Result of AGM and Companies H

RNS Number : 6105Z

Rurelec PLC

22 July 2008

 



22nd July 2008

AIM:RUR

Rurelec PLC

('Rurelec' or 'the Company')

Result of AGM and Companies House filing

The Board of Rurelec is pleased to announce that all the resolutions put to shareholders at the Company's Annual General Meeting held in London today were duly passed.

The Company today filed unaudited Interim Accounts at Companies House in advance of approving the dividend, in compliance with section 838 of the Companies Act 2006 (the 'Act'). The unaudited Interim Accounts for the period ending 17th July 2008, which are reproduced in the annexe to this announcement, relate only to Rurelec PLC as an entity and are not consolidated accounts. The requirement to demonstrate that the Company has sufficient reserves to make the dividend payment is set out in sections 836 and 838 of the Act.

The Group's consolidated results for the half-year to 30 June 2008, pursuant to rule 18 of the AIM rules, will be released in due course and no later than 30 September 2008.

For further information please contact:

Rurelec PLC	Tel. [phone]
Peter Earl, Managing Director
Daniel Stewart & Company	Tel: [phone]
Paul Shackleton/ Stewart Dick
Parkgreen Communications	Tel: [phone]
Sue Scott/Ana Ribeiro

RURELEC PLC
PROFIT AND LOSS ACCOUNT (unaudited)
FOR THE PERIOD ENDED 17 JULY 2008
			Period		Year
			ended		ended
			17 July		31 Dec.
			2008		2007
	Notes		£		£
Revenue			1,250,000		-
Cost of sales			(673,000)		-
			───────		───────
Gross profit			577,000		-
Administrative expenses			(496,808)		(891,970)
			───────		───────
Operating profit / (loss)			80,192		(891,970)
Investment income	2		1,818,646		1,737,721
Finance income	2		38,994		61,203
Finance expense	3		(111,604)		(1,961)
			───────		───────
Profit before taxation			1,826,228		904,993
Tax expense	4		(233,072)		(217,215)
			───────		───────
Profit for the period / year	11		1,593,156		687,778
			═══════		═══════
The profit and loss account has been prepared on the basis that all operations are continuing operations.
There are no recognised gains and losses other than those passing through the profit and loss account.

RURELEC PLC
BALANCE SHEET (unaudited)
AS AT 17 JULY 2008
					2008	31 December 2007
			Notes	£	£	£	£
Non-current assets
Investments			6		17,437,929		3,776,692
Trade and other receivables			7		27,760,814		22,142,924
					───────		───────
					45,198,743		25,919,616
Current assets
Trade and other receivables			8	1,498,193		36,704
Cash and cash equivalents				3,924,907		1,517,824
				───────		───────
				5,423,100		1,554,528
Creditors: amounts falling due within one year			9	(14,818,603)		(1,289,060)
				───────		───────
Net current (liabilities) / assets					(9,395,503)		265,468
					───────		───────
Total assets less current liabilities					35,803,240		26,185,084
					═══════		═══════
Capital and reserves
Share capital			10		1,715,776		1,465,776
Share premium account			11		31,757,739		23,982,739
Retained earnings			11		2,329,725		736,569
					───────		───────
Shareholders' funds			12		35,803,240		26,185,084
					═══════		═══════
Approved by the Board and authorised for issue on 17 July 2008 and signed by:
E R Shaw				F G Fisher III
Director				Director

RURELEC PLC
CASH FLOW STATEMENT (unaudited)
FOR THE PERIOD ENDED 17 JULY 2008
				Period		Year
				ended		ended
				17 July		31 Dec.
				2008		2007
	Notes		£	£	£	£
Cash flows from operating activities
Cash used in operations	13			(1,137,317)		(846,014)
Interest received				38,851		61,203
Interest paid				(111,461)		(1,961)
Tax paid				(5,740)		-
				───────		───────
Net cash used in operations				(1,215,667)		(786,772)
Cash flows from investing activities
Dividend received (net of tax)		1,591,314			1,520,506
(Loans to) / repayment by subsidiaries and joint venture company		(2,462,482)			368,256
Purchase of balance of 50% of PEL	6	(13,661,237)			-
		───────			───────
Net cash (used in) / generated from investing activities				(14,532,405)		1,888,762
				───────		───────
Net cash (outflow) / inflow before financing activities				(15,748,072)		1,101,990
Cash flows from financing activities
Issue of shares (net of costs)		8,025,000			2,779,675
Loan drawdowns / (repayments)		2,616,459			(817,293)
Vendor loan / deferred consideration	6	7,513,696			-
Equity dividend paid		-			(1,612,997)
		───────			───────
Net cash generated from financing activities				18,155,155		349,385
				───────		───────
Increase in cash in the period				2,407,083		1,451,375
Cash and cash equivalents at start of period / year				1,517,824		66,449
				───────		───────
Cash and cash equivalents at end of period / year				3,924,907		1,517,824
				═══════		═══════

RURELEC PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 17 JULY 2008
1		Basis of preparation
1.1		These unaudited Interim Accounts have been prepared for the purposes of Section 838 of the Companies Act 2006.
1.2		These unaudited Interim Accounts do not constitute Statutory Accounts within the meaning of Section 447 of the Companies Act 2006. Statutory Accounts for the year ended 31 December 2007 have been filed with the Registrar of Companies. The auditors have made a report on those Statutory Accounts under Section 235 of the Companies Act 1985. The auditors' reports were unqualified and did not contain a statement under Section 237(2) of the Companies Act 1985.
1.3		The accounting policies which have been applied are consistent with the accounting policies set out in the Rurelec PLC consolidated financial statements for the year ended 31 December 2007.
2	Investment and finance income										2008		2007
											£		£
	Income from shares in group undertakings										1,818,646		1,737,721
	Bank interest										38,994		61,203
											───────		───────
											1,857,640		1,798,924
											═══════		═══════
3	Finance expense										2008		2007
											£		£
	On loans wholly repayable within five years										111,461		-
	Other interest										143		1,961
											───────		───────
											111,604		1,961
											═══════		═══════
4	Tax expense										2008		2007
											£		£
	U.K. corporation tax										5,740		-
	Bolivian withholding tax on dividend received										227,332		217,215
											───────		───────
											233,072		217,215
											═══════		═══════
5	Dividends										2008		2007
											£		£
	Final dividend for the year ended 31 December 2006 paid in June 2007										-		1,612,997
											═══════		═══════

6	Investments
												2008			2007
												£			£
	Investments in subsidiary companies											17,437,929			292,112
	Investments in joint venture company											-			3,484,580
												───────			───────
												17,437,929			3,776,692
												═══════			═══════
	The Company holds the following investments: i) 100% of the issued share capital of Energia para Sistemas Aislados S.A., a company registered in Bolivia under registration number 107752.  ii) 100% of the issued share capital of Bolivia Integrated Energy Limited (BIE), a company registered in the British Virgin Islands under registration number 510247. BIE owns, through an intermediary holding company, 50.00125% of the issued share capital of Empresa Electrica Guaracachi S.A., a company registered in Bolivia. iii) 100% of the issued share capital of Patagonia Energy Limited (PEL), a company registered in the British Virgin Islands under registration number 620522. PEL, together with a wholly owned intermediary company, owns 100% of the issued share capital of Energia del Sur S.A., a company registered in Argentina. At 31 December 2007, the company owned 50% of PEL. The remaining 50% was acquired by the company on 25 June 2008 at a cost of $25m of which $12m was paid on completion, with a further payment of $3m due three months after completion and the final $10m due one year after completion.
7	Trade and other receivables (non-current)
										2008			2007
										£			£
	Amounts owed by subsidiary companies									27,760,814			21,696,696
	Amounts owed by joint venture company									-			446,228
										───────			───────
										27,760,814			22,142,924
										═══════			═══════
	The amounts owed by subsidiary companies are unsecured and receivable on demand but are not expected to be fully received within the next twelve months.

8	Trade and other receivables (current)					2008	2007
						£	£
	Trade receivables					1,468,750	-
	Other receivables					4,235	7,531
	Prepayments					25,208	29,173
						───────	───────
						1,498,193	36,704
						═══════	═══════
9	Creditors: amounts falling due within one year					2008	2007
						£	£
	Trade payables					128,878	117,468
	Taxes and social security costs					226,531	9,116
	Borrowings					14,411,193	1,112,145
	Accruals and deferred income					52,001	50,331
						───────	───────
						14,818,603	1,289,060
						═══════	═══════
	Borrowings comprise short term loans repayable within 12 months. Included within borrowings is an amount of £10,669,103 payable in respect of the company's acquisition of the remaining 50% of Patagonia Energy Limited (PEL), of which £7,513,696 relates to deferred consideration (see note 6) and £3,155,407 relates to loans to PEL acquired from the vendor.
10	Share capital					2008	2007
						£	£
	Authorised
	120,000,000 Ordinary shares of 2p each					2,400,000	2,400,000
						═══════	═══════
	Allotted, called up and fully paid
	85,788,775 Ordinary shares of 2p each					1,715,776	1,465,776
						═══════	═══════
	The company issued 12,500,000 ordinary 2p shares at 65p per share on 25 June 2008. The excess over the par value has been credited to the share premium account.

11	Statement of movements on reserves
										Share premium account			Retained earnings
										£			£
	Balance at 1 January 2008									23,982,739			736,569
	Profit for the period									-			1,593,156
	Premium on shares issued during the period									7,775,000			-
										───────			───────
	Balance at 17 July 2008									31,757,739			2,329,725
										═══════			═══════
12	Reconciliation of movements in shareholders' funds										2008			2007
											£			£
	Profit for the period / year										1,593,156			687,778
	Equity dividend paid										-			(1,612,997)
											───────			───────
											1,593,156			(925,219)
	Proceeds from issue of shares										8,025,000			2,779,675
											───────			───────
	Net addition to shareholders' funds										9,618,156			1,854,456
	Opening shareholders' funds										26,185,084			24,330,628
											───────			───────
	Closing shareholders' funds										35,803,240			26,185,084
											═══════			═══════
13	Net cash flow from operating activities											2008			2007
												£			£
	Result for the period / year before tax											1,826,228			904,993
	Net finance costs											72,610			(59,242)
	Adjustments for:
	- Dividend received (net of tax)											(1,591,314)			(1,520,506)
	- Tax withheld on dividend											(227,332)			(217,215)
	Movement in working capital:
	- Change in trade and other receivables											(1,461,489)			34,155
	- Change in trade and other payables											243,980			11,801
												───────			───────
	Cash used in operations											(1,137,317)			(846,014)
												═══════			═══════

 

END

 

 

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