and the IPEVCV Guidelines.
As required under FRS 29 "Financial Instruments: Disclosures", the Board is
required to illustrate by way of a sensitivity analysis the degree of exposure
to market risk. The Board considers that the value of the fixed and current
asset investment portfolio is sensitive to a 10 per cent. change based on the
current economic climate. The impact of a 10 per cent. change has been selected
as this is considered reasonable given the current level of volatility observed
both on a historical basis and future expectations.
The sensitivity of a 10 per cent. increase or decrease in the valuation of the
fixed and current asset investments (keeping all other variables constant) would
increase or decrease the net asset value and return for the year of Ordinary
shares by £978,000 (2008: £898,000) and for C shares by £1,864,000 (2008:
£2,787,000).
Cash flow interest rate risk
It is the Company's policy to accept a degree of interest rate risk on its
financial assets through the effect of interest rate changes. On the basis of
the Company's analysis, it is estimated that a rise of one percentage point in
all interest rates would have increased total return before tax for the year by
approximately £29,000 for the Ordinary shares (2008: £59,000) and £112,000 for
the C shares (2008: £199,000). Furthermore, it is considered that a fall of
interest rates below current levels during the year would be very unlikely.
The weighted average interest rate applied to the Company's fixed rate assets
during the year was approximately 7.3 per cent. (2008: 7.4 per cent.) for the
Ordinary shares and 5.0 per cent. for the C shares (2008: 8.3 per cent.). The
weighted average period to maturity for the fixed rate assets is approximately
2.9 years for the Ordinary shares and approximately 3.0 years for the C shares
(2008:Â 2.8 years for the Ordinary shares and 3.8 years for C shares).
The Company's financial assets and liabilities as at 31 December 2009, all
denominated in pounds sterling, consist of the following:
Ordinary shares
 31 December 2009 31 December 2008
Non- Non-
Fixed Floating interest Fixed Floating interest
rate rate bearing Total rate rate bearing Total
 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
Unquoted equity - - 2,954 2,954 - - 1,872 1,872
Quoted equity - - 20 20 - - 284 284
Unquoted loan
stock 6,729 63 18 6,810 6,713 99 10 6,822
Debtors - - 60 60 - - 714 714
Current
liabilities - - (110) (110) - - (79) (79)
Cash 1,949 219 - 2,168 - 1,647 - 1,647
--------------------------------------------------------------
Total net assets 8,678 282 2,942 11,902 6,713 1,746 2,801 11,260
--------------------------------------------------------------
C shares
 31 December 2009 31 December 2008
Non- Non-
Fixed Floating interest Fixed Floating interest
rate rate bearing Total rate rate bearing Total
 £'000 £'000- £'000 £'000 £'000 £'000 £'000 £'000
--------------------------------------------------------------------------------
Unquoted
equity - - 6,024 6,024 - - 5,938 5,938
Unquoted loan
stock 9,688 1,899 10 11,597 10,363 1,633 - 11,996
Floating rate
notes - 1,014 - 1,014 - 9,938 - 9,938
Debtors - - 259 259 - - 811 811
Current
liabilities - - (265) (265) - - (520) (520)
Cash 6,502 79 - 6,581 - 212 - 212
------------------------------------------------------------------
Total net
assets 16,190 2,992 6,028 25,210 10,363 11,783 6,229 28,375
------------------------------------------------------------------
Credit risk
Credit risk is the risk that the counterparty to a financial instrument will
fail to discharge an obligation or commitment that it has entered into with the
Company. The Company is exposed to credit risk through its debtors, investment
in unquoted loan stock, and through the holding of floating rate notes and cash
on deposit with banks.
The Manager evaluates credit risk on loan stock and floating rate note
instruments prior to investment, and as part of its ongoing monitoring of
investments. In doing this, it takes into account the extent and quality of any
security held. Typically loan stock instruments have a first fixed charge or a
fixed and floating charge over the assets of the investee company in order to
mitigate the gross credit risk. The Manager receives management accounts from
investee companies, and members of the investment management team often sit on
the boards of unquoted investee companies; this enables the close
identification, monitoring and management of investment specific credit risk.
The Manager and the Board formally review credit risk (including debtors) and
other risks, both at the time of initial investment and at quarterly Board
meetings.
The Company's total gross credit risk for Ordinary shares at 31 December 2009
was limited to £6,810,000 (2008: £6,822,000) of unquoted loan stock instruments
and £2,168,000 (2008: £1,647,000) cash deposits with banks.
The cost, impairment and carrying value of impaired loan stocks in the Ordinary
share portfolio held at amortised cost at 31 December 2009 and 31 December 2008
are as follows:
 31 December 2009 31 December 2008
Carrying Carrying
Cost Impairment value Cost Impairment value
 £'000 £'000 £'000 £'000 £'000 £'000
-----------------------------------------------------------------------
Impaired loan stock 4,859 (1,879) 2,980 3,004 (1,293) 1,711
----------------------------------------------------
Impaired loan stock instruments have a first fixed charge or a fixed and
floating charge over the assets of the investee company and the Board deem the
security value to be the carrying value.
The Company's total gross credit risk for C shares at 31 December 2009 is
limited to £11,597,000 (2008: £11,996,000) of unquoted loan stock instruments,
£1,014,000 (2008: £9,938,000) of floating rate notes and £6,581,000 (2008:
£212,000) cash deposits with banks.
The cost, impairment and carrying value of impaired loan stocks in the C share
portfolio held at amortised cost at 31 December 2009 and 31 December 2008 are as
follows:
 31 December 2009 31 December 2008
Carrying Carrying
Cost Impairment value Cost Impairment value
 £'000 £'000 £'000 £'000 £'000 £'000
-----------------------------------------------------------------------
Impaired loan stock 4,751 (1,203) 3,548 860 (298) 562
----------------------------------------------------
Impaired loan stock instruments have a first fixed charge or a fixed and
floating charge over the assets of the investee company and the Board deem the
security value to be the carrying value.
As at the balance sheet date, the cash held by the Company is held with the
Royal Bank of Scotland plc, Lloyds TSB Bank plc, HSBC plc, Scottish Widows,
Standard Life, UBS Wealth Management and BNP Paribas Securities Services Custody
Bank Limited. Credit risk on cash transactions is mitigated by transacting with
counterparties that are regulated entities subject to regulatory supervision,
with Moody's credit ratings of at least 'A' or equivalent as assigned by
international credit-rating agencies.
The Company has an informal policy of limiting counterparty banking and floating
rate note exposure to a maximum of 20 per cent. of net asset value for any one
counterparty.
As at the year end the Company held one floating rate notes with UBS £1,014,000
(2008: two floating rate notes totalling £9,938,000).
Liquidity risk
Liquid assets are held as cash on current account, cash on deposit or short term
money market account and as floating rate notes. Under the terms of its
Articles, the Company has the ability to borrow up to 10 per cent. of its
adjusted capital and reserves of the latest published audited balance sheet,
which amounts to £1,190,000 for Ordinary shares (2008: £1,126,000) and
£2,521,000 for C shares (2008: £2,838,000) as at 31 December 2009.
The Company has no committed borrowing facilities as at 31 December 2009 (2008:
£nil). Ordinary shares had cash balances of £2,168,000 (2008: £1,647,000) and C
share cash balances were £6,581,000 (2008: £212,000) together with £1,014,000
(2008: £9,938,000) invested in one floating rate note, which is considered to be
readily realisable within the timescales required to make cash available for
investment. The main cash outflows are for new investments, share buy-backs and
dividend payments, which are within the control of the Company. The Manager
formally reviews the cash requirements of the Company on a monthly basis, and
the Board on a quarterly basis as part of its review of management accounts and
forecasts. All the Company's financial liabilities are short term in nature and
total £110,000 for the Ordinary shares (2008: £79,000) and £265,000 for the C
shares (2008: £520,000) at 31 December 2008.
The UBS floating rate note matures in less than two years on 20 May 2011.
Ordinary shares
The carrying value of loan stock investments held at amortised cost at 31
December 2009 as analysed by expected maturity dates is as follows:
Fully performing Renegotiated Impaired loan
loan stock loan stock stock Total
Redemption date £'000 £'000 £'000 £'000
------------------------------------------------------------------------------
Less than one year 80 238 96 414
1-2 years 476 520 529 1,525
2-3 years 221 446 1,116 1,783
3-5 years 1,606 242 1,240 3,088
----------------------------------------------------------
Total 2,383 1,446 2,981 6,810
----------------------------------------------------------
The carrying value of loan stock investments held at amortised cost at 31
December 2008 as analysed by expected maturity dates is as follows:
Fully performing Renegotiated Impaired loan
loan stock loan stock stock Total
Redemption date £'000 £'000 £'000 £'000
------------------------------------------------------------------------------
Less than one year 137 - 178 315
1-2 years 1,261 443 627 2,331
2-3 years 692 82 271 1,045
3-5 years 2,026 470 635 3,131
----------------------------------------------------------
Total 4,116 995 1,711 6,822
----------------------------------------------------------
Loan stock investments disclosed above as renegotiated would otherwise have been
disclosed as past due.
C shares
The carrying value of loan stock investments held at amortised cost at 31
December 2009 as analysed by expected maturity dates is as follows:
Fully performing Renegotiated Impaired loan
loan stock loan stock stock Total
Redemption date £'000 £'000 £'000 £'000
-------------------------------------------------------------------------------
Less than one year - 114 - 114
1-2 years 1,115 41 45 1,201
2-3 years 1,234 226 2,494 3,954
3-5 years 4,123 1,196 1,009 6,328
-----------------------------------------------------------
Total 6,472 1,577 3,548 11,597
-----------------------------------------------------------
The carrying value of loan stock investments held at amortised cost at 31
December 2008 as analysed by expected maturity dates is as follows:
Fully performing Renegotiated Impaired loan
loan stock loan stock stock Total
Redemption date £'000 £'000 £'000 £'000
-------------------------------------------------------------------------------
Less than one year - - - -
1-2 years - - - -
2-3 years 761 486 60 1,307
3-5 years 4,969 5,218 502 10,689
-----------------------------------------------------------
Total 5,730 5,704 562 11,996
-----------------------------------------------------------
Loan stock investments disclosed above as renegotiated would otherwise have been
disclosed as past due.
In view of the factors identified above, the Board considers that the Company is
subject to low liquidity risk.
Fair values of financial assets and financial liabilities
All the Company's financial assets and liabilities as at 31 December 2009 are
stated at fair value as determined by the Directors, with the exception of loans
and receivables included within investments, which are carried at amortised
cost, in accordance with FRS 26. The Directors believe that the current carrying
value of loan stock is not materially different to the fair value. There are no
financial liabilities other than creditors. The Company's financial liabilities
are all non-interest bearing. It is the Directors' opinion that the book value
of the financial liabilities is not materially different to the fair value and
all are payable within one year.
21. Post balance sheet events
Since 31 December 2009 the Company has had the following post balance sheet
events:
* Investment in Mi-Pay Limited of £30,552 (Ordinary shares) and £186,390 (C
shares) in February 2010;
* Disposal (Ordinary shares) of equity holding in OneClickHR Plc for £21,000
in February 2010. Carrying value at 31 December 2009 was £20,000,
generating an uplift of £1,000;
* Investment (Ordinary shares) in GB Pub Company VCT Limited of £1,752 in
February 2010;
* Investment in Forth Photonics Limited of £53,333 (Ordinary shares) and
£226,667 (C shares) in March 2010;
* Investment in Oxsensis Limited of £40,460 (Ordinary shares) and £228,218 (C
shares) in March 2010;
* Investment in Prime Care Holdings of £47,774 (Ordinary shares) and £168,241
(C shares) in March 2010;
* Investment in Orchard Portman Hospital Limited of £201,233 (Ordinary shares)
and £347,965 (C shares) in March 2010;
* Investment in Rostima Limited of £4,545 (Ordinary shares) and £54,546 (C
shares) in March 2010.
22. Related party transactions
The Manager, Albion Ventures LLP, is considered to be a related party by virtue
of the fact that Patrick Reeve, a Director of the Company, is also a Partner of
the Manager. The Manager is party to a Management agreement from the Company
(details disclosed on page 26 of the full Annual Report and Financial
Statements). During the year, services of a total value of £931,000 (2008:
£1,216,000) were purchased by the Company from Albion Ventures LLP. At the
financial year end, the amount due to Albion Ventures LLP disclosed as other
creditors was £221,000 (2008: £12,000).
Albion Ventures LLP has reclaimed VAT from HMRC as described in note 6. A sum of
£91,000 for Ordinary shares and £nil for C shares (2008: £243,000 for Ordinary
shares and £332,000 for C shares) has been recognised in the Income Statement
for the year reflecting a gross receipt of £93,000 (2008: £631,000 for both
share classes), less a creditor for £2,000 (2008: £46,000 for both share
classes) in respect of related historic fees to be paid to Albion Ventures LLP.
Patrick Reeve is the Managing Partner of the Manager, Albion Ventures LLP.
During the year, the Company was charged by Albion Ventures LLP £20,000
(including VAT) in respect of his services as a Director (2008: £20,000). At the
year end, the amount due to Albion Ventures LLP in respect of these services
disclosed as accruals and deferred income was £5,000 (2008: £nil).
Buy-backs of shares for Treasury during the year were transacted through
Winterflood Securities Limited, a subsidiary of Close Brothers Group plc, which,
up to 23 January 2009 was the ultimate parent company of the Manager. Details of
buy-backs during the year can be found in note 16.
23. Principal risks and uncertainties
In addition to the current economic risks outlined in the Chairman's statement,
the Board considers that the Company faces the following major risks and
uncertainties:
1. Investment risk
This is the risk of investment in poor quality assets which reduces the capital
and income returns to shareholders, and negatively impacts on the Company's
reputation. By nature, smaller unquoted businesses, such as those that qualify
for venture capital trust purposes, are more fragile than larger, long
established businesses. To reduce this risk, the Board places reliance upon the
skills and expertise of the Manager and its strong track record for investing in
this segment of the market. In addition, the Manager operates a formal and
structured investment process, which includes an Investment Committee,
comprising investment professionals from the Manager and external investment
professionals. The Manager also invites comments from all non-executive
Directors on investments discussed at the Investment Committee meetings.
Investments are actively and regularly monitored by the Manager (investment
managers normally sit on investee company boards) and the Board receives
detailed reports on each investment as part of the Manager's report at quarterly
board meetings.
2. Venture Capital Trust approval risk
The Company's current approval as a venture capital trust allows investors to
take advantage of tax reliefs on initial investment and ongoing tax free capital
gains and dividend income. Failure to meet the qualifying requirements could
result in investors losing the tax relief on initial investment and loss of tax
relief on any tax-free income or capital gains received. In addition, failure to
meet the qualifying requirements could result in a loss of listing of the
shares.
To reduce this risk, the Board has appointed the Manager, who has a team with
significant experience in venture capital trust management, used to operating
within the requirements of the venture capital trust legislation. In addition,
to provide further formal reassurance, the Board has appointed
PricewaterhouseCoopers LLP as its taxation advisors. PricewaterhouseCoopers LLP
report quarterly to the Board to independently confirm compliance with the
venture capital trust legislation, to highlight areas of risk and to inform on
changes in legislation.
3. Compliance risk
The Company is listed on The London Stock Exchange and is required to comply
with the rules of the UK Listing Authority, as well as with the Companies Act,
Accounting Standards and other legislation. Failure to comply with these
regulations could result in a delisting of the Company's shares, or other
penalties under the Companies Act or from financial reporting oversight bodies.
Board members and the Manager have experience of operating at senior levels
within quoted businesses. In addition, the Board and the Manager receive regular
updates on new regulation from its Auditors, lawyers and other professional
bodies.
4. Internal control risk
Failures in key controls, within the Board or within the Manager's business,
could put assets of the Company at risk or result in reduced or inaccurate
information being passed to the Board or to shareholders.
The Audit Committee will meet with the Manager's internal auditors, Littlejohn,
at least once a year, receiving a report regarding the last formal internal
audit performed on the Manager, and providing the opportunity for the Audit
Committee to ask specific and detailed questions. During the year the Board met
with the partner at Littlejohn LLP responsible for Albion Ventures LLP internal
audit to discuss the most recent Internal Audit Report completed on the
Manager. The Manager has a comprehensive business continuity plan in place in
the event that operational continuity is threatened. Further details regarding
the Board's management and review of the Company's internal controls through the
implementation of the Turnbull guidance are detailed on page 31 of the full
Annual Report and Financial Statements.
Measures are in place to mitigate information risk in order to ensure the
integrity, availability and confidentiality of information used within the
business.
5. Reliance upon third parties risk
The Company is reliant upon the services of Albion Ventures LLP for the
provision of investment management and administrative functions. There are
provisions within the Management agreement for the change of Manager under
certain circumstances (for more detail, see the Management agreement paragraph
on page 26 of the full Annual Report and Financial Statements). In addition, the
Manager has demonstrated to the Board that there is no undue reliance placed
upon any one individual within Albion Ventures LLP.
6. Financial risks
By its nature, as a venture capital trust, the Company is exposed to investment
risk (which comprises investment price risk and cash flow interest rate risk),
credit risk and liquidity risk. The Company's policies for managing these risks
and its financial instruments are outlined in full in note 20.
All of the Company's income and expenditure is denominated in sterling and hence
the Company has no foreign currency risk. The Company is financed through equity
and does not have any borrowings. The Company does not use derivative financial
instruments.
Key financial risks are noted in note 20 above.
24. Other information
The information set out in this announcement does not constitute the Company's
statutory accounts within the terms of section 434 of the Companies Act 2006 for
the periods ended 31 December 2009 and 31 December 2008, and is derived from
the statutory accounts for those financial years, which have been or in the case
of the accounts for the year ended 31 December 2009, which will be, delivered to
the Registrar of Companies. The Auditors reported on those accounts; their
reports were unqualified and did not contain a statement under s498 (2) or (3)
of the Companies Act 2006.
The Company's Annual General Meeting will be held at the City of London Club, 19
Old Broad Street, London, EC2N 1DS on 21 June 2010 at 11.30 am.
25. Publication
The full audited Annual Report and Financial Statements is being sent to
shareholders and copies will be made available to the public at the registered
office of the Company, Companies House, the FSA viewing facility and also
electronically at www.albion-ventures.co.uk
<
http://www.albion-ventures.co.uk/>Â under the 'Our Funds' section.
[HUG#1403292]
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