Annual Financial Report

RNS Number : 5805S
Troy Income & Growth Trust Plc
22 November 2011
 



 

TROY INCOME & GROWTH TRUST PLC

ANNUAL FINANCIAL REPORT FOR THE YEAR ENDED 30 SEPTEMBER 2011

 

1. CHAIRMAN'S STATEMENT

I am pleased to report that the Company has made steady progress on a number of fronts, despite the challenging economic background and volatile market conditions. Over the twelve months to 30 September 2011 the NAV total return was + 7.9%.  The share price total return was +7.8%, reflecting the success of the discount control mechanism, which has been in place since January 2010.  Over the same period the FTSE All-Share Index total return was -4.4%.  The dividends paid in relation to the year to 30 September 2011 totalling 1.9175p per share represent a 6.5% increase on the previous year. The distinctive Troy investment approach has served shareholders well in difficult market conditions and has delivered positive absolute returns, while exposing the portfolio to lower than average volatility.

A cautious approach to gearing has also helped to reduce volatility and although the Company has an overdraft facility in place this will only be drawn down when equity valuations present a compelling opportunity to use leverage. As yet the Manager has not sought to use gearing but this position is reviewed regularly by the Board. At present the level of market volatility is too great.

 

Economic Background

The past year has seen a considerable contrast between the macro economic background and the experiences of individual companies, particularly those in the more defensive sectors which make up the bulk of the Company's portfolio. The problems of the global financial system, and those countries most weakened in their attempts to shore it up, have grown considerably. The Eurozone in particular has teetered on the brink of crisis as the enormous deficits of Southern Europe threaten to cause the single currency to implode unless Germany agrees to underwrite the vast losses embedded in the system. In contrast many large companies have strong balance sheets and continue to grow revenues, earnings and dividends thanks to exposure to emerging growth markets.  These companies have proved to be more insulated from the macro concerns than the market as a whole.

 

Performance & Discount Control

Against this background of the Company's NAV total return for the year being +7.9% and the FTSE All-Share Index total return -4.4%, the FTSE 350 Higher Yield Index produced a total return of +2.1%. This shows that this was a period which favoured stocks with above average yields.

It is encouraging that the NAV and share price returns were nearly identical at + 7.9% and +7.8% respectively, indicating that discount volatility was minimal.

Prior to March 2011 the Company was repurchasing many more shares than it was issuing in order to ensure the continued elimination of the discount.  At that date the number of shares in issue had fallen from 121 million to 110 million. I am pleased to say that market demand has led to the reissue of all the shares held in treasury (which peaked at 12.7 million) and then subsequently the issue of 4.5 million new shares in the period to 30 September 2011, so the issued share capital of the Company is now greater than it was when the process began. Shareholders have therefore seen the elimination of the discount and a more liquid market in the Company's shares than considerably larger trusts can offer.

 

Future

The Board remains of the view that the Troy Income & Growth Trust is an attractive long term savings vehicle. The total expense ratio of 1.3% will reduce as the company grows organically and if suitable opportunities arise, by acquisition. The market would appear to have recognised the Company's clear commitment to its discount control policy and the Company is attracting new investors as a result.

 

Dividends

One of the Board's objectives is to deliver on a progressive dividend policy.

The fourth interim dividend of 0.5p per share, brought the total dividends for the year to 30 September 2011 to 1.9175p per share, an increase of 6.5% on the total dividends paid for the year to 30 September 2010. The revenue reserve of just under £2m after the fourth quarterly dividend represents approximately 78% of the cost of the annual dividends and should provide comfort to investors. It is the Board's intention, barring unforeseen circumstances, that they will at least maintain the quarterly dividend rate of 0.5p per share for the full year to 30 September 2012.

 

Conclusion

This has been an encouraging year for investment performance in very difficult market conditions. Increasingly the benefit of reducing the volatility of the share price through our discount control policy is well understood and appreciated. Although the market is likely to remain volatile and the economic environment difficult, our emphasis on low volatility and consistent absolute returns should continue to serve investors well in the future. Unlike many other asset classes, we believe high quality equities still offer a reasonable level of income without exposure to serious overvaluation, whilst income growth also offers some protection from inflation. 

We believe that this formula provides a sound basis for successful long term investment.

 

R G Hanna

Chairman

22 November 2011

 

2. MANAGER'S REVIEW

Background

The Company has delivered a strong positive return over the year.  This contrasts markedly with a -4.4% total return from the FTSE All-Share.  However, the weakness of the market return has not entirely surprised us. We believe at Troy that high long term returns from assets can only be expected from a strong starting point and 12 months ago the investment climate was far from ideal.  The outlook paragraph of the 2010 Manager's report, written at that time, cites several causes for concern.  Chief amongst these was the Eurozone and the unfolding Greek sovereign crisis.  Despite a plethora of meetings and summits the intervening 12 months have delivered little progress.  The eventual expansion of the European Financial Stability Fund to an increasingly inadequate level of €440bn has just been ratified by the final member state. Spain and Italy have both been added to the list of countries who have seen their sovereign debt downgraded by the ratings agencies while the Greeks have failed to deliver on their austerity commitments and the market continues to be racked by intermittent fears of new crises in the banking sector.

 

The possibility of further rounds of quantitative easing also weighed heavily on our minds at that time.   A $600bn second round of extraordinary monetary easing was announced in November 2010 and was met with much less enthusiasm by the market than the initial tranche. Doubts over the efficacy of this policy have only increased nervousness.  Lastly, we also expressed concerns regarding inflation and GDP growth. A combination of loose monetary policy, an increase in the level of VAT and a series of external price shocks has driven inflationary measures to above 5.2%, a level not seen since 2008.  The latest quarterly UK growth figure was a paltry 0.1%.  This is alarmingly low when the level of monetary stimulus that has been implemented is considered.

 

What we could not have anticipated was the tragic earthquake and tsunami that struck Japan in March of this year.  In addition to the huge human cost, markets fell hard and it is evident that there has been a sizable negative impact on global GDP.

 

Performance

Despite the poor equity market return your Company delivered a share price total return of +7.8% and a Net Asset Value (NAV) total return of +7.9% over the year, a 12.3% NAV total return outperformance of the FTSE All-Share total return of -4.4%.  This performance has also been delivered with significantly lower volatility than that of the broader market.  The discrepancy between the NAV return and the price return is minimal at 0.1% and this is testament to the robust nature of the discount control mechanism.

 

Discount Control Mechanism

The additional liquidity created by the implementation of the mechanism has allowed investors, both buyers and sellers, to benefit from a much higher level of liquidity than would have been experienced had the mechanism not been implemented. What is more, buybacks were all conducted at a narrow discount to NAV, and shares issued were all at a small premium.  As a result this process delivered a 12 month net asset value enhancement of £114,000, in excess of three times the cost of implementing the mechanism. The Company remains committed to ensuring that shareholders can sell at or close to their net asset value at all times.

 

During the course of its reporting year the Company bought back slightly in excess of 5m shares and issued more than 15.1m shares from treasury.  All the shares held in treasury, including all those bought back during the initial period of closing the discount, have now been reissued to the market.  What is more, a further 4.5m new shares have been created using the authority granted at the AGM.  The Company is now growing.

 

Continued growth of the Company will place downwards pressure on the total expense ratio.  As such we are committed to the continued growth of the Company.

 

Troy Investment Approach

Troy Asset Management's mandate remains unaltered.   We continue to strive to generate consistent long term investment returns without exposing investors to undue levels of volatility.  One of the pillars of this investment philosophy is that, over the long term, the empirical evidence shows that the lion's share of the total return from the UK equity market has been delivered by dividends and dividend growth and not derived from the revaluation of equities.  As such, it comes as no surprise to us to see that an index of the UK's higher yielding stocks generated a positive return of +2.1% over the year compared to -4.4% for the broader index. The outperformance of the portfolio, even when compared to this higher yielding index, can be attributed to our additional focus on quality and valuation.

 

Portfolio Changes

The continued uncertainty faced by equity markets has meant that the portfolio retained its stance over the year.  Towards the end of 2010 a new holding in Dairy Crest, the milk distributor and branded dairy manufacturer, was purchased. Following a period of weakness the shares were yielding in excess of 5% and represented strong value on a number of measures.  Since the initial purchase the Dairy Crest Board has announced increases to both the interim and final dividends, combining to deliver 7% dividend growth.

 

In the spring the decision was made to sell the Company's holding of Lancashire Holdings, the Lloyds insurer.  The stock had returned in excess of 70% since the initial purchase but following a series of natural disasters, including the Christchurch earthquake, and with the US hurricane season approaching, the risks looked to have increased for this specialist catastrophe insurer.  Although no significant hurricane events have yet materialised, our sale of Lancashire Holdings illustrates the focus on reducing risk that has protected the Company from the excessive volatility of the market throughout the year.

 

At the same time we also made an initial purchase of Reckitt Benckiser, the healthcare and household goods company.  The stock had been significantly de-rated during the preceding months and was bought on a 3.8% yield with expectations that the dividend would continue to grow at a rate significantly in excess of inflation.  In July a 10% increase in the Reckitt Benckiser interim dividend was announced.

 

A holding in the 3i Infrastructure fund was started.  The Fund is expected to deliver a steadily growing dividend from a diversified base of infrastructure assets.  As further investment opportunities arise the infrastructure fund will become more fully invested and the potential for higher returns will increase.

 

Finally, new holdings were bought in Jardine Lloyd Thompson, the specialist insurance broker, and Inmarsat, a unique global satellite communications systems owner and operator.  Both companies occupy niches within their industry that allow them to make above average returns and both were trading on attractive valuations.  Our view on JLT's valuation has since been reinforced by an offer from Jardine Matheson to buy a further 10% of the outstanding shares at a price more than 20% above where the Company's holding was purchased.

 

Investment Outlook

It seems to us that the subtle hand of the market is being increasingly replaced by the clunking fist of government.  Extraordinary monetary policy, huge fiscal pressures and increased regulation are all driving extreme distortions in asset valuations and the mis-pricing of risk.  In these circumstances both uncertainty and volatility remain elevated and as such the Company remains defensively positioned to cope with this environment.  However, our August purchases of Inmarsat and Jardine Lloyd Thompson came following a 15% fall in the FTSE All-Share and were the result of a first brief glimpse of value being offered to investors.  If we see further evidence of more widespread value on offer then both cash, and potentially gearing, could be used to take advantage of this.

 

Troy Asset Management Limited

22 November 2011

 

Troy Asset Management is an independent fund management company aiming to generate absolute returns for investors over the long term. It manages approximately £2.9bn of assets including three open-ended investment funds: the Trojan Fund, the Trojan Income Fund and the Trojan Capital Fund; and two investment trusts: Troy Income & Growth Trust plc and Personal Assets Trust plc. Our investors include private individuals, charities, pension funds, trusts and endowments.

 


3. RESULTS & DIVIDENDS

 

Financial Highlights


2011

2010

Net asset value total return

+7.9%

+13.1%

Share price total return

+7.8%

+19.2%

Benchmark total return

-4.4%

+12.5%

Dividend per share

1.9175p

1.80p

Dividend yield*

3.9%

3.8%

FTSE All-Share Index yield

3.7%

3.2%

 

* Dividend per share/share price at 30 September

 

 

Performance (total return)


 

Year ended

From Change of Manager

26 months ended


30 September

30 September


2011

2011

Share price

+7.8%

+48.9%

Net asset value per share

+7.9%

+37.8%

FTSE All-Share Index

-4.4%

+21.3%

 

Dividends


 Rate per share

 xd date

 Record date

 Payment date

First interim dividend

0.4725p

5 January 2011

7 January 2011

28 January 2011

Second interim dividend

0.4725p

6 April 2011

8 April 2011

28 April 2011

Third interim dividend

0.4725p

6 July 2011

8 July 2011

29 July 2011

Fourth interim dividend

0.5000p

5 October 2011

7 October 2011

28 October 2011

2010/11

1.9175p









First interim dividend

0.45p

6 January 2010

8 January 2010

29 January 2010

Second interim dividend

0.45p

7 April 2010

9 April 2010

30 April 2010

Third interim dividend

0.45p

7 July 2010

9 July 2010

30 July 2010

Fourth interim dividend

0.45p

6 October 2010

8 October 2010

29 October 2010

2009/10

1.80p




 

                                           

Distribution of Assets and Liabilities



Valuation at




Valuation at


30 September



Appreciation/

30 September


2010

Purchases

Sales

(depreciation)

2011


£'000

%

£'000

£'000

£'000

£'000

%









Listed

investments








Ordinary shares

49,574

92.2

9,325

(6,186)

2,394

55,107

87.2

Convertibles

224

0.4

-

-

(7)

217

0.3

Other fixed interest

2,104

3.9

-

-

(182)

1,922

3.0


______

_____

________

_______

________

______

_____


51,902

96.5

9,325

(6,186)

2,205

57,246

90.5


______

_____

________

_______

________

______

_____

Current assets

2,122

3.9




6,247

9.9

Current liabilities

(217)

(0.4)




(266)

(0.4)


______

_____




______

_____

Net assets

53,807

100.0




63,227

100.0


______

_____




______

_____

Net asset value per share

48.06p





50.00p



______





______


 

 

4.  BUSINESS REVIEW

 

Activities

The Company is an investment trust. Its subsidiary undertaking, G.I.T. Securities Limited, did not trade during the year and was dissolved with effect from 29 September 2011.

Investment Objective and Policy

Following shareholder approval at an extraordinary general meeting held on 17 September 2009, the Company's investment objective is to provide shareholders with an attractive income yield and the prospect of income and capital growth through investing in a portfolio of predominantly UK equities.

 

Results and Dividends

The financial statements for the year ended 30 September 2011 appear below. Dividends declared in respect of the year amounted to 1.9175p per share (2010 - 1.8p). The fourth interim dividend of 0.5p per share announced on 29 September 2011 (2010 - 0.45p) will be accounted for in the financial year ending on 30 September 2012.

Share Capital

At the Annual General Meeting held on 21 January 2011, shareholders approved the renewal of the authority permitting the Company to make market purchases of its own Ordinary shares. This authority (which, unless renewed, will expire at the conclusion of the Company's forthcoming AGM) is limited to Ordinary shares with a maximum aggregate nominal value of £4,210,894 (being equal to approximately 14.99% of the Ordinary shares in issue as at 21 January 2011). It is proposed that this authority will be renewed at the Company's forthcoming AGM. During the year ended 30 September 2011 5,065,000 Ordinary shares with an aggregate nominal value of £1,266,250 were purchased and 15,059,335 Ordinary shares were re-issued. The issued share capital at 30 September 2011 consisted of 126,441,432 Ordinary shares of 25p each and there were no Ordinary shares held in treasury. As at the date of this report the issued share capital consisted of 128,641,432 Ordinary shares of 25p each and no Ordinary shares held in treasury. Each holder of Ordinary shares, excluding treasury shares, is entitled to one vote on a show of hands and, on a poll, to one vote for every Ordinary share held.

Principal Risks and Uncertainties and Risk Management

The principal risks facing the Company relate to the Company's investment activities and include market price risk (comprising interest rate risk, foreign currency risk and other price risk), liquidity risk and credit risk. Other risks faced by the Company include breach of regulatory rules which could lead to suspension of the Company's stock exchange listing, financial penalties, or a qualified audit report. Breach of Section 1159 of the Corporation Tax Act 2010 could lead to the Company being subject to tax on capital gains. An explanation of the principal risks and how they are managed is contained below and in note 17 to the financial statements.

Risk Management

The Directors are responsible for supervising the management of the Company, while the day-to-day management of the Company's assets has been delegated to the Manager. Troy is an independent fund management company aiming to generate absolute returns for investors over the longer term. Troy seeks to preserve and build investors' wealth by constructing conservative portfolios for the long term which demonstrate lower than average volatility.

 

Portfolio exposure is limited by the investment guidelines drawn up by the Board in conjunction with the Manager.

 

These, (which may only be varied with the permission of the Board), include:

-    Overseas investments not to exceed 15% of gross assets;

-    UK equity portfolio to comprise between 30 and 50 individual holdings;

-    No more than 6% of gross assets in any one FTSE 100 stock;

-    No more than 3% of gross assets in any one Mid 250 stock;

-    No more than 2% of gross assets in any one small cap stock;

-    No more than 20% of gross assets in any one FTSE Industry Sector.

Analysis of Portfolio

An analysis of the portfolio is given in the Manager's Review and the Distribution of Assets and Liabilities.

Manager

With effect from 1 August 2009, investment management services are provided to the Company by Troy Asset Management Limited and the fee is at an annual rate of 0.75% of the Company's net assets. The key terms of the investment management agreement (including details of the arrangements relating to the termination of the Manager's appointment) are set out in the section entitled "Investment Management Agreement" below.

 

Investment Management Agreement

Details of the fee charged by Troy in the financial year and how it is calculated are set out in note 3 to the financial statements. The Board believes the fee charged by Troy is competitive by comparison with other investment trusts with a similar investment mandate and is priced appropriately given the level of service provided by the Manager.

The contract between the Company and Troy may be terminated by either party on 6 months' notice. No compensation is payable to the Manager in the event of termination of the contract over and above payment in respect of the required minimum notice.

The contract is also terminable summarily by either party in the event of material breach by the other party; the occurrence of certain events suggesting the insolvency of the other party or relating to the winding up of the other party; the serious misconduct, negligence, wilful default, or fraud of the other party; or the Company being the subject of any reconstruction or amalgamation following a continuation vote having failed to be passed by the Company in general meeting and/or the Company being wound up, liquidated or dissolved. In addition, the Company is entitled to terminate the contract summarily (a) if Francis Brooke ceases to be a full-time executive of Troy, (b) if Troy ceases to have the appropriate FSA authorisation to manage the Company's assets, (c) if Troy or any of its employees or associates is involved in any conduct which is materially prejudicial to the interests of the Company, (d) if Troy undergoes a change of control (other than through a change of control whereby the existing management team of Sebastian Lyon, Francis Brooke and Simon de Zoete increases its aggregate holding in Troy to more than 50 per cent of the voting rights or through a change of control which does not involve a change of control of the Manager's ultimate holding company), (e) if the Company ceases to satisfy the conditions for approval as an investment trust by reason of the Manager's negligence or wilful default or (f) if an FSA audit or investigation gives rise to an adverse finding in relation to any significant aspect of the Manager's business which might be expected to have a materially adverse effect on the Company's business or reputation.

The Board considers the continuing appointment of the Manager to be in the best interests of the shareholders at this time. The Board believes Troy has the skills and experience appropriate to achieving the Company's investment objective.

Company Secretary

On 1 July 2010 Personal Assets Trust Administration Company Ltd ('PATAC') were appointed to provide Company Secretarial, accounting and administrative services, for an annual fee of £95,000 plus VAT payable quarterly in advance. The appointment is terminable on three months notice. These services were previously provided by Aberdeen Asset Managers Ltd for an annual fee of £100,000, plus VAT, chargeable monthly in advance.

Going Concern

The Directors believe that it is appropriate to continue to adopt the going concern basis in preparing the financial statements as the assets of the Company consist mainly of securities which are readily realisable and, accordingly, the Company has adequate financial resources to continue in operational existence for the foreseeable future. In reaching this view, the Directors reviewed the level of expenditure of the Company against the cash and asset liquidity within the portfolio.

Discount Policy

The Company's discount policy was introduced with effect from the conclusion of the AGM held on 14 January 2010. This policy is to ensure that the Ordinary shares trade at close to net asset value through a combination of share buy-backs and the issue of new Ordinary shares at a premium to net asset value where demand exceeds supply.

This discount control mechanism is operated by Troy for a fee (additional to its investment management fee) of £30,000 per annum (excluding VAT) and from 1 October 2010 this has been charged to the share premium account.

The Directors will continue to seek the renewal of the Company's authority to buy back Ordinary shares annually and at other times should this prove necessary. Any buy-back of Ordinary shares will be made subject to the Companies Act 2006 and within guidelines established from time to time by the Board and the making and timing of any buy-backs will be at the absolute discretion of the Board. The Directors will be authorised to cancel any Ordinary shares purchased under such authority or to hold them in treasury. Purchases of Ordinary shares will only be made through the market for cash at prices below the prevailing net asset value of the Ordinary shares (as last published). Such purchases will also only be made in accordance with the rules of the UK Listing Authority which provide that the price to be paid must not be less than the nominal value of an Ordinary share nor more than the higher of (a) 5% above the average of the middle market quotations for the Ordinary shares for the five business days before the purchase is made and (b) the higher of the price of the last independent trade and the highest current independent bid relating to an Ordinary share on the trading venue where the purchase is carried out.

It is the intention of the Directors that the share buy-back authority is used to purchase Ordinary shares if the middle market price for a Share is below the net asset value per Ordinary share most recently published by the Company (taking into account any rights to which the Ordinary shares are trading "ex"). However, nothing in this discount policy will require the Directors to take any steps that would require the Company to make a tender offer for its shares or to publish a prospectus. Notwithstanding this discount policy, there is no guarantee that the Ordinary shares will trade at close to the net asset value per Ordinary share. Shareholders should note that this discount policy could lead to a reduction in the size of the Company over time.

Share Premium Account and Special Capital Reserve

At an Extraordinary General Meeting of the Company held on 5 August 2010, the shareholders approved, subject to the consent of the Court of Session, the cancellation of the share premium account and the creation of a special capital reserve. The Court of Session in Scotland consent was received on 1 October 2010 and the cancellation of the share premium account and the creation of the special capital reserve has been reflected in the year to 30 September 2011. The special capital reserve may only be used for certain restricted purposes including the purchase of the Company's own shares.

By Order of the Board

Steven Cowie C.A.
Secretary

22 November 2011

 

5. STATEMENT OF DIRECTORS' RESPONSIBILITIES

 

The Directors are responsible for preparing the Report & Accounts, including the group and parent company financial statements, in accordance with applicable law and regulations. Company law requires the Directors to prepare group and parent company financial statements for each financial year. Under the law they are required to prepare the group financial statements in accordance with IFRSs as adopted by the EU and have elected to prepare the parent company financial statements on the same basis.

 

Under Company law, the Directors must not approve the group financial statements unless they are satisfied they present fairly the financial position, financial performance and cash flows of the group for that period.

 

In preparing each of the group and parent company financial statements, the Directors are required to:

-    select suitable accounting policies in accordance with IAS 8: Accounting Policies, Changes in Accounting Estimates and Errors and then apply them consistently;

-    present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

-    provide additional disclosures when compliance with the specific requirements in IFRSs is insufficient to enable users to understand the impact of particular transactions, other events and conditions on the group's financial position and performance;

-    make judgements and estimates that are reasonable and prudent; and

-    state whether they have been prepared in accordance with IFRSs as adopted by the EU subject to any material departures disclosed and explained in the Notes to the Financial Statements.

 

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group's transactions and disclose with reasonable accuracy at any time the financial position of the group and enable them to ensure that its financial statements comply with the Companies Act 2006 and Article 4 of IAS Regulation. They are also responsible for safeguarding the assets of the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Under applicable law and regulations, the Directors are also responsible for preparing a Directors' Report (including a business review), a Corporate Governance Statement and a Directors' Remuneration Report that comply with that law and those regulations.

The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Statement under Disclosure and Transparency Rules

Each of the Directors confirms that to the best of their knowledge:

-    the group financial statements, prepared in accordance with IFRSs, as adopted by the EU, give a true and fair view of the assets, liabilities, financial position and profit or loss of the group; and

-    the Directors' Report (incorporating the other sections of this document which are referred to in it) includes a fair review of the development and performance of the business and the position of the group, together with a description of the principal risks and uncertainties that the group faces.

For and on behalf of Troy Income & Growth Trust plc

I M Boyd

Chairman of the Audit Committee

22 November 2011

 

TROY INCOME & GROWTH TRUST PLC

GROUP STATEMENT OF COMPREHENSIVE INCOME

 



Year ended

30 September 2011

Year ended

30 September 2010



Revenue

Capital


Revenue

Capital



Note

return

return

Total

return

return

Total

Profits on investments held at fair value

10

-

2,200

2,200

-

4,765

4,765

Currency (losses)/gains


-

(4)

(4)

-

2

2

Revenue

2







Income from listed investments


2,766

-

2,766

2,650

-

2,650

Other income


2

-

2

-

-

-



______

_______

______

______

_______

______



2,768

2,196

4,964

2,650

4,767

7,417



______

_______

______

______

_______

______

Expenses








Investment management fees

3

(154)

(285)

(439)

(151)

(151)

(302)

VAT recoverable on investment management fees

3

19

19

38

-

-

-

Other administrative expenses

4

(373)

-

(373)

(357)

-

(357)

Finance costs of borrowing

5

(5)

(10)

(15)

(8)

(8)

(16)



______

_______

______

______

_______

______

Profit before taxation


2,255

1,920

4,175

2,134

4,608

6,742

Taxation

6

(35)

-

(35)

(30)

-

(30)



______

_______

______

______

_______

______

Profit for the year


2,220

1,920

4,140

2,104

4,608

6,712



______

_______

______

______

_______

______

Earnings per Ordinary share (pence)

9

1.95

1.68

3.63

1.80

3.94

5.74



______

_______

______

______

_______

______

 

The "Profit for the Year" is also the Groups' Total Comprehensive Income for the year as defined in IAS1 (revised).

The total column of this statement represents the Group's Statement of Comprehensive Income, prepared in accordance with IFRS, as adopted by the European Union. The supplementary revenue return and capital return columns are both prepared as explained in the accounting policies. All items in the above statement derive from continuing operations.

All income and losses are attributable to the equity holders of the parent company. There are no minority interests.

No operations were acquired or discontinued during the year.

The Directors are of the opinion that the Group is engaged in a single segment of business, being investment in predominantly UK equities.

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

 

 

TROY INCOME & GROWTH TRUST PLC

 

BALANCE SHEETS




Group

Company



As at

As at

As at

As at



30

September

30

September

30

September

30

September



2011

2010

2011

2010


Notes

£'000

£'000

£'000

£'000

Non-current assets






Ordinary shares


55,107

49,574

55,107

49,574

Convertibles


217

224

217

224

Other fixed interest


1,922

2,104

1,922

2,104



______

______

______

______

Investments held at fair value through profit or loss

10

57,246

51,902

57,246

51,902

Subsidiary

11

-

-

-

5



______

______

______

______



57,246

51,902

57,246

51,907



______

______

______

______

Current assets






Accrued income and prepayments


337

344

337

344

Cash and cash equivalents


5,910

1,778

5,910

1,778



______

______

______

______

Total current assets


6,247

2,122

6,247

2,122



______

______

______

______

Total assets


63,493

54,024

63,493

54,029

Current liabilities






Trade and other payables


(266)

(217)

(266)

(404)



______

______

______

______

Total current liabilities


(266)

(217)

(266)

(404)



______

______

______

______

Net assets


63,227

53,807

63,227

53,625



______

______

______

______

Issued capital and reserves attributable to equity holders of the parent

Called-up share capital

12

31,610

30,486

31,610

30,486

Share premium account

13

1,547

53,204

1,547

53,204

Special reserve

14

58,163

249

58,163

249

Capital reserve

15

(30,715)

(32,635)

(30,715)

(32,635)

Revenue reserve

16

2,622

2,503

2,622

2,321



______

______

______

______

Equity shareholders'   funds


63,227

53,807

63,227

53,625



______

______

______

______

Net asset value per

Ordinary share (pence)

9

50.00

48.06





______

______

______

______

 

 

 

 

TROY INCOME & GROWTH TRUST PLC

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

For year ended 30 September 2011









Share






Share

premium

Special

Capital

Revenue



capital

account

reserve

reserve

reserve

Total


£'000

£'000

£'000

£'000

£'000

£'000

Balance at 30 September 2010

30,486

 53,204

249

(32,635)

2,503

53,807

Total comprehensive income for the year

-

-

-

1,920

2,220

4,140

Equity dividends

-

-

-

-

(2,101)

(2,101)

Cancellation of share premium account

-

(53,204)

53,204

-

-

-

Release of costs of cancellation of share premium account

-

-

5

-

-

5

Shares issued from treasury

-

435

7,256

-

-

7,691

Shares bought back into treasury

-

-

(2,551)

-

-

(2,551)

New shares issued

1,124

1,112

-

-

-

2,236


______

______

______

______

______

______

Balance at 30 September 2011

31,610

1,547

58,163

(30,715)

2,622

63,227


______

______

______

______

______

______








For year ended 30 September 2010







Balance at 30 September 2009

30,486

 53,204

4,658

(37,243)

2,887

53,992

Total comprehensive income for the year

-

-

-

4,608

2,104

6,712

Equity dividends

-

-

-

-

(2,488)

(2,488)

Costs of cancellation of share premium account

-

-

(40)

-

-

(40)

Shares issued from treasury

-

-

213

-

-

213

Shares bought back into treasury

-

-

(4,582)

-

-

(4,582)


______

______

______

______

______

______

Balance at 30 September 2010

30,486

53,204

249

(32,635)

2,503

53,807


______

______

______

______

______

______


Company Statement of Changes in Equity 








For year ended 30 September 2011









Share






Share

premium

Special

Capital

Revenue



capital

account

reserve

reserve

reserve

Total


£'000

£'000

£'000

£'000

£'000

£'000

Balance at 30 September 2010

30,486

53,204

249

(32,635)

2,231

53,625

Total comprehensive income for the year

-

-

-

1,920

2,402

4,322

Equity dividends

-

-

-

-

(2,101)

(2,101)

Cancellation of share premium account

-

(53,204)

53,204

-

-

-

Release of costs of cancellation of share premium account

-

-

5

-

-

5

Shares issued from treasury

-

435

7,256

-

-

7,691

Shares bought back into treasury

-

-

(2,551)

-

-

(2,551)

New shares issued

1,124

1,112

-

-

-

2,236


______

______

______

______

______

______

Balance at 30 September 2011

31,610

1,547

58,163

(30,715)

2,622

63,227


______

______

______

______

______

______

For year ended 30 September 2010







Balance at 30 September 2009

30,486

53,204

4,658

(37,243)

2,705

53,810

Total comprehensive income for the year

-

-

-

4,608

2,104

6,712

Equity dividends

-

-

-

-

(2,488)

(2,488)

Costs of cancellation of share premium account

-

-

(40)

-

-

(40)

Shares issued from treasury

-

-

213

-

-

213

Shares bought back into treasury

-

-

(4,582)

-

-

(4,582)


______

______

______

______

______

______

Balance at 30 September 2010

30,486

53,204

249

(32,635)

2,321

53,625


______

______

______

______

______

______

 

TROY INCOME & GROWTH TRUST PLC

 

CONSOLIDATED AND COMPANY CASH FLOW STATEMENT

 


Year ended

Year ended


30 September 2011

30 September 2010


£'000

£'000

£'000

£'000

Cash flows from operating activities





Investment income received

2,778


2,548


Deposit interest received

2


-


Other cash receipts

38


538


Administrative expenses paid

(770)


(741)



________


________


Cash generated from operations (note 21 (a))


2,048


2,345

Finance costs paid


(15)


(16)

Taxation


(35)


(261)



________


________

Net cash inflows from operating activities


1,998


2,068






Cash flows from investing activities





Purchases of investments

(9,325)


(9,427)


Sales of investments

6,186


14,136



________


________


Net cash (outflow)/inflow from investing activities


(3,139)


4,709



________


________

Net cash (outflow)/inflow before financing


(1,141)


6,777

Financing activities





Proceeds of issue of shares

9,927


213


Cost of share buy backs

(2,551)


(4,582)


Dividends paid

(2,101)


(2,488)


Release of costs/ (costs) of cancellation of share premium account

5


(40)



________


________


Net cash inflow/(outflow) from financing activities


5,280


(6,897)



________


________

Net increase/(decrease) in cash and short term deposits (note 21(b))


4,139


(120)

Cash and cash equivalents at the start of the year


1,778


1,896

Effect of foreign exchange rate changes


(7)


2



________


________

Cash and cash equivalents at the end of the year


5,910


1,778



________


________

 

 

TROY INCOME & GROWTH TRUST PLC

YEAR ENDED 30 SEPTEMBER 2011

 

1.

Accounting Policies


(a)

Basis of accounting



The financial statements of the Group have been prepared in accordance with International Financial Reporting Standards ("IFRS") which comprise standards and interpretations approved by the International Accounting Standards Board ("IASB"), and International Accounting Standards and Standing Interpretations Committee interpretations approved by the International Accounting Standards Committee ("IASC") that remain in effect, and to the extent that they have been adopted by the European Union.



The financial statements are presented in Sterling which is regarded as the functional currency and all values are rounded to the nearest thousand pounds (£'000) except where otherwise indicated.



The principal accounting policies adopted are set out below. These policies have been applied consistently throughout the current and prior year apart from the allocation of certain expenses. During the year the Board reviewed the allocation of the investment management fee and finance costs which, until 30 September 2010, were allocated 50% to revenue and 50% to capital. It was felt that these expenses should now be allocated 35% to revenue and 65% to capital to reflect the Board's expectations of future returns.

 Where presentational guidance set out in the Statement of Recommended Practice ("SORP") 'Financial Statements of Investment Trust Companies and Venture Capital Trusts' (issued in January 2009) is consistent with the requirements of IFRS, the Directors have sought to prepare the financial statements on a basis compliant with the recommendations of the SORP.



In order better to reflect the activities of an investment trust company and in accordance with guidance issued by the AIC, supplementary information which analyses the Income Statement between items of a revenue and capital nature has been presented alongside the Income Statement. In accordance with the Company's status as a UK investment company under Section 833 of the Companies Act 2006, net capital returns may not be distributed by way of dividend. Additionally, the net revenue of the Company is the measure the Directors believe appropriate in assessing the Group's compliance with certain requirements set out in Section 1159 of the Corporation Tax Act 2010.



At the date of authorisation of these financial statements, the following Standards and Interpretations were in issue but not yet effective:



-

Amendment to IAS 1 - Presentation of Financial Statements - amendments resulting from the May 2010 annual improvements to IFRSs (effective for annual periods beginning on or after 1 January 2011).



-

Amendment to IAS 24 - Related Party Disclosures - revised definition of related parties (effective for annual periods beginning on or after 1 January 2011).



-

Amendment to IFRS 7 - Financial Instruments: Disclosures - amendments resulting from the May 2010 annual improvements to IFRSs (effective for annual periods beginning on or after 1 January 2011).



-

Amendment to IFRS 7 - Financial Instruments: Disclosures - amendments enhancing disclosures about transfers of financial assets (effective for annual periods beginning on or after July 2011).



-

IFRS 9 - Financial Instruments - Classification and Measurement (effective for annual periods beginning on or after 1 January 2013).



-

IFRS 12 - Disclosures of Interests in Other Entities (effective for annual periods beginning on or after 1 January 2013).



-

IFRS 13 - Fair Value Measurement (effective for annual periods beginning on or after 1 January 2013).



The Directors do not anticipate that the adoption of these Standards and Interpretations in future periods will materially impact the Group's financial results in the period of initial application. The Group intends to adopt the standards in the reporting period when they become effective.


(b)

Consolidation



The consolidated financial statements incorporate the financial statements of the Company and the entity controlled by the Company (its subsidiary) made up to 30 September each year. Control is achieved where the Company has the power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities. All intra-group transactions, balances, income and expenses are eliminated on consolidation. The Company has availed itself of the relief from showing an Income Statement for the parent company, granted under Section 408 of the Companies Act 2006.


(c) 

Investments - Securities held at Fair Value



Investments are recognised or derecognised on the trade date where a purchase or sale is under a contract whose terms require delivery within the timeframe established by the market concerned, and are initially measured at fair value.



As the Group's business is investing in financial assets with a view to profiting from their total return in the form of interest, dividends or increases in fair value, listed equities and fixed interest securities are designated as fair value through profit or loss on initial recognition. All investments designated upon initial recognition as held at fair value through profit or loss are measured at subsequent reporting dates at their fair value, which is the bid price as at close of business on the Balance Sheet date.



Gains and losses arising from the changes in fair value are included in net profit or loss for the period as a capital item. Expenses which are incidental to the acquisition and disposal of investments are treated as capital costs.



In respect of the Company, the subsidiary was valued at cost with any amounts owed to or from the subsidiary disclosed in the Balance Sheet.


(d)

Income



Dividend income from equity investments including preference shares which have a discretionary dividend is recognised when the shareholders' rights to receive payment has been established, normally the ex-dividend date.



Interest from debt securities is accounted for using the effective interest rate method. Any write off of the premium or discount on acquisition as a result of using this basis is allocated as a revenue item in the Income Statement. Interest from deposits is dealt with on an accrual basis.



Underwriting commission is taken to revenue, unless any shares underwritten are required to be taken up, in which case the proportionate commission received is deducted from the cost of the investment.


(e)

Expenses



All expenses are accounted for on an accruals basis. In respect of the analysis between revenue and capital items presented within the Income Statement, all expenses have been presented as revenue items except those where a connection with the maintenance or enhancement of the value of the investments held can be demonstrated. Accordingly the investment management fee and finance costs have been allocated 50% to revenue and 50% to capital to 30 September 2010. In order to reflect the Directors' expected long-term view of the nature of the investment returns of the Company, these have from 1 October 2010, been allocated 35% to revenue and 65% to capital.


(f)

Bank borrowings



Interest-bearing bank loans and overdrafts are initially recognised at cost, being the fair value of the consideration received, net of any issue expenses. Finance charges, including premiums payable on settlement or redemption and direct issue costs, are accounted for on an accruals basis in the Income Statement using the effective interest rate method.


(g)

Taxation



The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the Balance Sheet date.



The allocation method used to calculate tax relief on expenses presented against capital returns is the 'marginal basis'. Under this basis if taxable income is not capable of being offset entirely by expenses presented in revenue then unutilised expenses arising in capital will be set against income with an amount based on current tax rates charged against income and credited to capital.



Deferred tax is provided in full on temporary differences which result in an obligation at the Balance Sheet date to pay more tax, or a right to pay less tax, at a future date at rates expected to apply when they crystallise, based on current tax rates and law. Temporary differences arise from the inclusion of items of income and expenditure in taxation computations in periods different from those in which they are included in financial statements. Deferred tax assets are recognised to the extent that it is regarded as more likely than not that they will be recovered.


(h)

Foreign currency



Transactions denominated in foreign currencies are recorded at the actual exchange rate as at the date of the transaction. Assets and liabilities denominated in foreign currencies at the year end are reported at fair value by using the rate of exchange prevailing at the year end. The currencies to which the Company was exposed were Swiss Francs and US Dollars.



Any gain or loss arising from a movement in exchange rates subsequent to the date of the transaction is included as an exchange gain or loss in the capital reserve.


(i)

Cash and cash equivalents



Cash comprises cash in hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.


(j)

Use of estimates



The preparation of financial statements require the Group to make estimates and assumptions that affect items reported in the Balance Sheet and Group Statement of Comprehensive Income and the disclosure of contingent assets and liabilities at the date of the financial instruments. Although these estimates are based on the Directors' best knowledge of current facts, circumstances and, to some extent, future events and actions, the Group's actual results may ultimately differ from those estimates. There were no material accounting estimates in the current period.




2011

2010

2.

Income

£'000

£'000


Income from listed investments




UK dividend income

2,551

2,448


Interest income from investments and overseas interest

215

200


Underwriting Income

-

2



________

________



2,766

2,650



________

________


Other income from investment activity




Interest on recoverable VAT on management fees

2

-



________

________



2

-



________

________


Total income

2,768

2,650



________

________

 

3.

Investment management fees


On 31 July 2009, Troy Asset Management Limited ("Troy") became the Investment Manager. The investment management fee paid is at an annual rate of 0.75% of the Company's net assets, calculated monthly and paid quarterly. The fee until 30 September 2010 was allocated 50% to revenue and 50% to capital. From 1 October 2010 the fee is allocated 35% to revenue and 65% to capital.

 



2011

2010



Revenue

Capital


Revenue

Capital




return

return

Total

return

return

Total



£'000

£'000

£'000

£'000

£'000

£'000


Investment management fee

154

285

439

151

151

302



_______

______

______

_______

______

______


In the year ended 30 September 2011 the Company recognised a refund of £38,000 plus interest of £2,000, representing the proportion of VAT charged on investment management fees for the period to 30 September 2007 that was recoverable; and this has been allocated to revenue and capital in accordance with the accounting policy of the Company for the periods in which the VAT was charged. Interest on the refund was allocated to revenue.

 

 





2011

2010

4.

Administrative expenses

£'000

£'000


Directors' remuneration - fees as Directors

60

61

-

89

95

24



 22

 21

 9

 5

-

24

187

133



_______

_______



373

357



_______

_______


{a} Includes non-recurring expenses of £36,000 (2010 - £nil).


Following the appointment of Troy, the Company received secretarial services from Aberdeen Asset Managers Limited ("AAM"), which was charged at a rate of £100,000 per annum exclusive of VAT. On 1 July 2010 Personal Assets Trust Administration Company Ltd ('PATAC') were appointed to provide these services at £95,000 per annum exclusive of VAT.


The Company had no employees during the year (2010 - nil). No pension contributions were paid for Directors (2010 - £nil).

 











2010



Revenue

Capital


Revenue

Capital




return

return

Total

return

return

Total

5.

Finance costs and borrowings

£'000

£'000

£'000

£'000

£'000

£'000


Bank loans and overdrafts repayable within one year

5

10

15

8

8

16



______

_____

_____

_____

_____

_____


Interest on bank overdrafts is at floating rates related to the lenders' UK base rates.

 


.









2011

2010



Revenue

Capital


Revenue

Capital




return

return

Total

return

return

Total

6.

Taxation

£'000

£'000

£'000

£'000

£'000

£'000


Irrecoverable overseas tax

35

-

35

30

-

30



_______

______

______

_______

______

______


The following table is a reconciliation of the current taxation charge to the charges or credits which would arise if all ordinary activities were taxed at the standard UK effective corporation tax rate of 27% (2010 - 28%):



2011

2010



Revenue

Capital


Revenue

Capital




return

return

Total

return

return

Total



£'000

£'000

£'000

£'000

£'000

£'000


Profit on ordinary activities before taxation

2,255

1,920

4,175

2,134

4,608

6,742



_______

______

______

_______

______

______


Taxation of return on ordinary activities at the standard rate of corporation tax

609

518

1,127

598

1,290

1,888


Effects of:








UK dividend income not liable to further tax

(689)

-

(689)

(627)

-

(627)


Overseas dividend income not liable to further tax

(58)

-

(58)

(115)

-

(115)


Disallowed expenses

2

-

2

3

-

3


Capital (profits)/losses not taxable

-

(593)

(593)

-

(1,335)

(1,335)


Movement in unutilised management expenses

136

75

211

141

45

186


Overseas withholding tax suffered

35

-

35

30

-

30



_______

______

______

_______

______

______


Current taxation charge for the year

35

-

35

30

-

30



_______

______

______

_______

______

______


At 30 September 2011, the Group had surplus management expenses of £1,435,000 (2010 - £662,000) with a tax value of £373,000 (2010 - £185,000) to carry forward. No deferred tax has been recognised in the current or prior period because it is considered too uncertain that there will be suitable taxable profits from which the future reversal of the deferred tax asset could be deducted.



 

7.

Profit attributable to Ordinary shareholders of the Company


The revenue profit attributable to equity holders of the Group for the financial year includes £2,402,000 (2010 - £2,104,000) which has been dealt with in the Company's financial statements.



 







2011

2010

8.

Dividends on equity shares

£'000

£'000


Amounts recognised as distributions to equity shareholders in the year:




Fourth interim dividend for the year ended 30 September 2009 of 0.75p per share

-

911


Fourth interim dividend for the year ended 30 September 2010 of 0.45p per share

504

-


Three interim dividends for the year ended 30 September 2011 totalling 1.4175p (2010 - three interims totalling 1.35p) per share

1,597

1,577



________

________



2,101

2,488



________

________


The fourth interim dividend of 0.5p per share, declared on 29 September 2011 and paid on 28 October 2011, has not been included as a liability in these financial statements.




We also set out below the total dividend payable in respect of the financial year, which is the basis on which the requirements of Section 1159 of the Corporation Tax Act 2010 are considered.



2011

2010



£'000

£'000


Three interim dividends for the year ended 30 September 2011 totalling 1.4175p (2010 - 1.35p) per share

1,597

1,577


Fourth interim dividend for the year ended 30 September 2011 of 0.5p (2010 - 0.45p) per share

633

504



________

________



2,230

2,081



________

________







2011

2010

9.

Return and net asset value per share

£'000

£'000


The returns per share are based on the following figures:




Revenue return

2,220

2,104


Capital return

1,920

4,608



________

________


Total

4,140

6,712



________

________


Weighted average number of Ordinary shares

113,953,962

116,936,176



__________

__________


The net asset value per share is based on net assets attributable to shareholders of £63,227,000 (2010 - £53,807,000) and on 126,441,432 (2010 - 111,948,182) Ordinary shares in issue at the year end.

 


  

Group & Company



2011

2010

10.

Investments held at fair value through profit or loss

£'000

£'000


Listed on recognised stock exchanges:




United Kingdom

52,621

46,770


Overseas

4,625

5,132



________

________



57,246

51,902



________

________


  

Group & Company



2011

2010



£'000

£'000


Opening book cost

46,679

51,419


Opening fair value gains on investments held

5,223

427



________

________


Opening fair value

51,902

51,846


Purchases

9,325

9,427


Sales - proceeds

(6,186)

(14,136)


Sales - net gains/(losses) on sales

1,113

(31)


Movement in fair value during the year

1,092

4,796



________

________


Closing fair value

57,246

51,902



________

________


Closing book cost

50,931

46,679


Closing fair value gains on investments held

6,315

5,223



________

________


Closing fair value

57,246

51,902



________

________


All investments are categorised as held at fair value through profit or loss, and were designated as such upon initial recognition.


The total transaction costs on purchases was £50,000 (2010 - £51,000) and on sales £9,000 (2010 - £21,000).


  

Group & Company



2011

2010


Gains/(losses) on investments held at fair value

£'000

£'000


Net gains/(losses) on sales

1,113

(31)


Gains in investment holdings

1,092

4,796


Capital loss on dissolution of subsidiary

(5)

-



________

________



2,200

4,765



________

________

 







2011

2010

11.

Subsidiary

£'000

£'000


Shares at cost

-

5



________

________


The Company owned 100% of the Ordinary share capital of its sole subsidiary, G.I.T. Securities Limited, an investment dealing company registered in Scotland. This Company was dormant and was dissolved with effect from 29 September 2011.

 



Ordinary shares of 25p each

12.

Called-up share capital

Number

£'000


Authorised




At 30 September 2011 & 30 September 2010

200,000,000

50,000



__________

________


Allotted, called up and fully paid




At 30 September 2011

126,441,432

31,610


Held in treasury

-

-



__________

________



126,441,432

31,610



__________

________


Allotted, called up and fully paid




At 30 September 2010

111,948,182

27,987


Held in treasury

9,994,335

2,499



__________

________



121,942,517

30,486



__________

________


During the year to 30 September 2011 there were 5,065,000 Ordinary shares of 25p each repurchased by the Company at a total cost, (including transaction costs), of £2,551,300 and placed in treasury. During the year to 30 September 2010 there were 9,915,350 Ordinary shares of 25p each repurchased by the Company at a total cost, (including transaction costs), of £4,582,436 and placed in treasury. During the year to 30 September 2011 the Company re-issued 15,059,335 Ordinary shares of 25p each from treasury for proceeds totalling £7,691,000. During the year to 30 September 2010 the Company re-issued 450,000 Ordinary shares of 25p each from treasury for proceeds totalling £213,500.


During the year to 30 September 2011 there were 4,498,915 new Ordinary shares of 25p each issued by the Company for proceeds totalling £2,273,075. During the year ended 30 September 2010 no new shares were issued.

 


No shares were purchased for cancellation during the year (2010 - nil). At the year end no shares were held in treasury. At 30 September 2010, 9,994,335 shares were held in treasury, which represented 8.20% of the Company's total issued share capital at 30 September 2010.

From 1 October 2010 the costs of the operation of the discount control mechanism of £36,000 (including VAT) have been charged against the premium on shares issued.

 







2011

2010

13.

Share premium account

£'000

£'000


At 1 October

53,204

53,204


Cancellation of share premium

(53,204)

-


Premium on shares issued from treasury

435

-


Premium on issue of new shares

1,148

-


Discount control costs (note 12)

(36)

-



________

________


At 30 September

1,547

53,204



________

________


On 1 October 2010, following the special resolution passed at the Extraordinary General Meeting held on 5 August 2010, the Courts of Session in Scotland approved the cancellation of the Share Premium Account and the creation of a Special Capital Reserve from the balance of the Share Premium Account.


This Special Capital Reserve, together with the balance of the Special Reserve (note 14) will be used to fund market purchases by the Company of its own shares.

 



2011

2010

14.

Special reserve

£'000

£'000


At 1 October

249

4,658


Cancellation of share premium

53,204

-


Shares bought back during the year into treasury

(2,551)

(4,582)


Shares issued during the year from treasury

7,256

213


Release of costs / (costs) of cancellation of the Share Premium Account (note 13)

5

(40)



________

________


At 30 September

58,163

249



________

________


The purpose of this reserve is to fund market purchases by the Company of its own Ordinary shares.

.


  

Group & Company



2011

2010

15.

Capital reserve

£'000

£'000


At 1 October

(37,858)

(37,670)


Net gains/(losses) on sales of investments during the year

1,113

(31)


Finance costs of borrowings

(10)

(8)


Capital loss on dissolution of subsidiary

(5)

-


Investment management fee

(285)

(151)


VAT recoverable on investment management fees

19

-


Currency (losses)/gains

(7)

2



________

________


At 30 September

(37,033)

(37,858)



________

________






Investment holdings gains




At 30 September

5,223

427


Investment gains 

1,092

4,796


Unrealised currency gains

3

-



________

________



6,318

5,223



________

________


Total capital reserve

(30,715)

(32,635)



________

________



 









Group

Company

Group

Company



2011

2011

2010

2010

16.

Revenue reserve

£'000

£'000

£'000

£'000


At 1 October

2,503

2,321

2,887

2,705


Transfer to revenue account net of dividends

119

301

(384)

(384)



______

______

______

______


At 30 September

2,622

2,622

2,503

2,321



______

______

______

______

 

17.

Risk management, financial assets and liabilities


Risk management


With effect from 17 September 2009, the Company's objective changed to that of providing shareholders with an attractive income yield and the prospect of income and capital growth through investing in a portfolio of predominately UK equities.


In pursuit of the Company's objective, the Company's investment policy is to invest in a portfolio of predominately UK equities. Equities are selected for their inclusion within the portfolio solely on the basis of the strength of the investment case with the focus being on long term income growth along with capital preservation.


Asset classes other than equities will be purchased from time to time and will vary as opportunities are identified and will include convertibles, preference shares, fixed income securities and corporate bonds. Investments will be made when prospective returns appear to be superior to those from equity markets or are considered likely to exceed the Company's borrowing costs. However, non-equity securities will not constitute the majority of the portfolio. The Company may also use derivatives for the purpose of efficient portfolio management (including reducing, transferring or eliminating investment risk in its investments and protection against currency risk), to exploit an investment opportunity and to achieve capital growth.


The management of the portfolio is conducted according to investment guidelines, established by the Board after discussion with the Manager, which specify the limits within which the Manager is authorised to act.


Financial assets and liabilities


The Group's financial assets include investments, cash at bank and short-term debtors. Financial liabilities consist of short-term creditors and bank overdraft.


The main risks the Company faces from its financial instruments are (i) market risk (comprising interest rate risk, foreign currency risk and other price risk), (ii) liquidity risk and (iii) credit risk.


(i)

Market 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 three elements - interest rate risk, foreign currency risk and other price risk.



Interest rate risk









The Company is subject to interest rate risk because the value of fixed interest rate securities are linked to underlying bank rates or equivalents, and its short-term borrowings and cash resources carry interest at floating rates. The interest rate profile is managed as part of the overall investment strategy of the Company.



Interest rate movements may affect:



-

the fair value of the investments in fixed interest rate securities;



-

the level of income receivable on cash deposits;



-

interest payable on the Company's variable rate borrowings.






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 and borrowing decisions.



Interest rate profile



The interest rate risk profile of the portfolio of financial assets at the Balance Sheet date was as follows (there were no interest bearing financial liabilities at the Balance Sheet dates):






Weighted








average








interest

Fixed

Floating






rate

rate

rate



As at 30 September 2011



%

£'000

£'000



Assets








UK preference shares



8.80

1,922

-



Cash



-

-

5,910






________

______

________



Total assets



-

1,922

5,910






________

______

________






Weighted








average








interest

Fixed

Floating






rate

rate

rate



As at 30 September 2010



%

£'000

£'000



Assets








UK preference shares



8.04

2,104

-



Cash



-

-

1,778






________

______

________



Total assets



-

2,104

1,778






________

______

________











The weighted average interest rate is based on the current yield of each asset, weighted by its market value. The cash assets consist of cash deposits on call earning interest at prevailing market rates. Short-term debtors and creditors have been excluded from the above tables.



Maturity profile









The maturity profile of the Company's financial assets and liabilities at the Balance Sheet date was as follows:













Within

Within

Within

Within

Within

More than




1 year

1-2 years

2-3 years

3-4 years

4-5 years

5 years



At 30 September 2011

£'000

£'000

£'000

£'000

£'000

£'000



Fixed rate









UK preference shares

-

-

-

-

-

1,922




________

_____

______

________

______

________



Floating rate









Cash

5,910

-

-

-

-

-




________

_____

______

________

______

________



Total

5,910

-

-

-

-

1,922




________

_____

______

________

______

________




Within

Within

Within

Within

Within

More than




1 year

1-2 years

2-3 years

3-4 years

4-5 years

5 years



At 30 September 2010

£'000

£'000

£'000

£'000

£'000

£'000



Fixed rate









UK preference shares

-

-

-

-

-

2,104




________

_____

______

________

______

________



Floating rate









Cash

1,778

-

-

-

-

-




________

_____

______

________

______

________



Total

1,778

-

-

-

-

2,104




________

_____

______

________

______

________



Interest rate sensitivity



The sensitivity analysis below has been determined based on the exposure to interest rates at the Balance Sheet date and the stipulated change taking place at the beginning of the financial year and held constant throughout the reporting period in the case of instruments that have floating rates.



If interest rates had been 50 basis points higher or lower and all other variables were held constant, the Company's:



-

profit before tax for the year ended 30 September 2011 would increase/decrease by £29,000 (2010 - £9,000) given the Company's exposure to interest rates on its floating rate cash balances. These figures have been calculated based on cash positions at each year end.



-

profit before tax for the year ended 30 September 2011 would decrease by £114,000 (2010 - decrease by £136,000), increase by £130,000 (2010 - increase by £156,000) given the Company's exposure to interest rates on its fixed interest securities.



-

net assets at 30 September 2011 would decrease by £85,000 (2010 - decrease by £127,000), increase by £101,000 (2010 - increase by £147,000) as a result of the combined effect on its floating rate cash balances and its fixed interest securities.












In the opinion of the Directors, the above sensitivity analyses are not representative of the year as a whole, since the level of exposure changes frequently as part of the interest rate risk management process used to meet the Company's objectives. The risk parameters used will also fluctuate depending on the current market perception.



Foreign currency risk








A proportion of the Company's investment portfolio is invested in overseas securities and the income and capital value can be affected by movements in exchange rates. Exchange gains or losses may arise as a result of the movement in the exchange rate between the date of the transaction denominated in a currency other than sterling and its settlement.



An analysis of the Group's currency exposure is detailed below:









30 September 2011

30 September 2010





Net


Net




Overseas

 monetary

 Overseas

 monetary




 investments

 assets

 investments

 assets




 £'000

 £'000

 £'000

 £'000



US Dollar

3,492

59

3,001

63



Swiss Franc

1,133

-

1,020

-




_______

_______

_______

_______



Total

4,625

59

4,021

63




_______

_______

_______

_______



Foreign currency sensitivity



There is no sensitivity analysis included, as the Group's significant foreign currency financial instruments are in the form of equity investments, which have been included within the other price risk sensitivity analysis so as to show the overall level of exposure.



Other price risk



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



It is the Board's policy to hold an appropriate spread of investments in the portfolio in order to reduce the risk arising from factors specific to a particular sector. The allocation of assets to specific sectors and the stock selection process both act to reduce market risk. The Manager actively monitors market prices throughout the year and reports to the Board, which meets regularly in order to review investment strategy. The investments held by the Company are all listed on recognised investment exchanges.



Other price sensitivity



If market prices at the Balance Sheet date had been 10% higher or lower while all other variables remained constant, the return attributable to Ordinary shareholders and equity reserves for the year ended 30 September 2011 would have increased/decreased by £5,511,000 (2010 - increase/decrease of £4,957,000). This is based on the Company's equity portfolio held at each year end.


(ii)

Liquidity risk



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



Liquidity risk is not considered to be significant as the Company's assets comprise mainly readily realisable securities, which can be sold to meet funding commitments if necessary. Short-term flexibility is achieved through the use of overdraft facilities.


(iii)

Credit risk



This is failure of the counterparty to a transaction to discharge its obligations under that transaction that could result in the Company suffering a loss.



The risk is not significant, and is managed as follows:



-

investment transactions are carried out with a large number of brokers, whose credit-standing is reviewed periodically by the investment manager, and limits are set on the amount that may be due from any one broker;



-

the risk of counterparty exposure due to failed trades causing a loss to the Company is mitigated by the review of failed trade reports on a monthly basis. In addition, the administrator carries out a stock reconciliation to the custodian's records on a monthly basis to ensure discrepancies are picked up on a timely basis.



-

cash is held only with reputable banks and financial institutions with high quality external credit enhancements.



None of the Company's financial assets is secured by collateral or other credit enhancements.



Credit risk exposure



In summary, compared to the amounts in the Balance Sheet, the maximum exposure to credit risk at 30 September was as follows:




2011

2010




Balance

 Maximum

 Balance

 Maximum




Sheet

 exposure

 Sheet

 exposure




£'000

 £'000

 £'000

 £'000

Non-current assets





Securities at fair value through profit or loss

217

217

224

224

Current assets





Accrued income

337

337

344

344

Cash and short term deposits

5,910

5,910

1,778

1,778




________

________

________

________




6,464

6,464

2,346

2,346




________

________

________

________

None of the Company's financial assets is past due or impaired.

Fair value of financial assets and liabilities

The book value of cash at bank included in these financial statements approximates to fair value because of the short-term maturity. The carrying value of fixed asset investments are stated at their fair values, which have been determined with reference to quoted market prices. For all other short-term debtors and creditors, their book values approximate to fair value because of their short-term maturity.

Gearing

The Company has in place a multi-currency overdraft facility with HSBC for the lesser of £5 million or 15% of the market value of assets they hold as custodians. This gives the Company the ability to augment finance from time to time with short-term borrowings. The facility is secured against the cash accounts and assets held by the custodian.

The Group had no outstanding gearing at the year end. The profile of financing costs is managed as part of overall investment strategy. The employment of gearing magnifies the impact on net assets of both positive and negative changes in the value of the Group's portfolio of investments.

 

18.

Capital management policies and procedures


The Company's capital management objectives are:


-

to ensure that the Company 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 debt.


The Company's capital at 30 September comprised:



2011

2010



£'000

£'000


Equity share capital

31,610

30,486


Retained earnings and other reserves

61,617

23,321



________

________



63,227

53,807



________

________


The Board, with the assistance of the 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 Manager's views on the market;


-

the need to buy back equity shares for cancellation or to hold in treasury, 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 Company's objectives, policies and processes for managing capital are unchanged from the preceding accounting period.

 


The Company had no gearing at the year end (2010 - nil).

 

19.

Commitments and contingencies


At 30 September 2011 there were no contingent liabilities in respect of outstanding underwriting commitments or uncalled capital (2010 - £nil).

 

20.

Financial instruments measured at Fair Value






2011




2010



Level 1

Level 2

Level 3

Total

Level 1

Level 2

Level 3

Total



£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000


Investments

57,246

-

-

57,246

51,902

-

-

51,902


Cash and cash equivalents

5,910

-

-

5,910

1,778

-

-

1,778



______

_____

______

______

______

_____

______

______



63,156

-

-

63,156

53,680

-

-

53,680



______

_____

______

______

______

_____

______

______


Level 1 reflects financial instruments quoted in an active market.


Level 2 reflects financial instruments the fair value of which is evidenced by comparison with other observable current market transactions in the same instrument or based on a valuation technique whose variables includes only data from observable markets.


Level 3 reflects financial instruments the fair value of which is determined in whole or in part using a valuation technique based on assumptions that are not supported by prices from observable market transactions in the same instrument and not based on available observable market data.

 

 

21.

Notes to the Cash Flow Statement


(a)  Reconciliation of operating profit to operating cash flows



2011

2010



£'000

£'000


Profit before taxation

4,175

6,742


Add interest payable

15

16


Adjustments for:




Gains on investments

(2,200)

(4,765)


Currency losses/(gains)

4

(2)


Decrease in accrued income and prepayments

7

426


Increase/ (decrease) in trade and other payables

47

(72)



________

________



2,048

2,345



________

________






(b)  Analysis of  changes in net funds



30 September

Cash

Exchange

30 September



2010

Flow

Movements

2011



£'000

£'000

£'000

£'000


Cash at bank

1,778

4,139

(7)

5,910



________

________

________

________





 

 

Additional Notes to the Annual Financial Report

 

This Annual Financial Report announcement is not the Company's statutory accounts for the year ended 30 September 2011. The statutory accounts for the year ended 30 September 2011 received an audit report which was unqualified.

 

The statutory accounts for the financial year ended 30 September 2011 were approved by the Directors on 22 November 2011 but will not be filed with the Registrar of Companies until after the company's Annual General Meeting which is to be held at 10.00am on 5 January 2012 at 16 Charlotte Square, Edinburgh, EH2 4DF.

 

The Annual Report will be posted to shareholders in December 2011 and available in due course by download for the Company's webpage (http://tigt.co.uk/secure/documents/annual/TIGTAnnual2011.pdf)

 

Please note that past performance is not necessarily a guide to the future and that the value of investments and the income from them may fall as well as rise. Investors may not get back the amount they originally invested.

 

For Troy Income & Growth Trust plc

Steven Cowie, C.A., Secretary

22 November 2011

Enquiries: 0131 538 6610

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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