Annual Financial Report - Replacement

RNS Number : 4615J

Oryx International Growth Fund Ld

16 July 2013

FOR IMMEDIATE RELEASE

FINAL RESULTS FOR THE YEAR ENDED 31 MARCH 2013 - REPLACEMENT

The following amendment has been made to the 'Annual Financial Report’ released on 11 July 2013 at 7:00 am under RNS No 0568J:

“The AGM will be held in Guernsey on 22 August 2013 at 10:30 am.”

All other details remain unchanged.

The full amended text is shown below.

A copy of the Company's Consolidated Financial Statements will be available via the following link:

www.oryxinternationalgrowthfund.co.uk

Corporate summary

INVESTMENT OBJECTIVE

The investment objective of the Company is to seek to generate consistently high absolute returns whilst maintaining a low level of risk for Shareholders.

The Company principally invests in small and mid-size quoted and unquoted companies in the United Kingdom and the United States. The Investment Manager targets companies that have fundamentally strong business models, but where there may be specific factors which are constraining the maximisation or realisation of shareholder value, which may be realised through the pursuit of an activist shareholder agenda by the Investment Manager. Dividend income is a secondary consideration when making investment decisions.

STRUCTURE

The Company is an authorised closed-ended investment company incorporated in Guernsey on 2 December 1994. The Company's shares have been admitted to the Official List and to trading on the main market of the London Stock Exchange. The issued capital during the year comprises the Company's Ordinary Shares.

INVESTMENT MANAGER

The Investment Manager during the period was Harwood Capital LLP (formerly North Atlantic Value LLP) a United Kingdom limited liability partnership incorporated under the Limited Partnerships Act 2000 (partnership number OC304213) and regulated by the Financial Conduct Authority (formerly known as the Financial Service Authority).

DIRECTORS

NIGEL CAYZER (Chairman)	CHRISTOPHER MILLS
British	British
Nigel Cayzer is Chairman of Aberdeen Asian Smaller Companies Investment Trust PLC. He is also a director of a number of private companies. He was Chairman of the Oriel Group PLC from 1989 until 1998, a non-executive director of Caledonia Investments PLC from 1986 until 2002, the Alliance Housing Bank SAOG from 1998 until 2006 and Chairman of the Oryx Fund Ltd from 1994 until 2004.	Christopher Mills is Chief Executive Officer of Harwood Capital LLP. He is also Chief Investment Officer of North Atlantic Smaller Companies Investment Trust plc, "NASCIT". NASCIT is winner of numerous Micropal and S&P Investment Trust awards. In addition, he is a non-executive director of numerous UK companies which are either currently, or have in the past five years been, publicly quoted.
SIDNEY CABESSA	JOHN RADZIWILL
French	British
Sidney Cabessa is also a director of Club-Sagem and Mercator. Mr Cabessa was Chairman of CIC Finance, an Investment Fund and a subsidiary of French banking group, CIC - Credit Mutuel and was previously a Director of other investment companies.	John Radziwill is currently a director of International Assets Holding Corp, Lionheart Partners, Inc., USA Micro Cap Value Co. Ltd, Goldcrown Group Limited and Baltimore (Bermuda) Ltd (formerly Acquisitor Holdings Ltd) and Baltimore (Guernsey) Ltd (formerly New York Holdings Ltd). In the past ten years, he has also served as a director of Acquisitor Plc, Air Express International Corp., Radix Ventures Inc and Radix Organisation Inc. Mr Radziwill is a member of the Bar of England and Wales.
WALID CHATILA	JOHN GRACE
Canadian	New Zealander
Walid Chatila has more than 11 years of international audit and special assignment experience in the Middle East and North America. He is a Certified Public Accountant (Texas 1984) and a Chartered Accountant (Ontario 1991). From 1994 to 2006, he was the Finance Director of Emirates Holdings in Abu Dhabi, United Arab Emirates, and between 2006 and 2011, he assumed the role of General Manager of Al Nowais Investment LLC. He is currently the General Manager of Arab Development Establishment in Abu Dhabi. RUPERT EVANS British Rupert Evans is a Guernsey Advocate and was a partner in the firm of Ozannes between 1982 and 2003, since then he has been a consultant to Ozannes (now Mourant Ozannes). He is a non-executive director of a number of other investment companies some of which are quoted on recognised stock exchanges. He is a Guernsey resident.	John Grace is actively involved in the management of several global businesses including asset management, financial services, and real estate. He is a Director and Founder of Sterling Grace International Ltd. Sterling Grace and its affiliates manage investments for high net-worth investors, institutions and investment partnerships. The company is active in global money management, financial services, private equity and real estate investments. Mr Grace is also Chairman of Trustees Executors Holdings Ltd, owner of the premier and oldest New Zealand trust company established in 1882. It is the market leader in the corporate trust business. Its clients include government divisions, corporations and banks. The company is active in wholesale financial services including trust accounting, securities custody and mutual fund registry. It is also actively engaged in the personal trust business. Mr Grace graduated from Georgetown University. Mr Grace has served as a director of numerous public companies and charities. He currently supports genetic research and education initiatives in science at the University of Lausanne.

CHAIRMAN'S STATEMENT

The year to 31^st March 2013, represented another good year for the company with net assets increasing by 22.44%. This follows a rise of 11.4% in 2012 and 23% in 2011 respectively. This year's result compares favourably with an increase of 24.29% in FTSE Smaller Companies Index given this company's weighting in unlisted securities where valuations are, by their nature, more conservative.

This good performance reflects the work undertaken by our Investment Manager to identify investments opportunities where value can be realised. There are some interesting companies within the portfolio which have good potential to create future profit, but there is a constant need to seek out new prospects in which to invest at attractive prices. At a time of rising markets, this becomes more challenging.

Over the past years, the discount at which the Company's shares trade has ranged from 17.07% to 32.46% and at the year-end was 21.96%. The board are conscious that the discount is higher than would we would like and, during the year, 649,653 shares were acquired for cancellation. These purchases were done at a discount to the net asset value and therefore benefited long term shareholders.

In accordance with our long established policy, the directors are not recommending a dividend in respect of the year ended March 2013, however we will be seeking authority to continue our programme of share buy backs when the level of discount is attractive.

Nigel Cayzer

Chairman

10 July 2013

INVESTMENT MANAGER'S REPORT

It is pleasing to note that the net asset value rose by 22.44% during the year, reaching an all time high of 378p per share before ending the year at 371p per share.

Quoted Portfolio:

The company benefited from substantial rises in a number of its major holdings. In particular, MJ Gleeson rose 70%; Assetco 70%; CVS Group 40%; Innovation 25%; Essenden over 100%; Catalyst Media over 50% and Eckoh over 40%.

The principal disappointment during the year was Mecom which is in the process of selling all of its businesses but is experiencing difficult trading conditions.

There was also a relatively high turnover in the portfolio with total sales of RPC, Sinclair Pharma, Green CO2, Bavaria and partial sales in Augean and CVS Group. The major new positions purchased during the year were Goals Soccer, IFG and a further significant investment into Bioquell.

Unquoted Portfolio:

The unquoted portfolio performed well rising by 34% during the period driven by good operating performances but also assisted by the strength in the Dollar relative to Sterling.

Celsis is in the process of selling a small division which will enable it to repay all our initial investment leaving the best division at zero cost.

Both Orthoproducts and Bionostics are in discussions to be sold. Sinav suffered from the poor US corn crop but recent results have been satisfactory.

Outlook:

The broad rise in the market over the past year has accentuated the challenge to find attractive companies trading at discounts to private market value.

Notwithstanding this, there are a number of catalysts in place in the quoted portfolio which should support a further improvement in the net asset value.

The unquoted portfolio also has the potential to increase further in the current year if the current negotiations to sell the three businesses referred to above prove successful.

Thus, despite the probability of further turbulence in the EU and anaemic economic growth, we are hopeful that the current year will maintain the positive momentum of the past few years.

Harwood Capital LLP

10 July 2013

TEN LARGEST EQUITY HOLDINGS

as at 31 March 2013

Gleeson (M.J.) Group Plc

Cost £7,118,533 (3,500,000 shares)

Market value £7,000,000 representing 10.02% of Net Asset Value

The company operates two divisions, Gleeson Houses and Strategic Land. Following a number of difficult years, the business is now profitable with no debt and substantial cash balances. Poor sites bought by the previous management team are being worked through and the company is optimistic about its future prospects.

Recent results have been encouraging and the outlook is favourable.

Guinness Peat Group Plc

Cost £4,947,216 (15,000,000 shares)

Market value £4,957,768 representing 7.09% of Net Asset Value

The company is an investment holding company which is in liquidation. The liquidation process is expected to take about a further eighteen months. Recently the company has sold a number of businesses at good prices and we believe the ultimate break up value will be in excess of the current share price.

Bioquell Plc

Cost £3,586,359 (3,000,000 shares)

Market value £4,350,000 representing 6.22% of Net Asset Value

The company is the market leader in the United Kingdom providing tests and measurements services to a variety of specialised components in the aerospace and electronic industries. The company is also a world leader in decontaminating pharmaceutical production facilities. The company is currently introducing a number of new products which could accelerate profit over the next few years.

CVS Group Plc

Cost £2,270,488 (2,335,000 shares)

Market value £4,273,050 representing 6.11% of Net Asset Value

The company owns the dominant chain of veterinary practices in the United Kingdom. The company has grown both organically through adding new services such as on line pet medication products and through acquisitions. The veterinary practice industry is highly fragmented and CVS is therefore well placed to acquire businesses at favourable prices and improve profitability as a result of superior buying power. The company's current debt is modest and the business generates substantial free cash flow. Recent profits have been in excess of market expectations and the shares have performed well.

Quarto Group Inc

Cost £4,004,064 (3,000,000 shares)

Market value £4,140,000 representing 5.92% of Net Asset Value

The company is the largest co-education publishing business in the world and also publishes a range of "how to" books. The new management and board appointments will refocus the business in order to maximise share value over the medium term.

Goals Soccer Centers Plc

Cost £3,697,740 (2,900,000 shares)

Market value £3,973,000 representing 5.68% of Net Asset Value

The company is the largest 5-a-side soccer company in the United Kingdom. It also has a small operation in the United States where there are significant prospects for growth in the medium term. The company generates substantial quantities of free cash and the shares were bought at a discount to private market values.

IFG Group Plc

Cost £3,517,395 (3,000,000 shares)

Market value £3,628,142 representing 5.19% of Net Asset Value

The company provides personal financial services such as personal fund administration and personal advisory investment advice. Through a subsidiary, James Hay, the company is one of the largest UK SIPP providers. The company has no debt and holds substantial cash reserves. Assets under advice amounts to circa £12bn which compares with a market cap excluding cash of £100m.

Assetco Plc

Cost £2,600,000 (1,050,000 shares)

Market value £3,622,500 representing 5.18% of Net Asset Value

The company provides fire services to the government of Abu Dhabi. Unprofitable contracts in London and Lincolnshire have now been disposed of and the group is profitable. Future progress will depend on winning additional contracts in the Middle East.

Celsis AG/Nastor Inv Ltd

Cost £1,378,684 (1,798,890 shares)

Market value £3,611,735 representing 5.17% of Net Asset Value

Celsis AG had an excellent year to March 2012 with EBITDA growing on a proforma basis by nearly 15%. One division was sold at a favourable multiple which significantly reduced debt and another non core division is likely to be sold this year thereby allowing all of the Company's investment to be returned. Meanwhile, the company's core business, the rapid detection of pathogens in liquids, continues to have excellent prospects for growth.

Orthoproducts Limited

Cost £1,206,964 (319,000 shares)

Market value £3,509,000 representing 5.02% of Net Asset Value

Orthoproducts is one of only two companies in the world that produces specialist plastics for the orthopaedic industry. The company had a good year in the twelve months to end March 2013 and the medium term outlook is most encouraging. The Company is in discussion with several potential acquirers in a formal sale process.

INVESTMENT SCHEDULE

as at 31 March 2013, expressed in £ Sterling

	Holding	Fair Value	Proportion of Net Assets
		£	%
LISTED INVESTMENTS

Great Britain - Equities (67.38%, 2012: 58.96%)
Aimshell Acquisitions Plc	450,000	126,000	0.18
Augean Plc	6,000,000	2,100,000	3.00
Asset Co Plc	1,050,000	3,622,500	5.18
Bioquell Plc	3,000,000	4,350,000	6.22
Catalyst Media Group Plc	3,125,000	3,343,750	4.78
Cupid Plc	500,000	430,000	0.62
CVS Group Plc	2,335,000	4,273,050	6.11
Dods Group Plc	3,500,000	140,000	0.20
Eckoh Plc	13,300,000	2,061,500	2.95
Essenden Plc	1,600,000	512,000	0.73
Gleeson (M.J.) Group Plc	3,500,000	7,000,000	10.02
Goals Soccer Centres Plc	2,900,000	3,973,000	5.68
Guinness Peat Group Plc	15,000,000	4,957,768	7.09
Innovation Group Plc	7,000,000	1,767,500	2.53
Journey Group Plc	54,825,188	2,741,259	3.92
Mecom Group Plc	4,000,000	3,390,000	4.85
Nationwide Accident Repair	800,000	528,000	0.76
Omega Diagnostics Group Plc	3,500,000	481,250	0.69
Puricore Plc	910,000	391,300	0.56
Quarto Group Inc	3,000,000	4,140,000	5.92
Service Power Technologies	12,000,000	420,000	0.60
		50,748,877	72.59

Great Britain - Fixed Interest (0.78%, 2012: 0.60%)
Essenden 0% 09-31/12/2049 Loan	1,600,000	544,000	0.78
		544,000	0.78

Ireland - Equities (5.19%, 2012: Nil)
IFG Group Plc	3,000,000	3,628,142	5.19
Payzone Plc	1,250,000	-	-
		3,628,142	5.19

USA - Equities (Nil, 2012: Nil)
Catalina Lighting Inc	46,200	163	-

Total listed investments		54,921,182	78.56

	Holding	Fair Value	Proportion of Net Assets
		£	%

UNLISTED INVESTMENTS

Great Britain - Warrants (Nil, 2012: Nil)
Asset Co Plc Wts Senior A 31/12/2013	400,000	-	-
Journey Wts	1,578,718	-	-
		-	-

Great Britain - Equities (17.47%, 2012: 9.91%)
AC Management Services Ltd	1,000	-	-
AT Communications	3,300,000	-	-
Babble Net Group Plc	1,000,000	-	-
Capital Accumulation Ltd	5,000	200,000	0.29
Celsis AG	594,276	2,818,296	4.03
Crucible Ordinary A	59,117	-	-
Crucible Preference	684,065	-	-
GEI Group Ltd B Shares	35,000	-	-
IPT Group CI A Shares	112,498	-	-
Orthoproducts Limited	319,000	3,509,000	5.02
Nastor Inv Ltd Zero Redeem Preference Shares	1,204,614	793,439	1.14
Sinav Limited Ordinary Shares 10p	1,200,000	127,658	0.18
Sinav Limited Preference Shares 90p	1,200,000	1,148,918	1.64
Wembley Plc	100,000	3,000	0.02
		8,600,311	12.32

USA - Equities (4.58%, 2012: 4.21%)
Bionostics Holdings Limited	3,000,000	1,976,000	2.83
Bionostics Holdings Limited Preference Shares	1,709,550	563,012	0.81
EOriginal Inc Series B Shares	12,513	-	-
ICarbon Corp	490,183	-	-
Tagos	750,000	668,196	0.96
		3,207,208	4.60
USA - Warrants (Nil 2012 : Nil)
EOriginal Inc Warrants	562	-	-
ICarbon Corp Warrants	245,092	-	-
		-	-

Total unlisted investments		11,807,519	16.92

Total investments	66,728,701	95.48

Cash	3,807,885	5.45

Other net current liabilities	(647,162)	(0.93)

Total net assets	69,889,424	100.00

DIRECTORS' REPORT

The Directors present their report and the audited consolidated financial statements of the Oryx International Growth Fund Limited (the ''Company'') and its subsidiary (together, "the Group") for the year ended 31 March 2013.

Principal Activities and Business Review

The principal activity of the Company is to carry out business as an investment company. The Directors do not envisage any changes in this activity for the foreseeable future.

A review of the Company's activities is given in the Corporate Summary, the Chairman's statement and the Investment Manager's report. This includes a review of the business of the Company and its principal activities, likely future developments of the business, dividends policy and details of the buyback of shares for cancellation during the year by the Company. The Company's investment policy and its approach to achieving the investment policy and managing the associated risks are set out below and in note 18 to the consolidated financial statements.

Structure

The Company is a Guernsey Authorised Closed-Ended Collective Investment Scheme pursuant to the Protection of Investors (Bailiwick of Guernsey) Law 1987, as amended, and the Authorised Closed Ended Investment Scheme Rules 2008 issued by the Guernsey Financial Services Commission. It was incorporated and registered with limited liability in Guernsey on 2 December 1994, with registration number 28917. The Company has a premium listing on the Main Market of the London Stock Exchange.

Investment Policy

The Company principally invests in small and mid-size quoted and unquoted companies in the United Kingdom and United States. The Investment Manager targets companies that have fundamentally strong business models but where there may be specific factors which are constraining the maximisation or realisation of shareholder value, which may be realised through the pursuit of an activist shareholder agenda by the Investment Manager. Dividend income is a secondary consideration when making investment decisions.

Achieving the Investment Policy

The investment approach of the Investment Manager is characterised by a rigorous focus on research and financial analysis of potential investee companies so that a thorough understanding of their business models is gained prior to investment. Comprehensive due diligence, including one or more meetings with management as well as site visits, are standard procedure before shares are acquired.

Typically the portfolio will comprise of 40 to 60 holdings (but without restricting the Company from holding a more or less concentrated portfolio in the future).

The Company may invest in derivatives, financial instruments, money market instruments and currencies solely for the purpose of efficient portfolio management (i.e. solely for the purpose of reducing, transferring or eliminating investment risk in the Company's investments, including any technique or instrument used to provide protection against exchange and credit risks).

The Investment Manager expects that the Company's assets will normally be fully invested. However, during periods in which changes in economic conditions or other factors so warrant, the Company may reduce its exposure to securities and increase its position in cash and money market instruments.

A detailed description of the investment process and risk controls employed by the Manager is disclosed in Note 18 to the consolidated financial statements. An analysis of the Company's portfolio has been disclosed including a description of the ten largest equity investments. At the year end the Company's portfolio consisted of 48 holdings. The top 10 holdings represented 61.60% of total net assets.

The Board is responsible for determining the gearing strategy for the Company. Gearing is used selectively to leverage the Company's portfolio in order to enhance returns where and to the extent this is considered appropriate to do so. Borrowings are short term and particular care is taken to ensure that any bank covenants permit maximum flexibility of investment policy.

The Company may only make material changes to its investment policies with the approval of Shareholders (in the form of an ordinary resolution).

Investment Restrictions

The Company has adopted the following policies:

(a) it will not invest in securities carrying unlimited liability;

(b) short selling for the purpose of efficient portfolio management will be permitted provided that the aggregate value of the securities subject to a contract for sale that has not been settled and which are not owned by the Company shall not exceed 20 percent of the Net Asset Value; in addition, the Company may engage in uncollateralised stock lending on normal commercial terms with counterparties whose ordinary business includes uncollateralised stock lending provided that the aggregate exposure of the Company to any single counterparty shall not exceed 20 percent of the Net Asset Value;

(d) it will not buy or sell commodities or commodity contracts or real estate or interests in real estate although it may purchase and sell securities which are secured by real estate or commodities and securities of companies which invest in or deal in real estate commodities;

(e) it will not invest or lend more than 20 percent of its assets in securities of any one company or single issuer;

(f) it will not invest more than 35 percent of its assets in securities not listed or quoted on any recognised stock exchange;

(g) it will not invest in any company where the investment would result in the company holding more than 10 percent of the issued share capital of that company or any class of that share capital, unless that company constitutes a trading company (for the purposes or the relevant United Kingdom legislation) in which case the company may not make any investment that would result in its holding 50 percent or more of the issued share capital of that company or of any class of that share capital;

(h) it will not invest more than 5 percent of its assets in units of unit trusts or shares or other forms of participation in managed open-ended investment vehicles;

(i) the Company may use options, foreign exchange transactions on the forward market, futures and contracts for differences for the purpose of efficient portfolio management provided that:

(1) in the case of options, this is done on a covered basis;

(2) in the case of futures and forward foreign exchange transactions, the face value of all such contracts does not exceed 100 percent of the Net Asset Value of the Company; or

(3) in the case of contracts for difference (including stock index future or options) the face value of all such contracts does not exceed 100 percent of Net Asset Value of the Company. None of these restrictions, however, require the realisation of any assets of the Company where any restriction is breached as a result of an event outside the control of the Investment Manager which occurs after the investment is made, but no further relevant assets may be acquired by the Company until the relevant restriction can again be complied with. In the event of any breach of these investment restrictions, the Board will as soon as practicable make an announcement on a Regulatory Information Service and subsequently write to Shareholders if appropriate; and

(j) the Company will ensure gearing does not exceed 20% of net assets.

Financial Review

At 31 March 2013, the net assets of the Ordinary shares was £69,889,424 (2012 - £59,062,724). The Net Asset Value per share was £3.71 (2012 - £3.03). Details on the share returns are under Note 16.

Dividend Policy

To the extent that any dividends are paid they will be paid in accordance with any applicable laws and regulations of the UK Listing Authorities and the requirements of the Companies (Guernsey) Law, 2008 (as amended). The Directors do not propose payment of a dividend for the year ended 31 March 2013 (2012 - Nil).

Payment of Service Providers

It is the Company's policy to settle investment transactions according to the settlement periods operating for the relevant markets. For other creditors, it is the Company's policy to pay amounts due to them as and when they become due. There were trade creditors of £Nil as at 31 March 2013 (2012 - £28,080).

The Bribery Act 2010

The Board of the Company has adopted a zero tolerance approach to instances of bribery and corruption. Accordingly it expressly prohibits any Director or associated persons when acting on behalf of the Company, from accepting, soliciting, paying, offering or promising to pay or authorise any payment, public or private, in the United Kingdom or abroad to secure any improper benefit for themselves or for the Company.

The Board insists on the same standards from its service providers in their activities for the Company.

Future Developments

While the future performance of the Company is dependent, to a large degree, on the performance of international financial markets, which, in turn, are subject to many external factors, the Board's intention is that the Company will continue to pursue its stated investment objective in accordance with the strategy outlined above. Further comments on the outlook for the Company for the next twelve months are set out in both the Chairman's Statement and the Investment Manager's Report.

Going Concern

In the opinion of the Directors, the Company is able to meet its liabilities as they fall due because it has adequate cash resources. Given the nature of the Company's business, the Directors have a reasonable expectation that the Company has adequate financial resources to continue in operational existence for the foreseeable future. Accordingly, these consolidated financial statements have been prepared on a going concern basis.

Directors

The Directors listed in this report served throughout the year and up to the date of the report.

In accordance with Article 28.2 of the Articles of Incorporation of the Company and the UK Corporate Governance Code, Mr N. Cayzer, Mr. C. Mills, Mr. R. Evans, Mr. S. Cabessa, Mr. W. Chatila resigned from the Board of Directors on 25 July 2012 at the Annual General Meeting, and were re-appointed to the Board of Directors at the same time.

Certain Directors have an interest in the Company by way of their investment in the shares of the Company. The details of these interests, at 31 March 2013 and the date of the report are as follows:

Directors' Investments

Christopher Mills holds a beneficial interest of 328,716 Ordinary Shares.

John Radziwill is a Director of a fund, held by his family trust, that holds 419,000 Ordinary shares and which is managed by an independent fund manager.

John Grace holds a beneficial interest of 130,000 Ordinary Shares. Mr Grace is also a member of a class of beneficiaries which holds an interest in 346,607 Ordinary Shares.

No other Directors had a beneficial or non-beneficial interest in the Company during the year under review.

Directors' Interests

1. Christopher Mills is a principal shareholder and Director of Harwood Capital LLP, the Investment Manager. The Investment Manager is entitled to fees as detailed in notes 4 and 5.

2. Rupert Evans is a consultant to the law firm Mourant Ozannes, the legal adviser to the Company.

Other than fees payable in the ordinary course of business, there have been no material transactions with these related parties.

Principal Risks and Uncertainties

The Board is responsible for the Company's system of internal controls and for reviewing its effectiveness. The Board also monitors the investment limits and restrictions set out in the Company's investment objective and policy.

The principal risks that have been identified and the steps taken by the Board to mitigate these are as follows:

Investment activity and performance

An inappropriate investment strategy may result in under performance against the Company's objectives. The Board manages these risks by ensuring a diversification of investments. The Investment Manager operates in accordance with the investment limits and restrictions policy determined by the Board. The Directors review the limits and restrictions on a regular basis and the Administrator monitors adherence to the limits and restrictions every month and notifies the Board for any breach. The Investment Manager provides the Board with management information including performance data and reports, and the Corporate Broker provides shareholder analyses. The Directors monitor the implementation and results of the investment process with the Investment Manager at each Board meeting and monitor risk factors in respect of the portfolio. Investment strategy is reviewed at each meeting.

Level of discount or premium

A discount or premium to NAV can occur for a variety of reasons, including market conditions or to the extent investors undervalue the management activities of the Investment Manager or discount their valuation methodology and judgement. While the Directors may seek to mitigate any discount to NAV per Share through share buybacks, there can be no guarantee that they will do so and the Directors accept no responsibility for any failure of any such strategy to effect a reduction in any discount or premium.

Market price risk

The fair value or future cash flows of a financial instrument held by the Company may fluctuate because of changes in market prices. This market risk comprises currency risk, interest rate risk and other price risk. The Directors review and agree policies for managing these risks which policies have remained substantially unchanged during the year under review. The Investment Manager assesses the exposure to market risk when making each investment decision and monitors the overall level of market price risk on the investment portfolio on an ongoing basis.

Accounting, legal and regulatory

The Company must comply with the provisions of the Companies (Guernsey) Law, 2008 (as amended), and, since its shares are admitted to listing on the Official List of the UK Listing Authority and to trading on the Main Market of the London Stock Exchange, the Company is subject to the FCA's Listing, Disclosure and Transparency Rules. A breach of the legislation could result in the Company and/or the Directors being fined or subject to criminal proceedings. A breach of the Listing Rules could result in the suspension of the Company's shares. The Board relies on its company secretary and advisers to ensure adherence to the Guernsey legislation and the FCA's rules. The Investment Manager and the Administrator are contracted to provide investment, company secretarial, administration and accounting services through qualified professionals. The Board receives regular internal control reports that confirm compliance.

Operational

Disruption to, or the failure of either the Investment Manager's or the Administrator's accounting, dealings or payment systems, or the custodians' records could prevent the accurate reporting or monitoring of the Company's financial position.

Details of how the Board monitors the services provided by the Investment Manager and the Administrator, and the key elements designed to provide effective internal control are explained further in the internal controls section of the Corporate Governance Statement, which is set out below.

Corporate Governance Statement

Applicable corporate governance codes

The Board of the Company has considered how the principles and provisions of The UK Corporate Governance Code ("the Code"), issued by the Financial Reporting Council in June 2010, have been applied by the Company. A copy of the Code can be found at www.frc.org.uk/documents. The Board acknowledges the revisions to the Code (and the associated FRC Guidance on Audit Committees), which will be applied for periods beginning on or after 1 October 2012. The Company will report against the revisions for the period ending 31 March 2014.

On 1 January 2012, the Guernsey Financial Services Commission's ("GFSC") "Finance Sector Code of Corporate Governance" ("GFSC Code") came into effect. The GFSC have stated in the GFSC Code, that companies which report against the UK Corporate Governance Code are deemed to meet the GFSC Code, and need take no further action.

The Company has complied with the recommendations of the Code, except as set out below.

The role of the chief executive

Since all the Directors are non-executive and day-to-day management responsibilities are sub-contracted to the Investment Manager, the Company does not have a Chief Executive Officer.

Executive directors' remuneration

As the Board has no executive directors, it is not required to comply with the principles of the Code in respect of executive directors' remuneration. Directors' fees are detailed in the Directors' Remuneration Report.

Internal audit function

As the Company delegates to third parties its day-to-day operations and has no employees, the Board has determined that there is no requirement for an internal audit function. The Directors review annually whether a function equivalent to an internal audit is needed and will continue to monitor its systems of internal controls in order to provide assurance that they operate as intended.

Board Independence and Composition

The Board

The Board is comprised of six independent non-executive Directors including the Chairman, Nigel Cayzer and one non-independent Director, Christopher Mills, who is a member of the Investment Manager. The biographical details of the Directors holding office at the date of this report as listed previously, demonstrate a breadth of investment, accounting and professional experience. The Board does not consider it necessary to appoint a senior independent Director, as it is considered that all the Directors have different qualities and areas of expertise on which they may lead where issues arise and to whom concerns can be conveyed. The performance of the Company is considered in detail at each board meeting. An evaluation of Directors' performance, their independence and the work of the Board as a whole and its committees is reviewed annually by the Nominations Committee. The Directors also meet without the Chairman present in order to review his performance. The Board considers that independence is not compromised by the length of tenure and that it has the appropriate balance of skills, experience, ages and length of service in the circumstances. The majority of the Board is considered to be independent.

The Board meets at least four times each year and deals with the important aspects of the Company's affairs, including the setting and monitoring of the investment strategy and the review of investment performance.

The Investment Manager takes decisions as to the purchase and sale of individual investments. The Directors have access to the advice and services of the Company Secretary through its appointed representatives who are responsible to the Board for ensuring that Board procedures are followed and that applicable rules and regulations are complied with. Directors are able to have access to independent professional advice at the Company's expense if they judge it necessary to discharge their responsibilities as directors. To enable the Board to function effectively and allow Directors to discharge their responsibilities, full and timely access is given to all relevant information.

Re-election of Directors

The Articles of Incorporation provide that Directors are initially appointed until the following Annual General Meeting when, it is required that they be re-elected by shareholders. The Articles of Incorporation also provide that each year one-third of the Directors shall retire by rotation. The retiring Directors will then be eligible for reappointment. Accordingly, John Radziwill will retire by rotation and, being eligible, seeks re-election to the Board at the Annual General Meeting.

Having served for more than nine years as non-executive directors and in accordance with the Code, Nigel Cayzer, Rupert Evans and Sidney Cabessa are also retiring and, being eligible, seek re-election to the Board.

In accordance with Listing Rule 15.2.13A, which requires Directors or members of the Investment Manager to be subject to annual election, Christopher Mills is a member of the Investment Manager, and accordingly, is retiring and, being eligible, seeks re-election to the Board.

The Board continues to believe that Mr Chatila, Mr Cayzer, Mr Cabessa and Mr Evans are independent and that all Directors standing for re-election make an effective and valuable contribution to the Board.

Directors' appointment

No Director has a service contract with the Company. Any Director may resign in writing to the Board at any time.

Induction and training

Directors are provided, on a regular basis, with key information on the Company's policies, regulatory requirements and its internal controls. Regulatory and legislative changes affecting Directors' responsibilities are advised to the Board as they arise along with changes to best practice from, amongst others, the Company Secretary. Advisers to the Company also prepare reports for the Board from time to time on relevant topics and issues. When a new Director is appointed to the Board, he/she will be provided with all relevant information regarding the Company and his/her duties and responsibilities as a Director.

Directors' indemnity

To the extent permitted by Guernsey Law, the Company's Articles of Incorporation provide an indemnity for the Directors against any liability except such (if any) as they shall incur by or through their own breach of trust, breach of duty or negligence.

During the year the Company has maintained insurance cover for its Directors and Officers under a Directors' and Officers liability insurance policy.

Responsibilities

The Board meets at least four times each year and deals with the important aspects of the Company's affairs including the setting and monitoring of investment strategy, and the review of investment performance. The Investment Manager takes decisions as to the purchase and sale of individual investments, in line with the investment policy and strategy set by the Board. The Investment Manager together with the Company Secretary also ensures that all Directors receive, in a timely manner, all relevant management, regulatory and financial information relating to the Company and its portfolio of investments. A representative of the Investment Manager attends each Board meeting, enabling Directors to question any matters of concern or seek clarification on certain issues. Matters specifically reserved for decision by the full Board have been defined and a procedure adopted for Directors in the furtherance of their duties to take independent professional advice at the expense of the Company.

Tenure

The Board has adopted a policy on tenure that is considered appropriate for an investment company. The Board does not believe that length of service, by itself, leads to a closer relationship with the Investment Manager or necessarily affects a Directors' independence. The Board's tenure and succession policy seeks to ensure that the Board is well-balanced and will be refreshed from time to time by the appointment of new Directors with the skills and experience necessary to replace those lost by Directors' retirements. Directors must be able to demonstrate their commitment to the Company. The Board seeks to encompass relevant past and current experience of various areas relevant to the Company's business.

Diversity

The Board considers that its members have a balance of skills and experience which are relevant to the Company. The Board believes in the value and importance of diversity in the boardroom but it does not consider it appropriate or in the interests of the Company and its shareholders to set prescriptive targets for gender or nationality on the Board.

Performance evaluation

The Board has adopted a formal annual evaluation of its own performance and that of its Committees and individual Directors. The last evaluation took place in June 2012 and was led by the Chairman. Mr Evans took the lead in the evaluation of the Chairman's performance.

Evaluation is conducted utilising a questionnaire. The Board has developed criteria for use at the evaluation, which focuses on the individual contribution to the Board and its Committees made by each Director and the Chairman, each Directors independence and the responsibilities, composition and agenda of the Committees and of the Board itself. A review of Board composition and balance, including succession planning for appointments to the Board, is included as part of the annual performance evaluation. The non-executive Directors also meet without the Chairman present to appraise his performance.

Following the annual board evaluation in June 2012, it was concluded that all Directors with the exception of Mr Mills were independent and that the Chairman and all Directors were contributing satisfactorily to the efficient running of the Company, and that the Board had a good range of skills and competency.

Board Committees

The Board has established an Audit Committee and a Nomination Committee with defined terms of reference and duties. The terms of reference for each committee can be found on the Company's website www.oryxinternationalgrowthfund.co.uk.

Audit Committee

The Audit Committee is chaired by Walid Chatila. The Audit Committee is made up of three independent non-executive Directors, Walid Chatila, John Radziwill and Rupert Evans.

The function of the Audit Committee is to ensure that the Company maintains the highest standards of integrity, financial reporting and internal control. The Committee's terms of reference are available from the Company's website. The Committee's main functions are:

· To review and make recommendations to the Board on the appointment and remuneration of the Company's independent auditor (the ''auditor''), the scope of the audit, any questions of resignation or dismissal of the auditor and to approve the auditor remuneration and terms of engagement;

· To discuss with the auditor the nature and scope of the audit and to keep under review such scope and its cost effectiveness;

· To review and monitor the integrity of the Company's half-year and annual accounts and any other financial information published by the Company;

· To ensure that the internal control systems of the Company's service providers are adequate; and

· To consider annually whether there is a need for the Company to have its own audit function.

The Audit Committee met with KPMG Channel Islands Limited, the Company's auditor twice during the year to review the Annual Financial Statements for the year ended 31 March 2012 and to review the Audit Plan for the year ended 31 March 2013. The Audit Committee may meet more frequently if the Audit Committee deems necessary or if required by the Company's Auditor.

The Audit Committee has satisfied itself that KPMG Channel Islands Limited, the Company's auditor, is independent.

The Auditor and the Directors have agreed a policy for non-audit services. All non-audit services are prohibited.

The Audit Committee receive each year a report from the auditor which includes any matters which the Auditor consider to bear on their independence and which require disclosure to the Company. The Audit Committee is satisfied that KPMG Channel Islands Limited has adequate policies and safeguards in place to ensure that auditor objectivity and independence is maintained.

The Audit Committee is authorised by the Board to investigate any activity within its terms of reference. It is authorised to obtain outside legal or other independent professional advice and to secure the attendance of outsiders with relevant experience and expertise if it considers this necessary.

The Board on an ongoing basis evaluates its own effectiveness, the effectiveness of its Committees and the division of responsibilities between the Board and the Investment Manager.

Nomination Committee

A Nomination Committee has been established, comprising of all of the independent non-executive directors. The Nominations Committee is chaired by Nigel Cayzer. The Nomination Committee meets annually to evaluate the effectiveness of the Board and its Committees and to evaluate the balance of skills, knowledge and experience on the Board and the division of responsibilities between the Board and the Investment Manager. The Nominations Committee also meets as and when appropriate to replace Directors who retire from the Board, leading the process for Board appointments and making recommendations to the Board.

The Board has not deemed it necessary to appoint a Remuneration Committee as, being comprised of a majority of wholly independent Directors, the whole Board considers these matters on an ongoing basis.

Meeting attendance

The number of formal meetings during the year of the Board, the Audit Committee, and the Nomination Committee, and the attendance of individual Directors at those meetings, is shown in the following table:

The table below shows the number of Board meetings attended by each Director during the accounting year.

Director	Board meetings attended (total 4)	Audit Committee meetings attended (total 3)	Nomination Committee meetings attended (total 1)
Mr. S. Cabessa	4	N/A	1
Mr. N. Cayzer	4	N/A	1
Mr. W. Chatila	3	3	1
Mr. R. Evans	4	3	1
Mr. J. Grace	3	N/A	1
Mr. C. Mills	4	N/A	N/A
Mr. J. Radziwill	4	3	1

In addition, 1 ad-hoc and 4 Committee meetings were held during the period for various matters.

Internal Controls

The Board is responsible for the Group's system of internal control and for reviewing its effectiveness, which was in place up to the date the accounts were signed. The Board has delegated the responsibility of regularly reviewing the effectiveness of the systems of internal controls in place. The Audit Committee believes that the key risks identified and implementation of the system to monitor and manage those risks, are appropriate to the Company's business as an investment company. The ongoing risk assessment includes the monitoring of the financial, operational and compliance risks as well as an evaluation of the scope and quality of the system of internal control adopted by the third party service providers. The Audit Committee regularly reviews the delegated services to ensure their continued competitiveness and effectiveness. The system is designed to ensure regular communication of the results of monitoring by the third parties to the Board and the incidence of any significant control failings or weaknesses that have been identified and the extent to which they have resulted in unforeseen outcomes or contingences that may have a material impact on the Group's performance or operations. The Audit Committee believes that, although robust, the Group's system of internal controls is designed to manage rather than eliminate the risk of failure to achieve business objectives.

Management, Administration and Custody Arrangements

Pursuant to the Management Agreement dated 14 May 2002, which was novated on 29 December 2003, Harwood Capital LLP (formerly North Atlantic Value LLP) provides management services to the Company. The principal contents of the Investment Management Agreement are disclosed in note 4 to these consolidated financial statements. The Management Agreement continues unless terminated by either party on not less than twelve months notice, in writing or may be terminated forthwith as a result of a material breach of the agreement or the insolvency of either party. No compensation is payable on termination of the Agreement. The Board reviews the performance of the Investment Manager, who carries out the investment decisions for and on behalf of the Company. In the opinion of the Directors, the continued appointment of the current Investment Manager on the terms agreed is in the interests of the Company's shareholders as a whole. The Investment Manager has wide experience in managing and administering investment companies.

The annual management fee is equivalent to 1.25 percent on the first £15,000,000 and 1 percent of any excess, in each case of the NAV. This fee accrues daily, is to be calculated as of the last Business Day of each month and paid monthly in arrears. The Investment Manager is also entitled to be reimbursed for the reasonable out-of-pocket expenses incurred.

Administration, Custodian and Company Secretarial services are provided to the Company by BNP Paribas Fund Services (Guernsey) Limited. Registrar services are provided by Capita Registrars (Guernsey) Limited.

Share Capital

The Company's issued share capital as at 31 March 2013 consisted of 18,813,724 Ordinary Shares of 50p nominal value each. All shares hold equal rights with no restrictions and no shares carry special rights with regard to the control of the Company. There are no special rights attached to the shares in the event that the Company is wound up.

Since the year end 31 March 2012 to date of signing the Financial Statements, the Company has purchased 706,153 Ordinary Shares for cancellation, leaving 18,757,224 Ordinary Shares in issue as at the date of this report.

Substantial Share Interests

Based upon information deemed to be reliable as provided by the Company's registrar, as at 15 May 2013, the following shareholders owned 5% or more of the issued shares of the Company.

Shareholder	No. of Ordinary Shares	Percentage of Share Class (%)
The Bank of New York (Nominees) Limited	6,731,758	35.61
Chase Nominees Limited	2,354,496	12.46
State Street Nominees Limited	2,321,896	12.28
Hussain Al Nouwais	1,150,000	6.08

North Atlantic Smaller Companies Investment Trust, Plc, holds 7,106,284 ordinary shares in the company which are held through multiple nominee accounts.

Notifications of Shareholdings

In the period from 1 April 2012 to 5 May 2013 the Company had been notified in accordance with Chapter 5 of the Disclosure and Transparency Rules (which covers the acquisition and disposal of major shareholdings and voting rights), of the following voting rights as a shareholder of the Company. When more than one notification has been received from any shareholder only the latest notification is shown. For non-UK issuers, the thresholds prescribed under DTR 5.1.2 for notification of holdings commence at 5%.

	Number of Ordinary shares	Percentage of total voting rights (%)
SVM Asset Management Limited	2,830,865	14.95
Henderson Global Investors	3,103,086	16.26

Communications with Shareholders

The Board believes that the maintenance of good relations with shareholders is important for the long-term prospects of the Company. Where appropriate the Chairman, and other Directors are available for discussion about governance and strategy with major shareholders and the Chairman ensures communication of shareholders' views to the Board. The Board receives feedback on the views of shareholders from the Investment Manager.

The Board believes that the Annual General Meeting provides an appropriate forum for investors to communicate with the Board, and encourages participation. The Annual General Meeting will be attended by at least one Director. Details of proxy votes received in respect of each resolution will be made available to shareholders at the meeting and will be posted on the Company's website following the meeting.

The Annual and Half-year Reports, and the Interim Management Statements are available to all shareholders. The Board considers the format of the annual and interim reports so as to ensure they are useful to all shareholders and others taking an interest in the Company. In accordance with best practice, the Annual Report,

including the Notice of the Annual General Meeting, will be sent to shareholders at least 20 working days before the meeting.

Institutional Investors - use of voting rights

The Investment Manager, in the absence of explicit instructions from the Board, are empowered to exercise discretion in the use of the Company's voting rights in respect of investments and then to report to the Board, where appropriate, regarding decisions taken.

The Board has considered whether it was appropriate to adopt a voting policy and an investment policy with regard to social, ethical and environmental issues and concluded that it was not appropriate to change the existing arrangements.

2013 Annual General Meeting ("AGM")

The AGM will be held in Guernsey on 22 August 2013 at 10:30 am. The notice for the Annual General Meeting set out in the Shareholder Circular accompanying this Annual Report sets out the ordinary and special resolutions to be proposed at the meeting. Separate resolutions are proposed for each substantive issue.

Disclosure of Information to the Auditor

The Directors who held office at the date of approval of this Report of the Directors confirm that, so far as they are each aware:

(a) there is no relevant audit information of which the Company's auditor is unaware; and

(b) each Director has taken all the steps that he ought to have taken as a Director to make

himself aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Independent Auditors

Our auditors, KPMG Channel Islands Limited, have expressed their willingness to remain in office. The Directors will place a resolution before the Annual General Meeting to propose re-appointing them as independent auditors for the ensuing year, and to authorise the Directors to determine their remuneration.

Statement of Directors' Responsibilities

The Directors are responsible for preparing the Directors' report and the financial statements in accordance with applicable law and regulations. Company law requires the Directors to prepare financial statements for each year. Under that law they have elected to prepare the financial statements in accordance with International Financial Reporting Standards as adopted by the EU and applicable law. The financial statements are required by law to give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing those financial statements the Directors are required to:

· Select suitable accounting policies and apply them consistently;

· Makejudgements and estimates that are reasonable and prudent;

· State whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

· Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The Directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies (Guernsey) Law, 2008. The Directors are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors confirm to the best of their knowledge that:

· The consolidated financial statements which have been prepared in accordance with IFRS as adopted by the European Union give a true and fair view of the assets, liabilities, financial position and profit of

· the Company, and the undertakings included in the consolidation taken as a whole as required by DTR 4.2.4R;

The Investment Manager's Report, together with the Director's report, includes a fair review of the information required by DTR 4.1.12R, which provides a review of the development and performance of the Company and the position of the issuer and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face;

· The Investment Manager's Report, together with the Director's report, includes a fair review of the information required by DTR 4.2.8R (disclosure of related party transactions, and changes therein).

Related Parties

The Investment Manager is considered to be a related party. The fees paid are included in the Consolidated Statement of Comprehensive Income.

The Directors are also considered to be related parties and their fees are disclosed in the Consolidated Statement of Comprehensive Income.

See note 20 for a list of related party transactions. There were no significant changes in related party transactions from the prior year.

By order of the Board

Director Director

10 July 2013 10 July 2013

Directors' Remuneration Report

The Board consists entirely of non-executive Directors who meet regularly to deal with the important aspects of the Company's affairs. Directors are appointed with the expectation that they will initially serve for a period of three years, and will stand for re-election every three years. Any Director may resign in writing to the Board at any time. Directors' appointments will be reviewed during the annual board evaluation.

The determination of the Directors' fees is a matter dealt with by the Board. The Board has not sought the advice or services by any outside person in respect of its consideration of the Directors' remuneration, although the Directors will review the fees paid to the boards of directors of similar investment companies.

The Company's policy is for the Directors to be remunerated in the form of fees, payable quarterly in arrears. No Director has any entitlement to a pension, and the Company has not awarded any share options or long-term performance incentives to any of the Directors. No element of the Directors' remuneration is performance related and no compensations commitments have been made to any of the Directors.

The Company's policy is that the fees payable to the Directors should reflect the time spent by the Board on the Company's affairs and the responsibilities borne by the Directors and should be sufficient to enable high calibre candidates to be recruited. The policy is for the Chairman of the Board to be paid a higher fee than the other Directors in recognition of his more onerous role and more time spent.

The Company's Articles of Incorporation limit the aggregate fees payable to the Board of Directors to a total of £150,000 per annum. In the year under review the Chairman was paid £25,000 per annum and all other Directors were paid £18,000.

Remuneration

The following fees were paid by the Company to the Directors for the year ended 31 March 2013. The Company also reimbursed reasonable out of pocket expenses incurred by Directors to attend the Board meetings.

Nigel Cayzer (Chairman) 25,000

Walid Chatila (Audit Committee Chairman) 18,000

Sidney Cabessa 18,000

Rupert Evans 18,000

John Grace 18,000

Christopher Mills 18,000

John Radziwill 18,000

Total 133,000

No other remuneration or compensation was paid or payable by the Company during the year to any of the Directors.

For and on behalf of the Board

Director

10 July 2013

INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF ORYX INTERNATIONAL GROWTH FUND LIMITED

We have audited the consolidated financial statements (the 'financial statements') of Oryx International Growth Fund Limited (the 'Company') and its subsidiary (together, the 'Group') for the year ended 31 March 2013 which comprise the consolidated statement of comprehensive income, the consolidated statement of financial position, the consolidated statement of changes in equity, the consolidated statement of cash flows and the related notes. The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards as adopted by the European Union (EU).

This report is made solely to the Company's members, as a body, in accordance with section 262 of the Companies (Guernsey) Law, 2008. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Respective responsibilities of directors and auditor

As explained more fully in the Statement of Directors' Responsibilities, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit and express an opinion on the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board's (APB's) Ethical Standards for Auditors.

Scope of the audit of the financial statements

An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of: whether the accounting policies are appropriate to the Group's circumstances and have been consistently applied and adequately disclosed; the reasonableness of significant accounting estimates made by the Board of Directors; and the overall presentation of the financial statements. In addition, we read all the financial and non-financial information in the annual report to identify material inconsistencies with the audited financial statements. If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our report.

Opinion on financial statements

In our opinion the financial statements:

· give a true and fair view of the state of the Group's affairs as at 31 March 2013 and of its total comprehensive income for the year then ended;

· are in accordance with International Financial Reporting Standards as adopted by the EU; and

· comply with the Companies (Guernsey) Law, 2008.

Matters on which we are required to report by exception

We have nothing to report in respect of the following matters where the Companies (Guernsey) Law 2008 requires us to report to you if, in our opinion:

· the Company has not kept proper accounting records, or

· the financial statements are not in agreement with the accounting records; or

· we have not received all the information and explanations, which to the best of our knowledge and belief are necessary for the purpose of our audit.

We have nothing to report with respect to the following:

Under the Listing Rules we are required to review the part of the Corporate Governance Statement relating to the Company's compliance with the nine provisions of the UK Corporate Governance Code specified for our review.

Robert A Hutchinson

for and on behalf of KPMG Channel Islands Limited

Chartered Accountants and Recognised Auditors

10 July 2013

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

for the year ended 31 March 2013, expressed in £ Sterling


		2013	2012
	Notes	£	£
Income
Dividends	3	894,295	918,010
Other Income		19,435	79,268
		913,730	997,278

Realised gains on investments	10	1,856,031	5,252,355
Unrealised gain on revaluation of investments	10	11,421,987	485,482
(Loss) / gain on foreign currency translation		(6,125)	10,981
Total revenue		14,185,623	6,746,096

Expenses
Management and Investment Manager's fee	4	660,057	616,043
Directors' fees and expenses	8	166,305	170,405
Legal and professional fees		212,495	120,986
Supplementary Management fee	5	100,000	100,000
Transaction costs		66,930	95,164
Administration fees	7	61,777	58,416
Audit fees		46,156	36,294
Custodian fees	6	20,794	20,316
Insurance		4,650	10,500
Registrar and transfer agent fees		20,062	9,112
Other expenses		423,915	55,821

Total expenses		1,783,141	1,293,057

Total comprehensive income for the year before taxation		12,402,482	5,453,039

Withholding tax on dividends	9	53,511	1,688

Total comprehensive income for the year		12,348,971	5,451,351

Income per share - basic and diluted:
Ordinary	16	£0.65	£0.28

All items in the above statement are derived from continuing operations.

The accompanying notes form an integral part of these financial statements.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

as at 31 March 2013, expressed in £ Sterling

		2013	2012
	Notes	£	£

Non-current assets
Listed investments designated at fair value through profit or loss (Cost - £58,290,135: 2012 - £46,296,276)	10	54,921,182	36,590,222
Unlisted investments designated at fair value through profit or loss (Cost - £5,851,068: 2012 - £10,779,118)	10	11,807,519	11,650,683
		66,728,701	48,240,905
Current assets
Cash and cash equivalents		3,807,885	10,768,581
Amounts due from brokers		-	349,299
Dividends and interest receivable		17,500	183,346
Other receivables		2,385	-
		3,827,770	11,301,226

Total assets		70,556,471	59,542,131

Current liabilities
Other payables and accrued expenses		667,047	451,327
Amounts due to brokers		-	28,080
		667,047	479,407

Net assets		69,889,424	59,062,724

Shareholders' equity
Called up share capital	11	52,103,367	52,428,194
Capital redemption reserve		1,246,500	1,246,500
Other reserves	12	16,539,557	5,388,030
Total equity shareholders' funds		69,889,424	59,062,724

Net Asset Value per Share - basic and diluted	16	£3.71	£3.03

The consolidated financial statements were approved by the Board of Directors on 3 July 2013 and are signed on its behalf by:

Director Director

The accompanying notes form an integral part of these financial statements.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

for the year ended 31 March 2013, expressed in £ Sterling

	Notes	Share Capital	Capital redemption reserve	Other reserves	Total
		£	£	£	£

Balance at 1 April 2012		52,428,194	1,246,500	5,388,030	59,062,724

Total Comprehensive Income
For the Year		-	-	12,348,971	12,348,971

Transactions with owners,
recorded directly in equity
Contributions, redemptions and distributions to shareholders
- Cancellation of shares	11,12	(324,827)	-	(1,197,444)	(1,522,271)
Total transactions with owners		(324,827)	-	-	-

Balance at 31 March 2013		52,103,367	1,246,500	16,539,557	69,889,424

	Notes	Share Capital	Capital redemption reserve	Other reserves	Total
		£	£	£	£

Balance at 1 April 2011		52,976,894	1,246,500	1,658,501	55,881,895

Total Comprehensive Income
For the Year		-	-	5,451,351	5,451,351

Transactions with owners,
recorded directly in equity
Contributions, redemptions and distributions to shareholders
- Cancellation of shares		(548,700)	-	(1,721,822)	(2,270,522)
Total transactions with owners		(548,700)	-	-	-

Balance at 31 March 2012		52,428,194	1,246,500	5,388,030	59,062,724

The accompanying notes form an integral part of these financial statements.

CONSOLIDATED STATEMENT OF CASH FLOWS

for the year ended 31 March 2013, expressed in £ Sterling

		2013	2012
	Notes	£	£

Net cash (outflow)/inflow from operating activities	14	(5,432,300)	12,147,377

Financing Activities
Cancellation of shares		(1,522,271)	(2,270,522)
Cash outflow from financing activities		(1,522,271)	(2,270,522)

Net (decrease)/increase in cash and cash equivalents		(6,954,571)	9,876,855

Cash and cash equivalents at beginning of year		10,768,581	880,745
Effect of exchange rate fluctuations on cash and cash equivalents		(6,125)	10,981

Cash and cash equivalents at end of year		3,807,885	10,768,581

For the year ended 31 March 2013, income received from dividends and interest was £883,160.

The accompanying notes form an integral part of these financial statements.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. General

Oryx International Growth Fund Limited (the "Company") was registered in Guernsey on 2 December 1994 and commenced activities on 3 March 1995. The Company was listed on the London Stock Exchange on 3 March 1995.

The Company is a Guernsey Authorised Closed-Ended Investment Scheme and is subject to the Authorised Closed-Ended Investment Scheme Rules 2008.

The investment activities of the Company are managed by Harwood Capital LLP (formerly North Atlantic Value LLP) ('the Investment Manager') and the administration of the Company is delegated to BNP Paribas Fund Services (Guernsey) Limited ('the Administrator').

2. Accounting Policies

Basis of Preparation

The financial statements of the Company, which give a true and fair view, and comply with the Companies (Guernsey) Law, 2008 (as amended), have been prepared in accordance with International Financial Reporting Standards ("IFRS"), as adopted by the European Union (''EU''). This comprises of standards and interpretations approved by the International Accounting Standards Board (the "IASB"), and International Accounting Standards and Standing Interpretations Committee interpretations approved by the International Accounting Standards Committee ("IASC") that remain in effect.

These consolidated financial statements comprise the financial statements of the Company and its wholly owned subsidiary undertaking Baltimore Capital PLC, which is UK registered (together "the Group"). Baltimore Capital PLC is currently in liquidation. Subsidiaries are those entities controlled by the Company. Control exists when the Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

The financial statements of the subsidiary are included in the consolidated financial statements from the date that control commences until the date that control ceases. The financial statements have been prepared using uniform accounting policies for like transactions and other events in similar circumstances. All intra-group balances and transactions are eliminated in full in preparing the consolidated financial statements.

The Directors believe it is appropriate to adopt the going concern basis in preparing the financial statements as, after due consideration, the Directors consider that the Group has adequate resources to continue in operational existence for the foreseeable future.

The financial statements have been prepared on the historical cost basis except for the inclusion at fair value of certain financial instruments. The principal accounting policies are set out below.

Use of estimates and judgements

The preparation of consolidated financial statements in accordance with IFRS adopted by the EU requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. These estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may vary from these estimates.

Judgement is exercised in terms of whether the price of recent transaction remains the best indicator of fair value for financial instruments at the consolidated statement of financial position date. The manager reviews sector and market information and the circumstances of the investee company to determine if the valuation adopted at the consolidated statement of financial position date remains the best indicator of fair value.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods, if the revision affects both current and future periods.

Information about areas of critical judgements in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements are set out in Note 2(b). Information about significant areas of estimation uncertainty that have the most significant effect on the amounts recognised in the financial statements are set out in notes 18 and 19.

New standards and interpretations not yet adopted

A number of new standards, amendments to standards and interpretations are not yet effective for the year ended 31 March 2013, and have not been applied in preparing these financial statements. None of these will have an effect on the financial statements of the Group, with the exception of the following:

IFRS 9 Financial Instruments (2010) and IFRS 9 Financial Instruments (2009) (together IFRS 9)

IFRS 9 (2009) introduces new requirements for the classification and measurement of financial assets. IFRS 9 (2010) introduces additions relating to financial liabilities. The IASB currently has an active project to make limited amendments to the classification of and measurements requirements of IFRS 9 and add new requirements to address the impairment of financial assets and hedge accounting.

The IFRS 9 (2009) requirements represent a significant change from the existing requirements in IAS 39 in respect of financial assets. The standard contains two primary measurements categories for financial assets: amortised cost and fair value. A financial asset would be measured at amortised cost if it is held within a business model whose objectives is to hold assets in order to collect contractual cash flows, and the assets' contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal outstanding. All other financial assets would be measured at fair value. The standard eliminates the existing IAS 39 categories of held to maturity, available for sale and loans and receivables. For an investment in an equity instrument which is not held for trading, the standard permits an irrevocable election, on initial recognition, on an individual share by share basis, to present all fair value changes from the investment in other comprehensive income. No amount recognised in other comprehensive income would ever be reclassified to profit or loss at a later date. However, dividends on such investments are recognised in profit or loss, rather than other comprehensive income unless they clearly represent a partial recovery of the cost of the investment. Investment in equity instruments in respect of which entity does not elect to present fair value changes in other comprehensive income would be measured at fair value with changes in fair value recognised in profit and loss.

The standard requires that derivatives embedded in contracts with a host that is a financial asset within the scope of the standard are not separated; instead the hybrid financial instruments is assessed in its entirety as to whether it should be measured at amortised cost to fair value.

IFRS 9 (2010) introduces a new requirement in respect of financial liabilities designated under the fair value option to generally present fair value changes that attributable to the liability's credit risk in other comprehensive income rather than in profit or loss. Apart from this change, IFRS 9 (2010) largely carries forward without substantive amendment the guidance on classification and measurement of financial liabilities from IAS 39. IFRS 9 is effective for annual periods beginning on or after 1 January 2015 with early adoption permitted.

IFRS 10 - Consolidated Financial Statements, IFRS 12 - Disclosure of Interests in Other Entities (2011)

IFRS 10 introduces a single control model to determine whether an investee should be consolidated. In accordance with IFRS 10 an investment entity is required to apply the exception to consolidation and instead account for its investment in a subsidiary at fair value through profit and loss except for subsidiaries that are considered as an extension of the company's activities. As a result, the Group will not need to change its consolidation policy.

IFRS 10 - Consolidated Financial Statements, IFRS 12 - Disclosure of Interests in Other Entities (2011) (continued)

IFRS 12 brings together into a single standard all the disclosure requirements about an entity's interest in subsidiary, joint arrangements, associates and unconsolidated structured entities. It requires the disclosure of information about the nature of risks and financial effects of these interests except for subsidiaries that are considered an extension of the Company's investing activities. These standards are effective for annual periods beginning on or after 1 January 2013 with early adoption permitted. The Group is still assessing the Impact of IFRS 12.

IFRS 13 - Fair Value Measurements (2011).

IFRS 13 provides a single source of guidance on how fair value is measured, and replaces the fair value measurement guidance that is currently dispersed through out IFRS. Subject to limited exceptions, IFRS 13 is applied when fair value measurements or disclosures are required or permitted by other IFRs. IFRS 13 is effective for annual periods beginning on or after 1 January 2013 with early adoption.

Amendments to IFRS 7 and IAS 32 on offsetting financial assets and financial liabilities (2011).

Disclosures-Offsetting Financial Assets and Financial Liabilities (amendments to IFRS 7) introduces disclosures about the impact of netting arrangements on an entity's financial position. The amendments are effective for annual periods beginning on or after 1 January 2013 and interim periods within those annual periods.

Offsetting Financial Assets and Financial Liabilities (amendments to IAS 32) clarify the offsetting criteria in IAS 32 by explaining when an entity currently has legally enforceable right to set-off and when gross settlement is equivalent to net settlement. The amendments are effective for annual periods beginning on or after 1 January 2014 and interim periods within those annual periods. Earlier application is permitted.

IFRS 9 and amendments to IFRS 10 and 12 standards have not yet been endorsed by the EU.

a) Income Recognition

Dividend income is recognised when the right to receive income is established. Usually this is the ex-dividend date for equity securities. Deposit interest is accrued on a day-to-day basis. Loan interest is accounted for using the effective interest method. All income is shown gross of any applicable withholding tax.

b) Financial Assets

Classification

All investments of the Company, together with its subsidiary ('the Group'), are designated into the financial assets at fair value through profit or loss category. The investments are purchased mainly for their capital growth and the portfolio is managed, and performance evaluated, on a fair value basis in accordance with the Group's documented investment strategy. Therefore the Directors consider that this is the most appropriate classification.

This category comprises financial assets designated at fair value though profit or loss upon initial recognition - these include financial assets that are not held for trading purposes and which may be sold. These are principally investments in listed and unlisted equities.

Fair value measurement principles

Financial assets are measured initially at fair value being the transaction price. Subsequent to initial recognition on trade date, all assets classified as fair value through profit or loss are measured at fair value with changes in their fair value recognised in the Consolidated Statement of Comprehensive Income. Transaction costs are separately disclosed in the Consolidated Statement of Comprehensive Income.

Listed investments have been valued at the bid market price ruling at the consolidated statement of financial position date. In the absence of the bid market price, the closing price has been taken, or, in either case, if the market is closed on the financial reporting date, the bid market or closing price on the preceding business day.

Fair Value of unlisted investments are derived in accordance with the International Private Equity and Venture Capital Board (IPEVB) guidelines. Their valuation includes all factors that market participants would consider in setting a price. The primary valuation techniques employed to value the unlisted investments are earnings multiples, recent transactions and the net asset basis. Cost is considered appropriate for early stage investments. The relevance of this methodology can be eroded over time and in these cases the carrying values will be adjusted to reflect fair value.

For certain of the Group's financial instruments, including cash and cash equivalents, interest and dividends and interest receivable and amounts due to and from broker, the carrying amounts approximate fair value due to their immediate or short-term maturity.

Derecognition of financial assets occur when the rights to receive cash flows from financial instruments expire or are transferred and substantially all of the risks and rewards of ownership have been transferred.

Fair value measurement should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering market participant assumptions, IFRS 7 establishes a fair value hierarchy that gives the highest priority to unadjusted quoted prices in active markets (Level 1) and lowest priority to unobservable inputs (Level 3). The three levels of the value hierarchy are as follows.

Level 1: Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date;

Level 2: Inputs reflect quoted prices of similar assets and liabilities in active markets and quoted prices of identical assets and liabilities in markets that are considered to be inactive, as well as inputs other than quoted prices that are observable for the asset or liability either directly or indirectly; and

Level 3: Inputs that are unobservable for the asset or liability and reflect the Investment Manager's own assumptions in accordance with the accounting policies disclosed within note 2 to the financial statements.

c) Other receivables

Other receivables do not carry any interest and are short term in nature and are accordingly stated at their amortised cost as reduced by appropriate allowances for impairment.

d) Cash and cash equivalents

Cash and cash equivalents consist of cash in hand and short term deposits in banks with original maturities of less than three months.

e) Other Payables and Accrued Expenses

Other payables and accrued expenses are not interest bearing and are stated at their amortised cost.

f) Foreign Currency Translation

Items included in the Group's financial statements are measured using the currency of the primary economic environment in which it operates (the "functional currency"). This is the company's pound Sterling which reflects the Group's primary activity of investing in Sterling securities. The Company's shares are also issued in Sterling.

Foreign currency monetary assets and liabilities have been translated at the exchange rates ruling at the consolidated statement of financial position date. Transactions in foreign currency during the period have been translated into pounds Sterling at the spot exchange rate in effect at the date of the transaction. Realised and unrealised gains and losses on currency translation are recognised in the Consolidated Statement of Comprehensive Income.

g) Realised and Unrealised Gains and Losses

Realised gains and losses arising on the disposal of investments are calculated by reference to the cost attributable to those investments and the sales proceeds, and are included in the Consolidated Statement of Comprehensive Income. Unrealised gains and losses arising on investments held at the Financial reporting date are also included in the Consolidated Statement of Comprehensive Income.

The cost of investments disposed is determined by the weighted average method.

h) Financial Liabilities

All bank loans and borrowings are initially recognised at cost, being the fair value of the consideration received, less issue costs where applicable. After initial recognition, all interest bearing loans and borrowings are subsequently measured at amortised cost. Any difference between cost and redemption value has been recognised in the Consolidated Statement of Comprehensive Income over the period of the borrowings on an effective interest basis.

Financial liabilities are derecognised from the Consolidated Statement of Financial Position only when the obligations are extinguished either through discharge, cancellation or expiration.

i) Equity

Share Capital represents the nominal value of equity shares.

Share Premium represents the excess over nominal value of the fair value of consideration received for equity shares, net of expenses of the share issue.

Other Reserves and the Capital Redemption Reserve include all current and prior results as disclosed in the Consolidated Statement of Comprehensive Income. Other Reserves also includes the deduction for the excess of consideration paid over nominal value on share buy-backs.

j) Expenses

Expenses are recognised in the Consolidated Statement of Comprehensive Income upon utilisation of the service or at the date they are incurred.

k) Segmental reporting

Operating segments are reported in the manner consistent with the internal reporting used by the chief operating decision-maker ('CODM'). The CODM, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors who makes strategic decisions regarding the investment of the Fund. Other than as disclosed in note 17, the manager does not consider necessary to provide further analysis for the Fund.

3. Dividends

	2013	2012
	£	£
Dividend income	894,295	918,010
	894,295	918,010

4. Management and Investment Manager's Fee

Harwood Capital LLP (formerly North Atlantic Value LLP), the Investment Manager, is entitled to a fee of 1.25% on the first £15 million of the Net Asset Value of the Company, and 1% of any excess, payable monthly in arrears. The agreement can be terminated giving 12 months notice or immediately should the Investment Manager be placed into receivership or liquidation. The Investment Manager is entitled to all the fees accrued and due up to the date of such termination but is not entitled to compensation in respect of any termination. At 31 March 2013 an amount of £240,821 payable to the Investment Manager(2012: £157,334) was included in other payables and accrued expenses.

5. Supplementary Management Fee

In 2005, the Investment Manager agreed to waive its right to exercise management options to subscribe for ordinary shares in exchange for a discretionary bonus (supplementary management fee) of £100,000.

In April 2013, the Investment Manager requested that a payment of £100,000 be paid to Harwood Capital LLP in respect of the 2012 supplementary management fee (2011: £100,000). The supplementary management fee is paid a year in arrears.

This payment was approved by the Board on 21.03.13.

6. Custodian Fee

BNP Paribas Fund Services (Guernsey) Limited was appointed as Custodian on 1 April 2007 and is entitled to an annual safekeeping fee based upon the value of investments held plus transactions fees, subject to a minimum of £4,000 per annum. At 31 March 2013 an amount of £5,921 is payable to the custodian (2012 - £1,888) and is included in other payables and accrued expenses.

7. Administration Fees

BNP Paribas Fund Services (Guernsey) Limited was appointed as Secretary and Administrator on 1 April 2007 and is entitled to an annual fee at a rate of 0.125% on the first £20 million, 0.10% on the next £20 million and 0.075% of any excess of the Gross Assets, subject to a minimum of £50,000 per annum. At 31 March 2013 an amount of £16,515 is payable to the administrator (2012 - £4,975) and is included in other payables and accrued expenses.

8. Directors' Fees and Expenses

With the exception of the Chairman, who is entitled to a fee of £25,000 per annum, each Director is entitled to £18,000 per annum from the Company. In addition, all Directors are entitled to reimbursement of travel, hotel and other expenses incurred by them in course of their duties relating to the Company.

9. Taxation

The Company is eligible for exemption from taxation in Guernsey under the provisions of the Income Tax (Exempt Bodies) (Guernsey) Ordinance, 1989. As such, the Company is only liable to pay a fixed annual fee, currently £600. The withheld tax shown in the profit and loss account relates to overseas dividend income.

10. Investments at Fair Value Through Profit and Loss

	2013	2012
	£	£
Cost at beginning of year	57,075,394	63,786,555
Additions	23,622,446	21,603,132
Disposals	(18,412,668)	(33,566,648)
Realised gains on investments	1,856,031	5,252,355
Cost at end of year	64,141,203	57,075,394
Unrealised gain/(loss) on investments	2,587,498	(8,834,489)
Fair Value at end of the year	66,728,701	48,240,905

Representing:

	2013	2012
	£	£
Listed Equities	54,377,182	36,238,222
Listed Fixed Income	544,000	352,000
Unlisted Equities	11,807,519	11,650,683
	66,728,701	48,240,905

11. Share Capital

a) Authorised share capital

	Number of Shares	£
Authorised:
Ordinary shares of 50p each	90,000,000	45,000,000

b) Ordinary Shares Issued - 1 April 2012 to 31 March 2013

Ordinary Shares of 50p each	Number of Shares	Share Capital £
At 1 April 2012	19,463,377	52,428,194
Cancellation of shares	(649,653)	(324,827)
At 31 March 2013	18,813,724	52,103,367

Ordinary Shares Issued - 1 April 2011 to 31 March 2012

Ordinary Shares of 50p each	Number of Shares	Share Capital £
At 1 April 2011	20,560,769	52,976,894
Cancellation of shares	(1,097,392)	(548,700)
At 31 March 2012	19,463,377	52,428,194

12. Other reserves

	31 March 2012 £	Movement £	31 March 2013 £
Net income	16,480,199	12,348,971	28,829,170
Repurchase of ordinary shares	(9,763,279)	(1,197,444)	(10,960,723)
Repurchase of warrants	(8,179)	-	(8,179)
Discount on repurchase of Convertible Loan Stock	(1,320,711)	-	(1,320,711)
	5,388,030	11,151,527	16,539,557

13. Share Buybacks

Between 1 April 2012 and 31 March 2013, the Company carried out 6 share buybacks, resulting in

a total reduction of 649,653 shares for a cost of £1,522,271. These shares were subsequently cancelled.

14. Cash Flows from Operating Activities

	2013	2012
	£	£
Net income for the year	12,348,971	5,451,351

Realised (gains) on investments	(1,856,031)	(5,252,355)
Unrealised (gain) on revaluation of investments	(11,421,987)	(485,481)
Loss/(Gain) on foreign currency translation	6,125	(10,981)
	(13,271,893)	(5,748,817)

Purchase of investments	(23,622,446)	(21,603,132)
Proceeds from sale of investments	18,412,668	33,566,648
	(5,209,778)	11,963,516

Decrease/(Increase) in dividends and interest receivable	165,846	(183,393)
(Increase)/Decrease in other receivables	(2,385)	75,255
Decrease in amounts due from brokers	349,299	675,482
(Decrease)/Increase in amounts due to brokers	(28,080)	28,080
Increase/(Decrease) in other payables and accrued expenses	215,720	(114,097)
	700,400	481,327
	(5,432,300)	12,147,377

15. Reconciliation of Net Asset Value to Published Net Asset Value

	2013		2012
Ordinary Shares	£	£ per share	£	£ per share
Published Net Asset Value	71,032,504	3.78	59,676,417	3.07
Unrealised loss on revaluation of investments at bid / mid price (ref note (a) below)	(1,088,973)	(0.07)	(513,693)	(0.03)
Reduction in value of Subsidiary	-	-	-	-
Brokers and audit fee accrual adjustments	11,154	-	-	-
Write off of receivable and payables	(65,261)	-
Performance fee accrual			(100,000)	(0.01)
Net Asset Value attributable to shareholders	69,889,424	3.71	59,062,724	3.03

(a) In accordance with International Financial Reporting Standards, as adopted by the European Union, the Group's long investments have been valued at bid price in the consolidated financial statements. However, in accordance with the Group's principal documents the Net Asset Value reported each month reflects the investments being valued at the closing, last or mid-market (as the Directors in all circumstances consider appropriate) price as notified to the Group on the valuation day by a member of the stock exchange concerned. Certain investments remain at fair value as determined in good faith by the Directors.

16. Earnings per Share and Net Asset Value per Share

The calculation of basic earnings per share for the Ordinary Share is based on net income of £12,348,971 (2012 - net income £5,451,351) and the weighted average number of shares in issue during the year of 19,040,288 shares (2012 - 19,826,640 shares). At 31 March 2013 there was no difference in the diluted earnings per share calculation for the Ordinary Shares.

The calculation of Net Asset Value per Ordinary Share is based on a Net Asset Value of £69,889,424

(2012 - £59,062,724) and the number of shares in issue at the year end of 18,813,724 shares (2012 - 19,463,377 shares).

17. Segment Information

The Chief Operating Decision Makers ("CODM") of the Company are the Board of Directors. The Company has one reportable segment. The Board of Directors review internal management reports on a quarterly basis under IFRS basis.

Information on realised gains and losses derived from sales of investments are disclosed in Note 10 to the consolidated financial statements.

The Company is domiciled in Guernsey. All of the Company's income from investments is from underlying Companies that are incorporated in countries other than Guernsey (mainly Great Britain).

The geographical breakdown of the Company's investment portfolio is set out in the annual report.

The Company has no non-financial assets classified as non-current assets.

The Company has a highly diversified portfolio of investments and, except as disclosed in the Investment Manager's report , no single investment accounts for more than 10% of the Company's income.

The Company also has a highly diversified shareholder population.

18. Financial Instruments and Risk Profile

An explanation of the Group's financial risk management objectives, policies and strategy can be found in the Directors' Report .

The Group's financial instruments comprise its investment portfolio, cash balances and amounts due from brokers and amounts due to brokers that arise directly from its operations. Note 2 sets out the accounting policies, including criteria for recognition and the basis for measurement, applied to significant financial instruments. Note 2 also includes the basis on which income and expenses arising from financial assets and liabilities are recognised.

The Group's financial assets comprise fixed and equity investments, trade receivables and cash balances.

The Group finances its investment activities through the Group's Ordinary Share capital, reserves and

borrowings. The Group's financial liabilities comprise trade payables and the loan facility.

The main risks arising from the Company's financial instruments are:

(i) market risk, including currency risk, interest rate risk and other price risk;

(ii) liquidity risk; and

(iii) credit risk

The Company Secretary, in close cooperation with the Board of Directors and the Investment Manager, coordinates the Group's risk management. The policies for managing each of these risks are summarised below and have been applied throughout the year.

(i) Market risk

The fair value or future cash flows of a financial instrument held by the Group may fluctuate because of changes in market prices. This market risk comprises currency risk, interest rate risk and other price risk. The Board of Directors reviews and agrees policies for managing these risks.

Currency risk

The functional and presentational currency of the company is Sterling and, therefore, the Group's principal exposure to foreign currency risk comprises investments priced in other currencies, principally US Dollars and Euros. The Investment Manager monitors the Group's exposure to foreign currencies and reports to the Board on a regular basis. The Investment Manager measures the risk to the Group of the foreign currency exposure by considering the effect on the net asset value and income of a movement in the rates of exchange to which the Group's assets, liabilities, income and expenses are exposed.

At 31 March 2013 the currency profile of those financial assets and liabilities was:

	GBP	USD	NZD	EUR	Total
	£	£	£	£	£
Non current investments at fair value through profit or loss	50,047,109	8,095,682	4,957,768	3,628,142	66,728,701

Dividends and interest receivable	17,500	-	-	-	17,500

Cash and cash equivalents	3,807,879	6	-	-	3,807,885

Other receivables and prepayments	2,385	-	-	-	2,385

Other payables and accrued expenses	(634,114)	(32,933)	-	-	(667,047)

Total net foreign currency exposure	53,240,759	8,062,755	4,957,768	3,628,142	69,889,424

At 31 March 2012 the currency profile of those financial assets and liabilities was:

	GBP	USD	EUR	Total
	£	£	£	£
Non current investments at fair value through profit or loss	44,339,255	2,484,254	1,417,396	48,240,905

Amounts due from brokers	349,299	-	-	349,299

Dividends and interest receivable	116,889	62,039	4,418	183,346

Cash and cash equivalents	10,768,581	-	-	10,768,581

Amounts due to brokers	(28,080)	-	-	(28,080)

Other payables and accrued expenses	(451,327)	-	-	(451,327)

Total net foreign currency exposure	55,094,617	2,546,293	1,421,814	59,062,724

Sensitivity analysis is based on the Group's monetary foreign currency instruments held at each balance sheet date.

If Sterling had weakened against the US Dollar by 10%, this would have increased the net assets by £895,862 (2012: £282,921) and reduced the net loss by £895,862 (2012: £282,921).

If Sterling had strengthened against the US Dollar by 10%, this would have decreased the net assets by £732,978 (2012: £231,481) and increased the net loss by £732,978 (2012: £231,481).

If Sterling had weakened against the Euro by 10%, this would have increased the net assets by £403, 127 (2011: £157,979) and reduced the net loss by £403,127 (2012: £157,979).

If Sterling had strengthened against the Euro by 10%, this would have decreased the net assets by £329,832 (2012: £129,256) and increased the net loss by £329,831 (2011: £129,256).

If Sterling had weakened against the New Zealand Dollar by 10%, this would have increased the net assets by £550,863 (2012: £NIL) and reduced the net loss by £550,863 (2012: £NIL).

If Sterling had strengthened against the New Zealand Dollar by 10%, this would have decreased the net assets by £450,706 (2012: £NIL) and increased the net loss by £450,706 (2012: £NIL).

Interest rate risk

Interest rate movements may affect:

· the fair value of the investments in fixed rate securities (including unquoted preferred shares);

· the level of income receivable on cash deposits;

· the interest payable on the Group's variable rate borrowings if any.

The possible effects on fair value and cash flows that could arise as a result of changes in interest rates are

taken into account when making investment decisions and borrowings under the loan facility. The Board reviews on a regular basis the values of the unquoted loans and preferred shares to companies in which private equity investment is made. Interest rate risk is not significant to the Group as it has no significant fixed income investments or borrowings.

Other price risk

Other price risks (i.e. changes in market prices other than those arising from currency risk or interest rate risk) may affect the value of investments.

The Group's exposure to price risk comprises mainly of movements in the value of the Group's investments. As at the year-end, the spread of the Group's investment portfolio is analysed in this report.

The Board of Directors manages the market price risks inherent in the investment portfolios by ensuring

full and timely access to relevant investment information from the Investment Manager. The Board meets

regularly and at each meeting reviews investment performance. The Board monitors the Investment

Manager's compliance with the Group's objectives and is directly responsible for investment strategy and

asset allocation.

The Group's exposure to other changes in market prices at 31 March 2013 on its investments was as

follows:

	2013	2012
	£	£
Financial assets at fair value through profit or loss
- Non current investments at fair value through profit or loss	66,728,701	48,240,905

The following table illustrates the sensitivity of the profit and net assets to an increase or decrease of 10% in the fair values of the Group's investments. This level of change is considered to be reasonably possible based on observation of current market conditions. The sensitivity analysis is based on the Group's investments at each balance sheet date, with all other variables held constant.

	2013		2012
	Increase in fair value	Decrease in fair value	Increase in fair value	Decrease in fair value
	£	£	£	£
Income statement
Profit / (loss) for the year	6,672,870	(6,672,870)	4,824,090	(4,824,090)

Net assets	6,672,870	(6,672,870)	4,824,090	(4,824,090)

(ii) Liquidity risk

This is the risk that the Group will encounter difficulty in meeting obligations associated with financial liabilities.

The Group is faced with liquidity risk as the Group invests in unlisted equities and other investments that may not be readily realisable.

In accordance with the Group's policy, the Investment Manager monitors the Company's liquidity risk, and the Board of Directors reviews it.

The table below shows the split of investments with maturity dates of less than a year and investments with no maturity date.

	2013	2012
	£	£
No maturity date-Listed	54,921,182	36,590,222
No maturity date-Unlisted	11,807,519	11,650,683
	66,728,701	48,240,905

The Group's financial liabilities are due to mature within one year from the balance sheet date.

(iii) Credit risk

The Group does not have any significant exposure to credit risk arising from any one individual party. Credit risk is spread across a number of counterparties, each having an immaterial effect on the Group's cash flows, should a default happen. The Group's maximum credit risk exposure at the consolidated statement of financial position date is represented by the respective carrying amounts of the financial assets in the Consolidated Statement of Financial Position.

There is a risk that the custodians and banks used by the Group to hold assets and cash balances could fail and that the Group's assets may not be returned. Associated with this is the additional risk of fraud or theft by employees of those third parties. The Board manages this risk through the Investment Manager monitoring the financial position of those custodians and banks used by the Company.

BNP Paribas Securities Services S.C.A., Guernsey Branch, as Custodian, is a branch of BNP Paribas Securities Services S.C.A., whose credit ratings are A+ with Standard & Poor's, A2 with Moody's and A+ with Fitch's.. On 31st May 2013 BNP Paribas Fund Services (Guernsey) Limited merged into BNP Paribas Securities Services S.C.A., Guernsey Branch. Therefore BNP Paribas Securities Services S.C.A., Guernsey Branch will be the Administrator and Custodian.

(iv) Operational risk

Operational risk is the risk of direct or indirect loss arising from a wide variety of causes associated with the processes, technology and infrastructure supporting the Company's activities with financial instruments either internally within the Company or externally at the Company's service providers, and from external factors other than credit, market and liquidity risks such as those arising from legal and regulatory requirements and generally accepted standards of investment management behaviour.

The Company's objective is to manage operational risk so as to balance limiting of financial losses and damage to its reputation with achieving its investment objective.

Fair value of financial assets and financial liabilities

The fair value for each class of financial assets and liabilities, compared with the corresponding amount in the Consolidated Statement of Financial Position were as follows:

	2013		2012
	Fair value	Carrying amount	Fair value	Carrying amount
	£	£	£	£
Financial assets at fair value through profit or loss
- Non current assets	66,728,701	66,728,701	48,240,905	48,240,905

- Cash and cash equivalents	3,807,885	3,807,885	10,768,581	10,768,581

- Amounts due from brokers	-	-	349,299	349,299

- Dividends and interest receivable	17,500	17,500	183,346	183,346

- Other receivables and prepayments	2,385	2,385	-	-

- Amounts due to brokers	-	-	(28,080)	(28,080)

- Other payables and accrued expenses	(667,047)	(667,047)	(451,327)	(451,327)

Fair values are derived as follows:

- Where assets and liabilities are denominated in a foreign currency, they are converted into
Sterling using year-end rates of exchange.

- Financial assets (at fair value through profit and loss and held for trading) - as set out in the accounting policies.

- Financial liabilities - as set out in the accounting policies.

- Cash and cash equivalents - at face value of the account.

Capital management policies and procedures

The Group's capital management objectives are:

- to ensure that the Group will be able to continue as a going concern, and

- to maximise the income and capital return to its equity shareholders through an appropriate balance of equity capital and long-term debt. The policy is that gearing should not exceed 20% of net assets.

The Group's capital at 31 March comprises:

	2013	2012
	£	£
Long-term Debt	-	-

Equity
Equity share capital	52,103,367	52,428,194
Retained earnings and other reserves	17,786,057	6,634,530
	69,889,424	59,062,724
Long-term Debt as a % of net assets	-	-

The Board, with the assistance of the Investment Manager monitors and reviews the broad structure of the Company's capital on an ongoing basis. This review includes:

- the planned level of gearing, which takes account of the Investment Manager's views on the market;

- the need to buy back equity shares for cancellation, which takes account of the difference between the net asset value per share and the share price (i.e. the level of share price discount or premium);

- the need for new issues of equity shares; and

- the extent to which revenue in excess of that which is required to be distributed should be retained.

The Group's objectives, policies and processes for managing capital are unchanged from the preceding accounting period and there are no imposed capital requirements. The Company's information and analysis is not materially different to the Group.

19. Fair Value hierarchy

Where an asset or liability's value is determined based on inputs from different levels of the hierarchy, the level in the fair value hierarchy assumed for the valuation assessment is the lowest level input significant to the fair value measurement in its entirety.

Investments whose values are based on quoted market prices in active markets, and therefore classified within level 1, include active listed equities. The Group does not adjust the quoted price for these instruments.

Financial instruments that trade in markets that are not considered to be active but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within level 2. As level 2 investments include positions that are not traded in active markets and/or are subject to transfer restrictions, valuations may be adjusted to reflect illiquidity and/or non-transferability, which are generally based on available market information.

Investments classified within level 3 have significant unobservable inputs. Level 3 instruments include private equity and corporate debt securities. As observable prices are not available for these securities, the Group has used valuation techniques to derive the fair value. In respect of unquoted instruments, or where the market for a financial instrument is not active, fair value is established by using recognised valuation methodologies, in accordance with International Private Equity and Venture Board ("IPEVB") Valuation Guidelines. New investments are initially carried at cost, for a limited period, being the price of the most recent investment in the investee company. In accordance with IPEVB Guidelines changes and events since the acquisition date are monitored to assess the impact on the fair value of the investment and the valuation derived from cost is adjusted if necessary. Fair value is the amount for which an asset could be exchanged between knowledgeable, willing parties in an arm's length transaction.

The table below analyses financial instruments measured at fair value at the end of the reporting period by the level in the fair value hierarchy into which the fair value measurement is categorised.

31 March 2013	Level 1	Level 2	Level 3	Total
	£	£	£	£
Financial assets at fair value
through profit or loss
Equity securities	54,377,182	-	11,807,519	66,184,701
Debt securities	544,000	-	-	544,000
	54,921,182	-	11,807,519	66,728,701

31 March 2012	Level 1	Level 2	Level 3	Total
	£	£	£	£
Financial assets at fair value
through profit or loss
Equity securities	38,338,222	-	9,550,683	47,888,905
Debt securities	352,000	-	-	352,000
	38,690,222	-	9,550,683	48,240,905

The following table summarises the changes in fair value of the Group's Level 3 investments for the year ended 31 March 2012.

	2013	2012
	£	£
Balance at 1 April 2012	9,550,683	9,518,017
Net realised loss on investments	(149,541)	-
Unrealised gain/(loss) on investments	3,130,097	(53,967)
Purchase of investments	1,200,000	1,409,246
Sale of investments	(1,923,720)	(1,322,613)
Level 3 transfers out	-	-
Balance at 31 March 2013	11,807,519	9,550,683

Change in unrealised gain/(loss) on investments included in Statement of Comprehensive Income for Level 3 investments held	3,130,099	129,349

Level 3 transfers in refers to the changes in circumstances and valuation approach in respect of investments that were previously classified as level 2. Investments held within Level 3 were valued using a number of different valuation methods, including indicative offers received from interested third parties during a formal bidding process. The Directors, with the assistance of the Investment Manager, have selected the price that, in their opinion, best approximates fair value for those investments at the year end.

20. Related Parties

The Investment Manager is considered to be a related party. The fees paid are included in the Consolidated Statement of Comprehensive Income.

At 31 March 2013 £240,821 (2012 - £157,334) included in other accruals and payables was payable to the Investment Manager.

The Directors are also considered to be related parties and their fees are disclosed in the Consolidated

Statement of Comprehensive Income.

At 31 March 2013, £37,295 (2012 - £41,970) included in other accruals and payables was payable to the Directors.

Christopher Mills is a Director and shareholder of Oryx International Growth Fund Limited. He is also the Chief Executive and a Member of Harwood Capital LLP (formerly North Atlantic Value LLP), the Company's Investment Manager.

21. Post Balance Sheet Events

There were no Post Balance Sheet Events up to date of signing of the financial statements.

Enquiries:

BNP Paribas Securities Services S.C.A., Guernsey Branch 01481 750850

Company Secretary

Sara Bourne

Winterflood Securities Limited 020 3100 0295

Jane Lewis

This information is provided by RNS

The company news service from the London Stock Exchange

END

FR KMGMNDVRGFZM

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INVESTMENT OBJECTIVE

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

for the year ended 31 March 2013, expressed in £ Sterling

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

as at 31 March 2013, expressed in £ Sterling

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

for the year ended 31 March 2013, expressed in £ Sterling

The accompanying notes form an integral part of these financial statements. CONSOLIDATED STATEMENT OF CASH FLOWS

for the year ended 31 March 2013, expressed in £ Sterling

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The accompanying notes form an integral part of these financial statements.

CONSOLIDATED STATEMENT OF CASH FLOWS