Annual Financial Report

Annual Financial Report As required by the UK Listing Authority's Disclosure and Transparency Rules 4.1 and 6.3, Albion Venture Capital Trust PLC today makes public its information relating to the Annual Report and Financial Statements for the year ended 31 March 2011. This announcement was approved for release by the Board of Directors on 16 June 2011. This announcement has not been audited. You will shortly be able to view the Annual Report and Financial Statements for the year to 31 March 2011 (which have been audited) at: www.albion- ventures.co.uk by clicking on 'Our Funds' and then 'Albion Venture Capital Trust PLC'.  The Annual Report and Financial Statements for the year to 31 March 2011 will be available as a PDF document via a link under the 'Investor Centre' in the 'Financial Reports and Circulars' section. The information contained in the Annual Report and Financial Statements will include information as required by the Disclosure and Transparency Rules, including Rule 4.1. Investment objectives Albion Venture Capital Trust PLC (the "Company") is a venture capital trust which raised a total of £39.7 million through an issue of Ordinary Shares in the spring of 1996 and through an issue of C Shares in the following year. The C Shares merged with the Ordinary Shares in 2001. The Company offers tax-paying investors substantial tax benefits at the time of investment, on payment of dividends and on the ultimate disposal of the investment. Its investment strategy is to minimise the risk to investors whilst maintaining an attractive yield. This is achieved as follows: * qualifying unquoted investments are predominantly in specially-formed companies which provide a high level of asset backing for the capital value of the investment; * Albion Venture Capital Trust PLC invests alongside selected partners with proven experience in the sectors concerned; * investments are normally structured as a mixture of equity and loan stock. The loan stock represents the majority of the finance provided and is secured on the assets of the investee company. Funds managed or advised by Albion Ventures LLP typically own 50 per cent. of the equity of the investee company; and * other than the loan stock issued to funds managed or advised by Albion Ventures LLP, investee companies do not normally have external borrowings. Financial calendar Annual General Meeting 18 July 2011 Record date for first dividend  1 July 2011 Payment of first dividend   29 July 2011 Announcement of half-yearly results for the six months ended 30  November  2011 September 2011 Payment of second dividend subject to Board approval December 2011 Financial highlights +-----------------------------------------------------------------------+ 195.3p|Net asset value plus dividends since launch to 31 March 2011 | -------+-----------------------------------------------------------------------+   | -------+-----------------------------------------------------------------------+ 5.0p |Tax-free dividend per share paid in the year to 31 March 2011  | -------+-----------------------------------------------------------------------+   | -------+-----------------------------------------------------------------------+ 2.5p |The Board has declared a first tax free dividend per share for the year| |to 31 March 2012 | -------+-----------------------------------------------------------------------+   | -------+-----------------------------------------------------------------------+ 80.5p |Net asset value per share as at 31 March 2011  | +-----------------------------------------------------------------------+ Financial summary +-----------------------+---------------+---------------+ |   | 31 March 2011 | 31 March 2010 | +-----------------------+---------------+---------------+ | | (pence | (pence per | |   | per share) | share) | +-----------------------+---------------+---------------+ |   |   |   | +-----------------------+---------------+---------------+ | Dividends paid | 5.00 | 5.00 | +-----------------------+---------------+---------------+ | Revenue return | 2.50 | 2.87 | +-----------------------+---------------+---------------+ | Capital return/(loss) | 1.16 | (1.65) | +-----------------------+---------------+---------------+ | Net asset value | 80.50 | 81.62 | +-----------------------+---------------+---------------+ +-----------------------------------------------------+---------------+--------+ |Total shareholder net asset value return to 31 March |Ordinary shares|C shares| |2011 | | | +---------------------------------------+-------------+---------------+--------+ |Total dividends paid during the year |31 March 1997| | | |ended : | | 2.00| -| +---------------------------------------+-------------+---------------+--------+ |  |31 March 1998| 5.20| 2.00| +---------------------------------------+-------------+---------------+--------+ |  |31 March 1999| 11.05| 8.75| +---------------------------------------+-------------+---------------+--------+ |  |31 March 2000| 3.00| 2.70| +---------------------------------------+-------------+---------------+--------+ |  |31 March 2001| 8.55| 4.80| +---------------------------------------+-------------+---------------+--------+ |  |31 March 2002| 7.60| 7.60| +---------------------------------------+-------------+---------------+--------+ |  |31 March 2003| 7.70| 7.70| +---------------------------------------+-------------+---------------+--------+ |  |31 March 2004| 8.20| 8.20| +---------------------------------------+-------------+---------------+--------+ |  |31 March 2005| 9.75| 9.75| +---------------------------------------+-------------+---------------+--------+ |  |31 March 2006| 11.75| 11.75| +---------------------------------------+-------------+---------------+--------+ |  |31 March 2007| 10.00| 10.00| +---------------------------------------+-------------+---------------+--------+ |  |31 March 2008| 10.00| 10.00| +---------------------------------------+-------------+---------------+--------+ |  |31 March 2009| 10.00| 10.00| +---------------------------------------+-------------+---------------+--------+ |  |31 March 2010| 5.00| 5.00| +---------------------------------------+-------------+---------------+--------+ |  |31 March 2011| 5.00| 5.00| +---------------------------------------+-------------+---------------+--------+ |  |  |  | +-----------------------------------------------------+---------------+--------+ |Total dividends paid to 31 March 2011 | 114.80| 103.25| +-----------------------------------------------------+---------------+--------+ |  |  |  | +-----------------------------------------------------+---------------+--------+ |Net asset value as at 31 March 2011 | 80.50| 80.50| +-----------------------------------------------------+---------------+--------+ |  |  |  | +-----------------------------------------------------+---------------+--------+ |Total shareholder net asset value return to 31 March | | | |2011 | 195.30| 183.75| +-----------------------------------------------------+---------------+--------+ |  |  |  | +-----------------------------------------------------+---------------+--------+ In addition to the dividends summarised above, the Board has declared a first dividend for the new financial year, of 2.5 pence per share to be paid on 29 July 2011 to shareholders on the register as at 1 July 2011. Notes * Dividends paid before 5 April 1999 were paid to qualifying shareholders inclusive of the associated tax credit. The dividends for the year to 31 March 1999 were maximised in order to take advantage of this tax credit. * A capital dividend of 2.55 pence paid in the year to 31 March 2000 enabled the Ordinary shares and the C shares to merge on an equal basis. * All dividends paid by the Company are free of income tax. It is an H.M. Revenue & Customs requirement that dividend vouchers indicate the tax element should dividends have been subject to income tax. Investors should ignore this figure on their dividend voucher and need not disclose any income they receive from a VCT on their tax return. * The net asset value of the Company is not its share price as quoted on the official list of the London Stock Exchange. The share price of the Company can be found in the Investment Companies - VCTs section of the Financial Times on a daily basis. Investors are reminded that it is common for shares in VCTs to trade at a discount to their net asset value. Chairman's statement Introduction The results for the year to 31 March 2011 show a total return of 3.66 pence per share before dividends, up from 1.22 pence per share in the previous year, comprising a 2.50 pence per share revenue return and a 1.16 pence per share capital return. This shows the continued recovery from the low point of the credit crunch and the increasing maturity of the investment portfolio. The Company raised approximately £1.25m under the Albion VCTs Linked Top Up Offer during the year with a further £0.4m subsequent to the year end. Investment performance and progress During the year the Company invested £2.1m in six new investee companies, with a further £1.4m committed; and £0.2m in four existing investee companies. It successfully sold its holdings in Geronimo Inns VCT I Limited and Geronimo Inns VCT II Limited, realising a profit of £70,000 on cost of £540,000 and achieving an overall return of 24% over the course of the investment.  In addition, £2.7m was returned by other investee companies, principally through the repayment of loan stock. The principal new investments comprised a total commitment of £1.8m in Oakland Care Centre Limited, which is developing a 46 bed care home for Elderly Mentally Infirm patients in Chingford; £0.8m in Radnor House School Limited, a private co-educational school which will open in September 2011 on the site of Alexander Pope's villa beside the Thames in Twickenham; and £0.4m committed to Nelson House Hospital Limited, which is developing a psychiatric hospital in Gosport, Hampshire.  The other new investments were in the renewable energy sector: £0.2m in TEG (Biogas) Perth Limited, which is building a food waste to energy anaerobic digestion plant in Scotland; and £0.1m in two solar energy companies. Following third party professional valuations of the majority of the existing portfolio, the Company saw a pleasing uplift in the value of its cinema investments, following strong trading. The Stanwell Hotel near Heathrow opened in the early part of the year, though trading was slower to take off than anticipated. The valuation of the hotel portfolio as a whole remained flat, despite increases in profitability over the period at all of the other four hotels, the Holiday Inn Express at Stansted Airport, the Crown Hotel in Harrogate, the Bell Hotel in Sandwich and the Bear Hotel in Hungerford. Increases in the valuations of two of the Company's health and fitness clubs at Olympia and Tower Bridge were tempered by a reduction in the valuation of the Weybridge Club Limited. The Charnwood Pub Company Limited also saw a reduction in valuation whilst the Bravo Inns pubs remained resilient. The exposure to residential development was significantly reduced with nearly £1.9m returned. The Orchard Portman Hospital Limited, meanwhile, has recently opened its psychiatric hospital in Somerset. Risks and uncertainties The outlook for the UK economy continues to be the key risk affecting your Company. Although there have been indications of renewed growth, there is continuing uncertainty as to the impact on the economy of the coalition government's spending cuts.  Importantly, however, your Company remains conservatively financed with no bank borrowings having a prior charge at either corporate or investee company level, in addition to the policy of ensuring that the Company has a first charge over investee companies' assets.  Meanwhile, opportunities within our target sectors continue to arise at attractive valuations, including the healthcare and environmental sectors which are two of our core areas of concentration going forwards. A detailed analysis of the other risks and uncertainties facing the business is shown in note 23 to this announcement. Details of post balance sheet events and related party transactions are set out in notes 21 and 22 to this announcement. Share buy-backs It remains the Board's primary objective to maintain sufficient resources for investment in existing and new investee companies and for the continued payment of dividends to shareholders. Thereafter, it is still the Board's policy to buy back shares in the market, subject to the overall constraint that such purchases are in the Company's interest. The Company will limit the sum available for share buy-backs for the six month period to 30 September 2011 to £350,000.  This compares to a total value bought in for the previous six months of £300,000. Subject to the constraints referred to above, and subject to first purchasing shares held by the marketmakers, the Board will target such buy-backs to be in the region of a 10% to 15% discount to net asset value, so far as market conditions and liquidity permit. Results and dividends As at 31 March 2011, the net asset value was £28.8 million or 80.50 pence per share, compared to £28.4 million or 81.62 pence per share as at 31 March 2010, after the payment of tax-free dividends of 5.0 pence per share.  The revenue return before taxation was £911,000 compared to £985,000 for the year to 31 March 2010.  The Company will pay a first dividend of 2.5 pence per share on 29 July 2011 to those shareholders on the share register on 1 July 2011, which is in line with the Company's current objective of paying dividends of 5.0 pence per share annually. Outlook and prospects The outlook for the UK economy remains uncertain but the majority of our portfolio companies are continuing to be cash generative.  The availability of finance for potential purchasers to be able to acquire the Company's portfolio companies at attractive prices remains constrained, but in the meantime the Manager is continuing to see a good pipeline of attractive investment opportunities, particularly in the healthcare and environmental sectors. David Watkins Chairman 16 June 2011 Manager's report Investment portfolio We are currently going through a process of re-balancing the investment portfolio in order to increase the Company's weighting in the healthcare and renewable energy sectors, which we believe to have less exposure to the consumer and business cycle and to reduce the weighting in hotels. The sector split of the portfolio by valuation as at 31 March 2011 is shown below: Please see the end of this announcement for the PDF of the sector split of the portfolio by valuation as at 31 March 2011 Source: Albion Ventures LLP Investment activity During the year the Company sold its investment in the Geronimo Inns VCT companies, which had been acquired in the previous financial year, realising a profit of £70,000 on cost of £540,000, achieving an overall return of 24% over the course of the investment. In addition, some £330,000 of loan stock was repaid by Kew Green (Stansted). The company also invested in six new companies, two in the healthcare sector, three in the renewable energy sector and one in education, providing greater diversification to the Company's portfolio. The healthcare investments comprised first, £843,000 invested, with a further commitment of £992,000, in Oakland Care Centre, which is developing a 46 bedroom care home in Chingford for patients suffering from dementia; and second, £155,000 invested, with a further £287,000 committed in Nelson House Hospital which is developing a psychiatric hospital in Gosport, Hampshire. The renewable energy sector investments comprise £207,000 invested in TEG Biogas (Perth), which is developing an anaerobic digestion plant in Scotland which will convert food waste to energy; £99,000 invested in The Street by Street Solar Programme which installs and owns photovoltaic panels on residential buildings in the Thames Valley; and £20,000 in AVESI, which also installs and owns photovoltaic panels. Investment portfolio In the hotel portfolio, the Holiday Inn Express at Stansted Airport increased its profitability over the year, despite falling passenger numbers at the airport. The Stanwell Hotel, in the village of Stanwell near Heathrow's Terminal 5 reopened, following redevelopment as a 52 bedroom hotel, in May 2010. Revenue growth was slower than anticipated leading to a reduction in valuation. The Crown Hotel in Harrogate and the Bell Hotel in Sandwich both experienced pleasing growth in profitability over the year and were able to increase the level of the income paid to the Company. Profitability also increased at the Bear Hotel in Hungerford.  Independent professional valuations of the hotels have led to the portfolio as a whole remaining steady. The cinema portfolio had another good year, leading to a very pleasing uplift in valuations, especially of the Cambridge and Greenwich Picturehouses and the Ritzy Cinema in Brixton. As a result of the strong trading City Screen (Cambridge) and CS (Greenwich) repaid £375,000 and £90,000 loan stock respectively, while CS (Brixton) retained cash for refurbishment.  Cinema City in Norwich also saw a strong increase in profitability. Meanwhile the Exeter Picturehouse was given a significant refurbishment during the year and the Picturehouse at FACT in Liverpool was also refurbished. In the health and fitness portfolio, the 37 degrees health and fitness club near Tower Bridge experienced strong trading and, both it and the 37 degrees health and fitness club at Olympia, saw a pleasing uplift in valuation. The Weybridge Club, despite seeing growth in profitability, has also experienced a slower than expected growth in membership and accordingly has had its valuation reduced. As mentioned above, the Company made a good profit on the disposal of the Geronimo Inns VCTs, which owned four freehold pubs in London, to Youngs Breweries. In the rest of the pub portfolio, The Charnwood Pub Company, which operates food-led pubs in central England, saw a reduction in its value as its core customer base struggled in a difficult economic climate, but trading has remained resilient in the wet-led Bravo Inns pubs in the north-west. The Dunedin Pub Company VCT agreed a sale of its remaining property with the proceeds payable over a three year period. In the healthcare sector, the Taunton Nursing Home continued to operate successfully while construction of the Orchard Portman psychiatric unit took place. This has now opened and the first patients have been admitted. In the residential development sector, G&K Smart Developments VCT had sold all bar three of its completed units by the year end, repaying £1.18m to the Company. Subsequently, two of the three remaining units have been sold and a further £686,000 was returned by Chase Midland VCT. Albion Ventures LLP Manager 16 June 2011 Responsibility Statement In preparing these financial statements for the year to 31 March 2011, the Directors of the Company, being David Watkins, John Kerr, Jonathan Rounce and Jeff Warren, 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 March 2011 for the Company has been prepared in accordance with United Kingdom Generally Accepted Accounting Practice (UK Accounting Standards and applicable law) and give a true and fair view of the assets, liabilities, financial position and profit and loss of the Company for the year ended 31 March 2011 as required by DTR 4.1.12.R;  -the Chairman's statement and Manager's report include a fair review of the information required by DTR 4.2.7R (indication of important events during the year ended 31 March 2011 and description of principal risks and uncertainties that the Company faces); and  -the Chairman's statement and Manager's report include a fair review of the information required by DTR 4.2.8R (disclosure of related parties transactions and changes therein). A detailed "Statement of Directors' responsibilities for the preparation of the Company's financial statements" is contained within the full audited Annual Report and Financial Statements. By order of the Board David Watkins Chairman Income statement +-----------------------------+----+---------------------+---------------------+ | | | Year ended 31 March | Year ended 31 March | |   |   | 2011 | 2010 | +-----------------------------+----+-------+-------+-----+-------+-------+-----+ |  |  |Revenue|Capital|Total|Revenue|Capital|Total| +-----------------------------+----+-------+-------+-----+-------+-------+-----+ |  |Note| £'000| £'000|£'000| £'000| £'000|£'000| +-----------------------------+----+-------+-------+-----+-------+-------+-----+ |Gains/(losses) on investments|3 | -| 700| 700| -| (286)|(286)| +-----------------------------+----+-------+-------+-----+-------+-------+-----+ |Investment income |4 | 1,300| -|1,300| 1,330| -|1,330| +-----------------------------+----+-------+-------+-----+-------+-------+-----+ |Investment management fees |5 | (141)| (424)|(565)| (144)| (433)|(577)| +-----------------------------+----+-------+-------+-----+-------+-------+-----+ |Recovery of VAT |  | -| -| -| 7| 21| 28| +-----------------------------+----+-------+-------+-----+-------+-------+-----+ |Other expenses |6 | (248)| -|(248)| (208)| -|(208)| +-----------------------------+----+-------+-------+-----+-------+-------+-----+ |Return/(loss) on ordinary | | | | | | | | |activities before tax |  | 911| 276|1,187| 985| (698)| 287| +-----------------------------+----+-------+-------+-----+-------+-------+-----+ |Tax (charge)/credit on | | | | | | | | |ordinary activities |8 | (41)| 126| 85| 18| 120| 138| +-----------------------------+----+-------+-------+-----+-------+-------+-----+ |Return/(loss) attributable to| | | | | | | | |shareholders |  | 870| 402|1,272| 1,003| (578)| 425| +-----------------------------+----+-------+-------+-----+-------+-------+-----+ |Basic and diluted | | | | | | | | |return/(loss) per share | | | | | | | | |(pence)* |10 | 2.50| 1.16| 3.66| 2.87| (1.65)| 1.22| +-----------------------------+----+-------+-------+-----+-------+-------+-----+ * excluding treasury shares The accompanying notes form an integral part of these Financial Statements. 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 return/(loss) on ordinary activities before tax and the historical profit/(loss) is due to the fair value movements on investments. As a result a note on historical cost profit and losses has not been prepared. Balance sheet +---------------------------------------------+----+-------------+-------------+ |  |  |31 March 2011|31 March 2010| +---------------------------------------------+----+-------------+-------------+ |  |Note| £'000| £'000| +---------------------------------------------+----+-------------+-------------+ |  |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Fixed asset investments | 11| 25,974| 26,214| +---------------------------------------------+----+-------------+-------------+ |  |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Current assets |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Trade and other debtors | 13| 130| 382| +---------------------------------------------+----+-------------+-------------+ |Cash at bank and in hand | 17| 2,971| 2,103| +---------------------------------------------+----+-------------+-------------+ |  |  | 3,101| 2,485| +---------------------------------------------+----+-------------+-------------+ |  |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Creditors: amounts falling due within one | | | | |year | 14| (314)| (299)| +---------------------------------------------+----+-------------+-------------+ |  |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Net current assets |  | 2,787| 2,186| +---------------------------------------------+----+-------------+-------------+ |  |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Net assets |  | 28,761| 28,400| +---------------------------------------------+----+-------------+-------------+ |  |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Capital and reserves |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Called up share capital | 15| 18,886| 18,050| +---------------------------------------------+----+-------------+-------------+ |Share premium |  | 538| 69| +---------------------------------------------+----+-------------+-------------+ |Capital redemption reserve |  | 1,914| 1,914| +---------------------------------------------+----+-------------+-------------+ |Unrealised capital reserve |  | (3,871)| (4,599)| +---------------------------------------------+----+-------------+-------------+ |Special reserve |  | -| 13,236| +---------------------------------------------+----+-------------+-------------+ |Treasury shares reserve |  | (1,524)| (1,032)| +---------------------------------------------+----+-------------+-------------+ |Realised capital reserve |  | 10,891| (295)| +---------------------------------------------+----+-------------+-------------+ |Revenue reserve |  | 1,927| 1,057| +---------------------------------------------+----+-------------+-------------+ |Total equity shareholders' funds |  | 28,761| 28,400| +---------------------------------------------+----+-------------+-------------+ |  |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Basic and diluted net asset value per share | | | | |(pence)* | 16| 80.50| 81.62| +---------------------------------------------+----+-------------+-------------+ * excluding treasury shares The accompanying notes form an integral part of these Financial Statements. These Financial Statements were approved by the Board of Directors and authorised for issue on 16 June 2011, and were signed on its behalf by David Watkins Chairman Company number: 3142609 Reconciliation of movements in shareholders' funds +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ | |Called-| | | | | | | | | | | up| | Capital|Unrealised| |Treasury|Realised| | | | | share| Share|redemption| capital| Special| shares| capital| Revenue| | |  |capital|premium| reserve| reserve*|reserve*|reserve*|reserve*|reserve*| Total| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |  | £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |As at 1 | | | | | | | | | | |April 2010 | 18,050| 69| 1,914| (4,599)| 13,236| (1,032)| (295)| 1,057| 28,400| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Net realised| | | | | | | | | | |losses on | | | | | | | | | | |investments | -| -| -| - | -| -| (7)| -| (7)| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Unrealised | | | | | | | | | | |gains on | | | | | | | | | | |investments | -| -| -| 707| -| -| -| -| 707| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Transfer of | | | | | | | | | | |previously | | | | | | | | | | |unrealised | | | | | | | | | | |losses on | | | | | | | | | | |disposal of | | | | | | | | | | |investments | -| -| -| 21| -| -| (21)| -| -| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Capitalised | | | | | | | | | | |investment | | | | | | | | | | |management | | | | | | | | | | |fees | -| -| -| -| -| -| (424)| -| (424)| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Tax on | | | | | | | | | | |capitalised | | | | | | | | | | |management | | | | | | | | | | |fees | -| -| -| -| -| -| 126| -| 126| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Purchase of | | | | | | | | | | |own treasury| | | | | | | | | | |shares | -| -| -| -| -| (492)| -| -| (492)| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Issue of | | | | | | | | | | |equity (net | | | | | | | | | | |of costs) | 836| 469| -| -| -| -| -| -| 1,305| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Revenue | | | | | | | | | | |return | | | | | | | | | | |attributable| | | | | | | | | | |to | | | | | | | | | | |shareholders| -| -| -| -| -| -| -| 870| 870| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Dividends | | | | | | | | | | |paid | -| -| -| -| -| -| -| (1,724)|(1,724)| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Transfer | | | | | | | | | | |from Special| | | | | | | | | | |reserve to | | | | | | | | | | |realised | | | | | | | | | | |capital | | | | | | | | | | |reserve | -| -| -| -|(11,512)| -| 11,512| -| -| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Transfer | | | | | | | | | | |from Special| | | | | | | | | | |reserve to | | | | | | | | | | |Revenue | | | | | | | | | | |reserve | -| -| -| -| (1,724)| -| -| 1,724| -| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |As at 31 | | | | | | | | | | |March 2011 | 18,886| 538| 1,914| (3,871)| -| (1,524)| 10,891| 1,927| 28,761| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ | |Called-| | | | | | | | | | | up| | Capital|Unrealised| |Treasury|Realised| | | | | share| Share|redemption| capital| Special| shares| capital| Revenue| | |  |capital|premium| reserve| reserve*|reserve*|reserve*|reserve*|reserve*| Total| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |  | £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |As at 1 | | | | | | | | | | |April  2009 | 18,002| 53| 1,914| (4,309)| 14,110| (823)| (7)| 930| 29,870| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |  |  |  |  |  |  |  |  |  |  | +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Net released| | | | | | | | | | |gains on | | | | | | | | | | |investments | -| -| -| -| -| -| 51| -| 51| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Unrealised | | | | | | | | | | |losses on | | | | | | | | | | |investments | -| -| -| (337)| -| -| -| -| (337)| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Transfer of | | | | | | | | | | |previously | | | | | | | | | | |unrealised | | | | | | | | | | |losses on | | | | | | | | | | |sale of | | | | | | | | | | |investments | -| -| -| 47| -| -| (47)| -| -| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Capitalised | | | | | | | | | | |investment | | | | | | | | | | |management | | | | | | | | | | |fees | -| -| -| -| -| -| (433)| -| (433)| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Capitalised | | | | | | | | | | |recoverable | | | | | | | | | | |VAT | -| -| -| -| -| -| 21| -| 21| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Tax on | | | | | | | | | | |capitalised | | | | | | | | | | |management | | | | | | | | | | |fees | -| -| -| -| -| -| 120| -| 120| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Purchase of | | | | | | | | | | |own treasury| | | | | | | | | | |shares | -| -| -| -| -| (209)| -| -| (209)| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Issue of | | | | | | | | | | |equity (net | | | | | | | | | | |of costs) | 48| 16| -| -| -| -| -| -| 64| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Revenue | | | | | | | | | | |return | | | | | | | | | | |attributable| | | | | | | | | | |to | | | | | | | | | | |shareholders| -| -| -| -| -| -| -| 1,003| 1,003| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |Dividends | | | | | | | | | | |paid | -| -| -| -| (874)| -| -| (876)|(1,750)| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ |As at 31 | | | | | | | | | | |March 2010 | 18,050| 69| 1,914| (4,599)| 13,236| (1,032)| (295)| 1,057| 28,400| +------------+-------+-------+----------+----------+--------+--------+--------+--------+-------+ The Special reserve allows the Company, amongst other things, to facilitate the payment of dividends earlier than would otherwise have been possible as transfers can be made from this reserve to the Realised capital reserve to offset gross losses on disposal of investments.  Accordingly, a transfer of £11,512,000  representing gross realised losses on disposal of investments from launch to 31 March 2011 and historic capital dividends paid, has been made from the Special reserve to the Realised capital reserve. In addition, a transfer of £1,724,000 representing the dividend payment made from Revenue reserve has been made from the Special reserve to the Revenue reserve. * Included within the aggregate of these reserves is an amount of £7,423,000 (2010: £8,367,000) which is considered distributable. The Special reserve has been treated as distributable in determining the amounts available for distribution. Cash flow statement +---------------------------------------------+----+-------------+-------------+ | | | Year ended| Year ended| |  |  |31 March 2011|31 March 2010| +---------------------------------------------+----+-------------+-------------+ |  |Note| £'000| £'000| +---------------------------------------------+----+-------------+-------------+ |Operating activities |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Investment income received |  | 1,285| 1,248| +---------------------------------------------+----+-------------+-------------+ |Deposit interest received |  | 19| 50| +---------------------------------------------+----+-------------+-------------+ |Dividend income received |  | -| 43| +---------------------------------------------+----+-------------+-------------+ |Investment management fees paid |  | (601)| (620)| +---------------------------------------------+----+-------------+-------------+ |Recovery of VAT |  | -| 243| +---------------------------------------------+----+-------------+-------------+ |Other cash payments |  | (203)| (254)| +---------------------------------------------+----+-------------+-------------+ |Net cash flow from operating activities | 18| 500| 710| +---------------------------------------------+----+-------------+-------------+ |  |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Taxation |  |  |  | +---------------------------------------------+----+-------------+-------------+ |UK corporation tax received/(paid) |  | 379| (251)| +---------------------------------------------+----+-------------+-------------+ |  |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Capital expenditure and financial investments|  |  |  | +---------------------------------------------+----+-------------+-------------+ |Purchase of fixed asset investments |  | (2,365)| (2,156)| +---------------------------------------------+----+-------------+-------------+ |Disposal of fixed asset investments |  | 3,280| 1,701| +---------------------------------------------+----+-------------+-------------+ |Net cash flow from investing activities |  | 915| (455)| +---------------------------------------------+----+-------------+-------------+ |  |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Management  of liquid resources |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Disposal of current asset investment |  | -| 1,496| +---------------------------------------------+----+-------------+-------------+ |Net cash flow from liquid resources |  | -| 1,496| +---------------------------------------------+----+-------------+-------------+ |  |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Equity dividends paid (net of costs of | | | | |issuing shares under the Dividend | | | | |Reinvestment Scheme) |  | (1,644)| (1,672)| +---------------------------------------------+----+-------------+-------------+ |Net cash flow before financing |  | 150| (172)| +---------------------------------------------+----+-------------+-------------+ |  |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Financing |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Purchase of own shares | 15| (492)| (209)| +---------------------------------------------+----+-------------+-------------+ |Issue of share capital (net of costs) |  | 1,210| (14)| +---------------------------------------------+----+-------------+-------------+ |Net cash flow from financing |  | 718| (223)| +---------------------------------------------+----+-------------+-------------+ |  |  |  |  | +---------------------------------------------+----+-------------+-------------+ |Cash flow in the year | 17| 868| (395)| +---------------------------------------------+----+-------------+-------------+ 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" ("SORP") issued by The Association of Investment Companies ("AIC") in January 2009. Accounting policies have been applied consistently in current and prior periods. 2. Accounting policies Investments Unquoted equity investments, debt issued at a discount and convertible bonds In accordance with FRS 26 "Financial Instruments Recognition and Measurement", unquoted equity, debt issued at a discount and convertible bonds are designated as fair value through profit or loss ("FVTPL"). Fair value is determined by the Directors in accordance with the International Private Equity and Venture Capital Valuation Guidelines (IPEVCV guidelines). Desk top reviews are carried out by independent RICS qualified surveyors by updating previously prepared full valuations for current trading and market indices.  Full valuations are prepared by similarly qualified surveyors, but in full compliance with the RICS Red Book. Fair value movements 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; 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. Warrants and unquoted equity derived instruments Warrants 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. Unquoted loan stock Unquoted loan stock (excluding convertible bonds and debt issued at a discount) is classified as loans and receivables as permitted by FRS 26 and carried at amortised cost using the Effective Interest Rate method ("EIR") 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 original effective interest rate. The future cash flows are estimated based on the fair value of the security held less estimated selling costs. 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 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. 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. Total expenses including management fees and excluding performance fees will not exceed 3.5 per cent. of net asset value of the Company at 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 Directors have considered the requirements of FRS 19 and do not believe that any provision for deferred tax 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 reserve 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. 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. 3. Gains/(losses) on investments   Year ended 31 March Year ended 31 March 2011 2010   £'000 £'000 -------------------------------------------------------------------------------- Unrealised gains/(losses) on fixed asset investments held at fair value through profit or loss account 725 (67) Impairments on fixed asset investments held at amortised cost (18) (270) ---------------------------------------- Unrealised gains/(losses) on fixed asset investments 707 (337) Realised gains on fixed asset investments held at fair value through profit or loss account 8 4 Realised (losses)/gains on fixed asset investments held at amortised cost (15) 14 Realised gains on current asset investments held at fair value through profit or loss account - 33 ---------------------------------------- Realised (losses)/gains sub-total (7) 51 ---------------------------------------- Total 700 (286) ---------------------------------------- Investments measured at amortised cost are unquoted loan stock investments as described in note 2. 4. Investment income   Year ended 31 March 2011 Year ended 31 March 2010   £'000 £'000 -------------------------------------------------------------------------------- Income recognised on investments held at fair value through profit or loss Dividend income - 43 Floating rate note interest - 13 Other income 13 6 --------------------------------------------------   13 62 Income recognised on investments held at amortised cost Return on loan stock investments 1,266 1,237 Bank deposit interest 21 31 --------------------------------------------------   1,287 1,268 -------------------------------------------------- --------------------------------------------------   1,300 1,330 -------------------------------------------------- Interest income earned on impaired investments at 31 March 2011 amounted to £276,000 (2010: £343,000). These investments are all held at amortised cost. 5. Investment management fees   Year ended 31 March Year ended 31 March 2011 2010   Revenue Capital Total Revenue Capital Total   £'000 £'000 £'000 £'000 £'000 £'000 --------------------------------------------------------------------- Investment management fee 141 424 565 144 433 577 -------------------------------------------- Further details of the Management agreement under which the investment management fee is paid are shown on page 19 in the Directors' report and enhanced business review in the full Annual Report and Financial Statements. 6. Other expenses   Year ended 31 March Year ended 31 March 2011 2010   £'000 £'000 -------------------------------------------------------------------------------- Directors' fees (including VAT and NIC) 94 86 Other administrative expenses 113 84 Tax services 15 14 Auditor's remuneration for statutory audit services (incl. of VAT) 26 24 ------------------------------------------------   248 208 ------------------------------------------------ Administration fees of £41,289 (2010: £39,955) were paid by the Company in the year to Albion Ventures LLP. 7. Directors' fees The amounts paid to Directors during the year are as follows:   Year ended 31 March 2011 Year ended 31 March 2010   £'000 £'000 ------------------------------------------------------------------------------- Directors' fees 86 80 National insurance and/or VAT 8 6 --------------------------------------------------   94 86 -------------------------------------------------- Further information regarding Directors' remuneration can be found on page 27 of the Directors' remuneration report in the full Annual Report and Financial Statements. 8. Tax (charge)/credit on ordinary activities   Year ended 31 March Year ended 31 March 2011 2010 Revenue Capital Total Revenue Capital Total   £'000 £'000 £'000 £'000 £'000 £'000 -------------------------------------------------------------------------------- UK corporation tax in respect of current year (245) 126 (119) (256) 120 (136) UK corporation tax in respect of prior year 204 - 204 274 - 274 -------------------------------------------- Total (41) 126 85 18 120 138 -------------------------------------------- Factors affecting the tax charge: Year ended Year ended 31 March 2011 31 March 2010   £'000 £'000 ------------------------------------------------------------------------------- Return on ordinary activities before taxation 1,187 287 -------------------------------- Tax on profit at the standard rate (28%) (333) (80) Factors affecting the charge: Non-taxable losses/(gains) 197 (80) Non-taxable income - 13 Consortium relief in respect of prior years 204 274 Marginal relief 17 11 --------------------------------   85 138 -------------------------------- 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. (2010: 28 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) Venture Capital Trusts are not subject to corporation tax on capital gains. (ii) 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) No deferred tax asset or liability has arisen in the year. 9. Dividends Year ended Year ended       31 March 2011 31 March 2010 --------------------------------------------------------------------------------       £'000 £'000 -------------------------------------------------------------------------------- First dividend paid on 31 July 2009 - 2.5 pence per share     - 876 Second dividend paid on 6 January 2010 - 2.5 pence per share     - 874 First dividend paid 25 June 2010 - 2.5 pence per share     867 - Second dividend paid 31 December 2010 - 2.5 pence per share     857 - ----------------------------       1,724 1,750 ---------------------------- In addition to the dividends summarised above, the Board has declared a first dividend for the year ending 31 March 2012 of 2.5 pence per share. This dividend will be paid on 29 July 2011 to shareholders on the register as at 1 July 2011. The total dividend will be approximately £907,000. 10. Basic and diluted return/(loss) per share   Year ended 31 March 2011 Year ended 31 March 2010   Revenue  Capital Total Revenue Capital Total -------------------------------------------------------------------------------- The return per share has been based on the following figures: Return/(loss) attributable to equity shares (£'000) 870 402 1,272 1,003 (578) 425 Weighted average shares in issue (excluding treasury shares)   34,764,240     34,978,284 Return/(loss) attributable per equity share (pence) 2.50 1.16 3.66 2.87 (1.65) 1.22 --------------------------------------------------- The weighted average number of shares is calculated excluding treasury shares of 2,043,273 (2010: 1,303,278). 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. 11. Fixed asset investments 31 March 2011 31 March 2010   £'000 £'000 ----------------------------------------------------------------------------- Qualifying unquoted equity investments 7,792 7,245 Qualifying unquoted loan stock investments 17,743 18,330 Non-qualifying preference share investments 439 639 -------------------------------- Total 25,974 26,214 -------------------------------- Total     £'000 -------------------------------------------------------------------------------- Opening valuation   26,214 Purchases at cost   2,360 Disposal proceeds   (3,280) Realised losses   (7) Movement in loan stock accrued income   (20) Unrealised gains   707 -------- Closing valuation   25,974 -------- Movement in loan stock accrued income Opening accumulated movement in loan stock accrued income   180 Movement in loan stock accrued income   (20) -------- Closing accumulated movement in loan stock accrued income   160 -------- Movement in unrealised losses Opening accumulated unrealised losses   (4,599) Transfer of previously unrealised losses to realised reserve on disposal of investments   21 Movement in unrealised gains/reversal of impairments   707 -------- Closing accumulated unrealised losses   (3,871) -------- Historic cost basis Opening book cost   30,633 Purchases at cost   2,561 Sales at cost   (3,508) -------- Closing book cost   29,686 -------- Fixed asset investments held at fair value through the profit or loss account total £8,350,000 (2010: £7,684,000). Investments held at amortised cost total £17,624,000 (2010: £18,530,000). The amounts shown for the purchase and disposal of fixed assets included in the cash flow statement differ from the amounts shown above, due to deferred consideration shown as a debtor, and investment settlement debtors and creditors. Unquoted loan stock investments (excluding debt issued at a discount) are measured at amortised cost. Loan stocks using a fixed interest rate total £17,683,000 (2010: £18,468,000). Loan stocks with a floating rate of interest total £60,000 (2010: £62,000). The Directors believe that the carrying value of loan stock measured at 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. Unquoted equity investments and convertible and discounted bonds are valued in accordance with the IPEVCV guidelines as follows:   31 March 2011 31 March 2010 Valuation methodology £'000 £'000 -------------------------------------------------------------------------------- Cost (reviewed for impairment) 1,513 1,450 Net asset value supported by independent desktop reviews 54 - Net asset value supported by third party valuation 6,783 6,234 ----------------------------   8,350 7,684 ---------------------------- There have been no changes in valuation methodologies of unquoted equity investments between 31 March 2010 and 31 March 2011. The valuation method used 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 reasonable methods of valuation which would be reasonable as at 31 March 2011. 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.| |  | | +--------------------+---------------------------------------------------------+ Unquoted equity, preference share and convertible and discounted bond investments are all valued according to Level 3 valuation methods. Unquoted equity investments, debt issued at a discount and convertible bonds valued at fair value through profit or loss (level 3) had the following movements in the year to 31 March 2011:   31 March 2011 31 March 2010   £'000 £'000 ----------------------------------------------------------- Opening balance 7,684 7,576 Additions 866 716 Disposals (933) (545) Realised gains 8 4 Unrealised gains/(losses) 725 (67) -------------------------------- Closing balance 8,350 7,684 -------------------------------- 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 82 per cent. of the equity investments (by valuation) is based on cash or third party market information, the Directors do not believe that changes to reasonable possible alternative assumptions for the valuation of the portfolio as a whole would lead to a significant change in the fair value of the portfolio. 12. 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 March 2011 as described below: % class and Country of voting Company incorporation Principal activity rights -------------------------------------------------------------------------------- Prime VCT Limited Residential 50.0% Ordinary Great Britain property developer shares City Screen 50.0% Ordinary (Cambridge) Limited Great Britain Art house cinema shares G&K Smart Developments VCT Residential 42.9% Ordinary Limited Great Britain property developer shares Chase Midland VCT Residential 38.1% Ordinary Limited Great Britain property developer shares Kew Green VCT Hotel owner and 28.2% Ordinary (Stansted) Limited Great Britain operator shares The Bear Hungerford Hotel owner and 26.1% Ordinary Limited Great Britain operator shares The Place Sandwich Hotel owner and 25.0% Ordinary VCT Limited Great Britain operator shares The Stanwell Hotel Hotel owner and 24.6% Ordinary Limited Great Britain operator shares 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. 13. Current assets   31 March 2011 31 March 2010 Trade and other debtors £'000 £'000 ---------------------------------------------------------------- Prepayments and accrued income 9 2 UK corporation tax receivable 99 380 Other debtors 22 - --------------------------------   130 382 -------------------------------- The Directors consider that the carrying amount of debtors is not materially different to their fair value. 14. Creditors: amounts falling due within one year   31 March 2011 31 March 2010   £'000 £'000 -------------------------------------------------------------- Trade creditors 3 5 Accruals and deferred income 311 294 --------------------------------   314 299 -------------------------------- The Directors consider that the carrying amount of creditors is not materially different to their fair value. 15. Called up share capital       31 March 2011 31 March 2010       £'000 £'000 -------------------------------------------------------------------------------- Authorised 68,000,000 Ordinary shares of 50p each (2010: 68,000,000) 34,000 34,000 ---------------------------- Allotted, called up and fully paid 37,772,181 Ordinary shares of 50p each (2010: 36,099,232) 18,886 18,050 ---------------------------- Shares in issue 35,728,908 Ordinary shares of 50p each (net of treasury shares) (2010: 34,795,954) The Company purchased 739,995 Ordinary shares (2010: 327,692) to be held in treasury at a cost of £492,000 (2010: £209,000) representing 2.0 per cent of the shares in issue (excluding treasury shares) as at 31 March 2011. The shares purchased for treasury were funded from the Treasury shares reserve. The Company holds a total of 2,043,273 shares (2010: 1,303,278) in treasury, representing 5.4 per cent. of the Ordinary share capital in issue as at 31 March 2011. Under the terms of the Dividend Reinvestment Scheme Circular dated 10 July 2008, the following Ordinary shares of nominal value 50 pence were allotted during the year: Issue price Opening market Number of Aggregate Net incl. price per Date of shares nominal value consideration issue costs share on allotment allotted of shares received  (pence per allotment date (pence per     £'000 £'000 share) share) -------------------------------------------------------------------------------- 25 June 2010 49,774 25 33 79.1 70.0 31 December  78.3 2010 51,690 26 40 65.0 ------------------------------------------------------------------ During the year the following Ordinary shares of nominal value 50 pence were allotted under the Albion VCTs Linked Top Up Offer: Issue price Opening market Number of Aggregate Net incl. price per Date of shares nominal value consideration issue costs share on allotment allotted of shares received  (pence per allotment date (pence per     £'000 £'000 share) share) -------------------------------------------------------------------------------- 7 January 2011 789,262 395 618 82.9 66.0 22 March 2011 782,223 390 614 83.1 59.0 ------------------------------------------------------------------ 16. Basic and diluted net asset values per share   31 March 2011 31 March 2010 -------------------------------------------------------------------------------- Basic and diluted net asset values per share (pence) 80.50 81.62 ---------------------------- 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 treasury shares) of 35,728,908 Ordinary shares (2010: 34,795,954). There are no convertible instruments, derivatives or contingent share agreements in issue. The Company's policy is to sell treasury shares at a price greater than the purchase price hence the net asset value per share on a diluted basis would be equal to or greater than the basic net asset value, depending on the actual price achieved for selling the treasury shares. 17.  Analysis of changes in cash during the year Year ended 31 March 2010     Year ended 31 March 2011 £'000 £'000 ------------------------------------------------------------------------------- Opening cash balances 2,103 2,498 Net cash flow 868 (395) ---------------------------------------------------------- Closing cash balances 2,971 2,103 ---------------------------------------------------------- 18. Reconciliation of net return on ordinary activities before taxation to net cash flow from operating activities Year ended 31 March Year ended 31 March   2011 2010   £'000 £'000 -------------------------------------------------------------------------------- Revenue return on ordinary activities before taxation 911 985 Investment management fee charged to capital (424) (433) Recoverable VAT capitalised - 21 Movement in accrued amortised loan stock interest 20 5 (Increase)/decrease in debtors (29) 197 Increase/(decrease) in creditors 22 (65) ---------------------------------------- Net cash flow from operating activities 500 710 ---------------------------------------- 19. Capital and financial instruments risk management The Company's capital comprises Ordinary shares as described in note 15. The Company is permitted to buy-back its own shares for cancellation or treasury purposes, and this is described in more detail on page 6 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, 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 investments, details of which are shown on pages 11 and 12 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 review 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 £25,974,000 (2010: £26,214,000).  Fixed asset investments form 90.3 per cent. of the net asset value as at 31 March 2011 (2010: 92.3 per cent.). More details regarding the classification of fixed asset investments are shown in note 11. 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 11 and 12 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 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 by £2,597,000 (2010: £2,621,000). 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 £13,000 (2010: £15,000). Furthermore, it is considered that a fall of interest rates below current levels during the year would have been very unlikely. The weighted average interest rate applied to the Company's fixed rate assets during the year was approximately 6.3 per cent. (2010: 6.4 per cent.). The weighted average period to maturity for the fixed rate assets is approximately 2.2 years (2010: 2.0 years). The Company's financial assets and liabilities as at 31 March 2011, all denominated in pounds sterling, consist of the following:   31 March 2011 31 March 2010   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 - - 8,231 8,231 - - 7,684 7,684 Convertible and discounted bonds - - 119 119 - - - - Unquoted loan stock 17,624 - - 17,624 18,468 62 - 18,530 Debtors - - 130 130 - - 382 382 Current liabilities - - (314) (314) - - (299) (299) Cash 1,874 1,097 - 2,971 - 2,103 - 2,103 -------------------------------------------------------------------- Total net assets 19,498 1,097 8,166 28,761 18,468 2,165 7,767 28,400 -------------------------------------------------------------------- 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 cash on deposit with banks. The Manager evaluates credit risk on loan stock 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 as at 31 March 2011 was limited to £17,743,000 (2010: £18,530,000) of unquoted loan stock instruments, £2,971,000 cash deposits with banks (2010: £2,103,000) and £130,000 debtors (2010: £382,000). The cost, impairment and carrying value of impaired loan stocks held at amortised cost at 31 March 2011 and 31 March 2010 are as follows:   31 March 2011 31 March 2010 Cost Impairment Carrying value Cost Impairment Carrying value   £'000 £'000 £'000 £'000 £'000 £'000 -------------------------------------------------------------------------------- Impaired loan stock 6,166 (1,454) 4,712 7,608 (1,408) 6,200 ---------------------------------------------------------------- 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 consider 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, Standard Life Cash Savings (part of Barclays Bank plc) and Scottish Widows Bank plc. 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. Liquidity risk Liquid assets are held as cash on current, deposit or short term money market accounts. 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 £2,876,000 as at 31 March 2011 (2010: £2,840,000). The Company has no committed borrowing facilities as at 31 March 2011 (2010: £nil) and had cash balances of £2,971,000 (2010: £2,103,000). The main cash outflows are for new investments, buy-back of shares 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 £314,000 for the year to 31 March 2011 (2010: £299,000). The carrying value of loan stock investments held at amortised cost at 31 March 2011 as analysed at each year end by expected maturity dates is as follows: Fully performing Renegotiated Impaired Past loan stock loan stock loan stock due Total Redemption date £'000 £'000 £'000 £'000 £'000 ------------------------------------------------------------------------ Less than one year 971 1,287 922 460 3,640 1-2 years 34 - 1,068 950 2,052 2-3 years 668 - 1,452 5,195 7,315 3-5 years 1,749 - 1,270 1,598 4,617 ------------------------------------------------------ Total 3,422 1,287 4,712 8,203 17,624 ------------------------------------------------------ Loan stock categorised as past due includes: * Loan stock valued at £700,000 yielding 15.4% which has capital past due by 14 months; loan stock valued at £215,000 yielding 14.6% which has capital past due by 5 months; and loan stock valued at £2,079,000 yielding 11.43% which has capital past due by more than 12 months; * Loan stock valued at £670,000 which has yielded 7.1% in the year to 31 March 2011, loan stock valued at £669,000 which has yielded 6.7% in the year; loan stock valued at £67,000 which has yielded 6.6% in the year; and loan stock valued at £1,066,000 which has yielded 2.5% in the year; * Loan stock valued at £2,737,000 which has interest overdue for the past 29 months. The carrying value of loan stock investments held at amortised cost at 31 March 2010 as analysed by expected maturity dates is as follows: Fully performing Impaired loan stock loan stock Past due Total Redemption date £'000 £'000 £'000 £'000 ------------------------------------------------------------------------ Less than one year - 1,567 - 1,567 1-2 years 1,758 740 1,901 4,399 2-3 years 935 301 2,386 3,622 3-5 years 3,948 3,592 1,402 8,942 ---------------------------------------------------- Total 6,641 6,200 5,689 18,530 ---------------------------------------------------- The prior year analysis has been represented to reflect all loan stock that was contractually past due as at 31 March 2010. In view of the information shown, 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 March 2011 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. 20. Commitments and contingencies As at 31 March 2011, the Company was committed to making a further investment of £992,000 in Oakland Care Centre Limited, following its initial investment of £843,000 in November 2010. The Company was committed to making a further investment in Nelson House Hospital Limited of £287,000 following its initial investment of £155,000 in March 2011. In addition the Company was committed to making a new investment of £138,000 in Regenerco Renewables Limited. There are no contingent liabilities or guarantees given by the Company as at 31 March 2011 (31 March 2010: nil). 21. Post balance sheet events Since 31 March 2011 the Company has had the following post balance sheet events: * G&K Smart Developments VCT Limited repaid £200,000 of loan stock. * The following Ordinary shares of nominal value 50 pence per share were allotted under the Albion VCTs Linked Top Up Offer: Opening market Issue price price Number of Aggregate Net incl. per share Date of shares nominal value consideration issue costs on allotment allotment allotted of shares received (pence per date (pence per     £'000 £'000 share) share) -------------------------------------------------------------------------------- 5 April 2011 514,084 257 403 83.1 61.0 16 May 2011 43,662 22 34 83.1 58.0 -------------------------------------------------------------------- 22. Related party transactions The Manager, Albion Ventures LLP, could be considered to be a related party by virtue of the fact that it is party to a Management agreement from the Company. During the year, services of a total value of £606,000 (2010: £617,000), were purchased by the Company from Albion Ventures LLP; this includes £565,000 of investment management fee and £41,289 administration fee (including VAT). At the financial year end, the amount due to Albion Ventures LLP in respect of these services disclosed within accruals and deferred income was £170,000 (2010: £175,000). There are no other related party transactions or balances requiring disclosure. 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 at least one external investment professional. 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 meets with the Manager's internal auditors Littlejohn LLP 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's 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 in the Statement of corporate governance on page 25 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 19 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 to the Financial Statements. 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. 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 March 2011 and 31 March 2010, 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 March 2011, 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 18 July 2011 at 11.30 am. 25. Publication The full audited Annual Report and Financial Statements are being sent to shareholders and copies will be made available to the public at the registered office of the Company, Companies House, the National Storage Mechanism and also electronically at www.albion-ventures.co.uk under the 'Our Funds' section, by clicking on 'Albion Venture Capital Trust PLC', where the Report can be accessed as a PDF document via a link under the 'Investor Centre' in the 'Financial Reports and Circulars' section. Sector split as at 31 March 2011: http://hugin.info/141809/R/1524111/459959.pdf This announcement is distributed by Thomson Reuters on behalf of Thomson Reuters clients. The owner of this announcement warrants that: (i) the releases contained herein are protected by copyright and other applicable laws; and (ii) they are solely responsible for the content, accuracy and originality of the information contained therein. Source: Albion Venture Capital Trust PLC via Thomson Reuters ONE [HUG#1524111]
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