Final Results

RNS Number : 8955Y
City of London Investment Group PLC
14 September 2015
 

 

14th September 2015

 

CITY OF LONDON INVESTMENT GROUP PLC (LSE:CLIG)

 

("City of London" or "the Group")

 

FINAL RESULTS FOR THE YEAR TO 30TH JUNE 2015

 

SUMMARY

 

•Funds under management (FuM) at 30th June 2015 were US$4.2 billion (2014: US$3.9 billion), an increase of 8%. In sterling  terms,  FuM increased by 17% to £2.7 billion (2014: £2.3 billion) as a result of the cross rate moving from1.71 to 1.57 over the period. The MSCI Emerging Markets TR Net Index fell 5% over the same period.

 

•Revenues, representing the Group's management charges on FuM, were £25.4 million (2014: £24.2 million). Profit before tax was £8.9 million (2014: £7.4 million).

 

•Basic earnings per share were 26.4p (2014: 21.1p) after a tax charge of 26% (2014: 28%) of pre-tax profits.

 

•A maintained final dividend of 16p per share is recommended, payable on 30th October 2015 to shareholders on the register on 9th October 2015, making a total for the year of 24p (2014: 24p).

 

•Opened new office in Seattle, May 2015.

 

For a copy of the full report or further information, please visit the shareholders page of our website http://www.citlon.co.uk or contact:

 

Barry Olliff (CEO)

City of London Investment Group PLC

Tel: 001 215 313 3774

 

Roger Lambert

Canaccord Genuity Limited

Financial Adviser and Broker

Tel: +44 (0)20 7523 8000

 

CHAIRMAN'S STATEMENT

 

This is my third Statement as Chairman and I have to report that making a success of investing in our core area of focus, the Emerging Markets, remains as great a challenge as it has ever been. Developed Markets have been obsessed by the much anticipated but as yet still unrealised interest rate "lift-off " in the U.S. and elsewhere, which would at least mean confirmation of robust growth in those markets. Emerging Market countries, however, must contend with the consequences of the resulting stronger U.S. Dollar's impact on swollen borrowings taken on during an extended period of negative real interest rates.  Compounding these headwinds, the export prop of natural resources, critical to many EM economies, has been compressed by the prolonged downturn in commodity prices. Developed Markets have been spooked by the Greek crisis, which in my opinion has only been deferred not resolved, whereas in the emerging world the woes of China above all but also Brazil and Russia are of far greater consequence. China has been hitting the headlines with bad news, Russia's difficulties are by now well entrenched and well documented and Brazil shows no sign of improvement and continues to have problems in attracting much needed international capital. The only brighter spot amongst the larger emerging market economies for the time being is India - of the original BRIC countries, it is the only one that stands out with encouraging near term prospects.

 

Results

 

At the six month marker in February this year I stated "I anticipate good progress in the further development of your Company over the rest of the current year and beyond". With hindsight I perhaps should have said good progress relative to both our markets and our peer group given that the performance of Emerging Markets in particular, after a material improvement through to the end of April has subsequently been sharply negative. At the time of writing MXEF has fallen to 819 compared to 956 at the time of my Interim Statement. As I have made a habit of doing, I have left it to individual investors to form their own view on the direction of markets.

 

Against this challenging backdrop I am pleased to report that Funds under Management ("FuM") at the 30th June 2015 year end rose to US$4.2 billion (£2.7 billion; 2014: US$3.9 billion or £2.3 billion), representing an 8% increase in US$ terms and a 17% increase in GBP terms as a result of the cross rate moving from 1.71 to 1.57 over the period. This positive result compares, over the same period, with a fall of 5% in the MSCI Emerging Markets Index (MXEF) in US$ terms. For a more recent update please reference our website at www.citlon.co.uk.

 

This impressive increase in FuM has been driven by good investment performance versus our peers for our emerging markets closed-end fund ("CEF") strategy, together with success in fundraising for our diversification products which now represent 8.5% of FuM, up from 2% of FuM at end June 2014.  Our revenues follow directly from the levels of FuM and rose to £25.4m for the 12 months up from £24.2m for the non-comparable 13 month period to 30th June 2014 (a "pro-rata" 13% increase). Pre-tax profits were £8.9 million (2014: £7.4 million, 13 months: a "pro-rata" 30% increase), and profits after an anticipated tax charge of £2.3 million (26% of pre-tax profits) will be £6.6 million (2014: profits of £5.4 million after a tax charge of £2.1 million, representing 28% of pre-tax profit and therefore a "pro-rata" 34% increase ). Basic and fully diluted earnings per share are 26.4p and 26.0p respectively (2014: 21.1p and 21.0p therefore "pro-rata" increases of 35% and 34% respectively).

 

Dividends

 

In line with our established dividend policy which targets a five year rolling average cover of approximately 1.2 times, the Board is recommending  a final dividend of 16p per share (2014: 16p). This would bring the total for the year to 30th June 2015 to 24p (2014: 24p), giving a cover of 1.1 x earnings per share (2014: 0.86 x).

 

Your Board

 

As announced on 21st August, Carlos Yuste, our Business Development Director, has decided, for personal reasons, that the time has come after 15 years with CLIG to move on. We are appreciative that he has agreed to remain until 31st December as an executive Director of both CLIG and our fund management subsidiary, City of London Investment Management, to ensure a smooth hand over period. Carlos's responsibilities are being assumed by colleagues internally and no new external appointment is at present anticipated as a result of Carlos's departure.

 

Also announced on 21st August, your Board is proposing the appointment of two new Directors, Mark Dwyer and Tracy Rodrigues, at the forthcoming October AGM. In line with the plan first announced in our Interim Report in January 2014, Mark has been progressively assuming responsibility as CIO of our Emerging Markets business which currently represents the majority of our FuM. It is therefore appropriate that he is represented on the Board. Since the departure of our previous Finance Director in April 2013, responsibility for financial matters has been assumed by Tracy Rodrigues.  Your Board has been impressed by the professional manner in which she has carried out these duties and propose that she should be appointed as Finance Director thereby formalising her position. I very much welcome these two appointments which will greatly strengthen the CLIG Board. Shareholders are strongly recommended to vote in favour of these two appointments.

 

Futhermore, following this year's annual evaluation of the Board and its members, I can confirm that each Director is operating effectively. I therefore recommend that those Directors standing for re-election this year be so elected.

 

West Coast office

 

For some time a West Coast office has been under consideration to support both our prospective client marketing and the servicing of our existing clients. Having been fortunate in identifying and recruiting an experienced West Coast marketeer we have now established an office in Seattle. A further benefit has been better communication with and management of our Singapore office where the local time zone has meant that in implementing 24 hour trading the office has been relatively isolated, particularly in the Singapore morning.

 

Outlook

 

Over the 2014/15 year the average month end FuM (the relevant dates for fee determination) was US$4.1 billion. To date in the current year the average has been US$3.8 billion. Costs have been contained but clearly the outcome for the year will be determined by the direction of markets (on which I am not expressing an opinion but note our proactive stance in ensuring that our cost base responds to adverse movements), our investment performance and client wins and redemptions.  As regards the latter we are grateful to the loyalty shown by clients during a period when Emerging Markets have fallen out of favour. I have every reason to believe that our well honed investment process for our core products will continue to deliver returns superior to our peer group and thereby reward both longstanding and new clients for putting their trust in this firm.

 

All shareholders are most welcome at our AGM in October and your Directors will be available to meet individual shareholders following the meeting's formal business.

 

David Cardale

Chairman

10th September 2015

 

START OF STRATEGIC REPORT

 

CHIEF EXECUTIVE OFFICER'S STATEMENT

 

Further to last year's Accounts we have again attempted to provide CLIG shareholders with additional insights into the business of City of London Investment Management (CLIM).

 

The following attempts to provide shareholders with relevant information with regard to City of London Investment Group (CLIG), and specifically its major operating subsidiary City of London Investment Management (CLIM).

 

As last year, we have followed the guidelines that were discussed and approved in Parliament and set out in The Companies Act 2006 (Strategic report and Directors' report) Regulations 2013. We believe that this legislation provides good guidance for listed companies and enables them to demonstrate to their shareholders (who own these companies) what they do, how they do it, their prospects, and most importantly, encourages them to define the risks associated with any potential investment that might be made.

 

Having said that, and since CLIG shares were listed in April 2006, as a small company we consider ourselves at the leading edge in terms of shareholder disclosure.

 

Over five years ago we started to periodically provide CLIG shareholders with monthly data from our Management Accounts. This information was provided to our shareholders via Shareholder Presentations which were placed on our website subsequent to a relevant announcement.

 

This data enabled our shareholders to see that while our costs were very stable, our income was variable and demonstrated a very close correlation with the MSCI Emerging Markets T/R Index and the more widely available MXEF Index.  Just over a year ago we started to provide additional monthly data with regard to FuM via our web site. Based upon

a consistent overhead this information effectively allows CLIG shareholders to calculate our P&L on a monthly basis.

 

In a further attempt to provide additional information, in the 2013/14 Interim Statement we started to provide Forward Guidance for shareholders based upon a number of assumptions.

 

Obviously stock markets, both developed and even more so in the case of the emerging markets, are volatile, and over the years the CLIG share price has exaggerated this volatility. Recently, and specifically subsequent to our starting to provide Forward Guidance, we have seen a significant reduction in that share price volatility.

 

This is what we believed would happen. Obviously one of the good things about Forward Guidance, and via the provision of up to date information, is that shareholders will see each month's FuM in both good times as well as bad. The net result of this is that they will be much more aware of when things are going badly as well as going well, much earlier than in the past.

 

Continuing in the vein of transparency, I would like to restate my intention regarding potential future sales of shares in the Company. I founded CLIG as an asset management business in 1991 and from the outset, I have always sought to align my interests with those of the Group's shareholders, both before and subsequent to the public listing in 2006.

 

The consequence of this is that, as the largest shareholder and the Chief Executive of CLIG, close to all of my investible wealth remains in CLIG shares and I believe it is appropriate and prudent, for both the Company and me personally, that I gradually reduce my holding prior to my retirement in 2020.

 

Accordingly, I propose:

 

•  Selling 500,000 at £4.00 and 500,000 at £4.50. These intentions are the same as were communicated to shareholders, and specifically subsequent to my previous sale of 500,000 shares at £3.50 earlier this year.

 

As announced on 21st August, Carlos Yuste will leave CLIG and CLIM on 31st December. Carlos has been with the firm for 15 years and has played an important role in many areas of our development. He will be missed and we wish him all the best in whatever he decides to do. Carlos's responsibilities, varied as they are, will be redistributed internally.

 

I hope that you will find the following interesting and informative.

 

Barry Olliff

Chief Executive Officer

10th September 2015

 

Shareholders should note that they are invited to our Investor Afternoon on 19th October at the offices of Canaccord Genuity Limited, 88 Wood Street, London, EC2V 7QR starting at 3pm. If shareholders are planning to attend it would be helpful, but not necessary, if they could email us at investorrelations@citlon.co.uk to let us know.

 

BUSINESS DEVELOPMENT REVIEW

 

Relative investment performance in the emerging markets closed-end fund (CEF) strategy remains strong, with first or second quartile results versus manager peers over the period.

               

Marketing efforts led to new inflows of US$477 million in emerging market strategies, which were countered by outflows of US$437 million as investor risk aversion rose due to ongoing volatility in global markets. Fundraising in the diversification products resulted in US$255m of new mandates (US$100m in Frontier Emerging Markets strategies, and US$155m in Global Tactical Asset Allocation strategies) and outflows of US$20 million.

 

Diversification products now represent 8.5% of Group Assets under Management (AUM), compared with 2% last year. These additional assets will assist in efforts to raise the profile of our extension CEF products with institutional consultants and plan sponsors.

 

Products

 

Our diversification products attracted additional AUM over the year as several mandates were funded in the Global Tactical Asset Allocation CEF Strategy. The Global Tactical Asset Allocation Strategy encompasses a variety of asset classes via closed-end funds and adopts a go anywhere approach which is managed as part of the Developed closed-end fund strategy team, which is a separate team from that managing client assets in the emerging markets. Both taxable and tax-exempt products are available.

 

A new mandate was also funded in The Frontier Emerging Markets CEF Strategy, which is an extension of the Emerging Markets core equity product focusing on the smallest emerging markets with high growth potential.

 

Performance

 

Global composite investment returns for the emerging market closed-end fund strategy for the rolling one year ending 30th June, 2015 were -2.43% vs. -5.13% for the MSCI Emerging Markets Index in USD and 6.08% vs. 3.15% for the benchmark in GBP.

 

Global composite investment returns for the developed market closed-end fund strategy for the rolling one year ending 30th June, 2015 were 4.51% vs. -5.26% for the MSCI ACWI ex US in USD and 13.63% vs. 3.01% for the benchmark in GBP.

 

Composite investment returns for the Frontier Emerging Market closed-end fund strategy for the rolling one year ending 30th June, 2015 were -0.8% vs. -9.25% for the S&P Frontier EM 150 benchmark in USD and 7.85% vs. -1.34% for the benchmark in GBP.

 

Outlook

 

Marketing efforts will be targeted at investment consultants, foundations, endowments and pension funds. In order to better cover the US institutional marketplace, we have opened an office in Seattle and added a new marketing resource to focus on the West Coast of the US. We will also continue to introduce our capabilities to family offices, outsourced CIO firms and alternative consultants. Our Developed, Global Tactical Asset Allocation, and Frontier Emerging Market capability will be the focus of our product diversification and business development activities.

 

FINANCIAL REVIEW

 

This year the Group adopted IFRS 10, which revises the principles for the presentation and preparation of consolidated financial statements. It redefines the concept of control as the determining factor in whether an entity should be included within the consolidated financial statements of the parent company. This concept of control applies to all entities and includes the Group's seed investments in funds that it manages, previously reported as "available-for-sale financial assets". As a result, the change in fair value of these investments is now recognised in the income statement, where previously it was recognised as part of other comprehensive income. Any other third party investor holdings in these funds are disclosed under non-controlling interests. Further details can be found in the notes to the financial statements but the net impact on the equity attributable to shareholders of the Group is nil.

 

Consolidated income statement and statement of comprehensive income

 

As shareholders may recall the Group changed its financial year end from 31st May to 30th June in 2014 therefore the results for the last financial period consist of thirteen months, which should be taken into account when considering the Group's year on year performance. On the face of the financial statements the profit attributable to shareholders indicates a 24% increase but compared to the annualised results for 2013/2014 this equates to a 34% increase year on year. The various components of this increase are detailed below.

 

Gross fee income of £25.4 million (2014: £24.2 million, 13 months) represents management fees charged as a percentage of funds under management ("FuM").  FuM were relatively stable during the year, with only a 10% differential in the highest and lowest value (2014: 22%). This level of consistency in a very volatile market is a result of strong performance in our emerging market closed-end funds, with first or second quartile results versus our peers plus successful fundraising. During the year we raised circa US$250 million in our diversification products and US$500 million in our emerging market strategies. This was countered by outflows of close to US$450 million as investor risk aversion rose due to ongoing volatility in global markets.

 

Commissions payable of £2.3 million (2014: £3.1 million, 13 months) relates to fees due to third party marketing agents for the introduction of clients. The contract to which all but a small proportion of these commissions relate, expired in October 2010. Under the agreement, commission is based on a period of ten years from the date of initial investment. The Group is now half way through the last of the ten year trail and while this has resulted in savings, the fall in the commission rate (as a percentage of gross fee income 2015: 9% vs 2014: 13%) can also be attributed to the level of new client money invested, which is free of commission.  As a guide, the table presented illustrates the rate of the commission run-off relating to the expired contract, based upon current FuM and market levels.

 

Marketing commission run-off

(based on FuM at 30th June 2015)

 

Financial year

£m (@ $1.57/£1)

2015-16

1.6

2016-17

1.4

2017-18

1.2

2018-19

0.8

2019-20

0.1

 

Assumptions:

- No change in client holding

- Constant market level

- Indexed investment performance

- No change in management fees

 

Custody fees payable of £0.7 million (2014: £0.8 million, 13 months) are the fees paid to custodian banks for the safekeeping and administration of the assets of the commingled Delaware Statutory Trust funds (segregated account clients pay their own custody fees). The reduction in these fees can be attributed in part to the change in the mix of accounts held as well as a general reduction in the charges levied.

 

The net of the above rounds to £22.4 million (2014: £20.3 million, 13 months) and represents the Group's net fee income. The weighted average net fee rate is currently 85 basis points and compares to 86 basis points this time last year.

 

Administration expenses of £13.6 million (2014: £13.3 million, 13 months) can be split into two main categories:

 

•  fixed - overheads of the Group, the largest components  being salaries, pension and employment taxes

 

•  variable - profit share calculated as a percentage of pre-tax, pre-bonus profit

 

The Group maintained its control of the fixed costs following the successful achievement of previous cost reduction targets resulting in overheads for the year of £9.4 million.  This compares to the annualised overheads for 2014 of £9.5 million (2014: £10.3 million, 13 months) and £10.8 million in 2013 (excluding exceptional costs of £0.7million).

 

Profit share for the year was charged at 30% having been temporarily reduced to 28% last year and amounts to £4.2 million including payroll related taxes (2014: £3.0 million). The extent of the rise in variable compensation this year reflects the increase in performance of the overall business, with only a very modest amount attributable to the adjustment of the profit share rate.

 

Interest receivable and similar gains of £0.2 million includes bank interest on deposits of £0.1 million and £0.1 million from the increase in fair value of the funds in which the Group has a controlling interest.

 

The net result is a pre-tax profit of £8.9 million (2014: £7.4 million, 13 months). Corporation tax this year amounts to £2.3 million, an effective rate of 26% compared to 28% last period (2014: £2.0 million, 13 months) as a result of the reduction in the UK corporation tax rate as well as a shift in the geographical mix of the business.

 

Consolidated statement of financial position and statement of changes in equity

 

The Group's financial position remains strong with no borrowings and net assets of £13.7 million (2014: £13.9 million), excluding the non-controlling interest, the major part of that being cash of £10.2 million (2014: £10.2 million).

 

During the year, non-current assets increased by £0.4 million, £0.1 million relating to deferred tax in connection with the share price appreciation on share-based awards. The Company's share price increased from £2.9375 at the start of the year to close at £3.3050. The remaining £0.3 million relates to the increase in fair value of the diversification funds in which the Group has seed investments.

 

Current assets grew by £1.0 million, of which £0.9 million relates to trade and other receivables. The main constituent of this is fee income receivable, and the year on year increase is primarily due to new client mandates. The remaining £0.1 million relates to the increase in value of seed investments in our diversification products.

 

Current liabilities increased by £1.3 million, principally due to a change in the timing of the payments of profit share and related payroll taxes. The final payment of the Group's annual bonus has historically been in June, with the related taxes due in July. Last year when the year end changed from 31st May to 30th June, the profit share was still paid in June, mainly due to staff expectation. This was a transitional period and subsequently, it was agreed that going forward the final payment would revert to being made one month after the year end.

 

As one would expect, the major changes in shareholders equity are this year's profit of £6.6 million (2014: £5.2 million) and the dividends paid during the year of £6.0 million (2014: £6.0 million). The dividend comprised the 16p final dividend for 2013/14 plus the 8p interim dividend for the current year. The Group's dividend policy is set out on under section 4 of the Strategy and Objectives.

 

Other movements during the year were the purchase of shares via the Group's ESOP Trust to the value of £1.0 million (2014: nil), this outlay being offset by the proceeds from share option exercises of £0.3 million, including corporation tax allowances (2014: £0.1 million). In addition, 101,500 shares were purchased for cancellation (2014: nil) and the £0.3 million cost set against retained earnings. The value of the share option reserve increased by £0.1 million in relation to the deferred tax referred to previously.

 

The Group ensures its regulated entities comply at all times with their local regulatory capital requirements. In the UK the Group's principal operating subsidiary, City of London Investment Management Company Ltd, is regulated by the FCA. As required under the Capital Requirements Directive, the underlying risk management controls and capital position are disclosed on our website www.citlon.co.uk.

 

Consolidated cash flow

 

Net cash generated from operating activities was £7.0 million (2014: £3.7 million), illustrating that there are relatively few significant timing differences that would cause cash flow to deviate materially from profits. As noted earlier, the Group spent £6.0 million (2014: £6.0 million) on dividend payments and a net £1.0 million (2014: nil) on share transactions. In addition, the Group invested £0.1 million (2014: nil) in property and equipment which brought the net cash spent to £0.1 million (2014: £0.4 million net cash raised). The effect of exchange rate differences on foreign currency bank deposits for the year was a profit of £0.1 million (2014: a loss of £0.2 million).

 

It should be noted that the overall impact on the consolidated income from translating the Group's foreign currency assets and liabilities into sterling was minimal, due to the Group's hedging strategy which is detailed below and in note 11.

 

Currency exposure

 

The Group's revenue is almost entirely US dollar based whilst its costs are incurred in US dollars, sterling and to a lesser degree Singapore dollars and UAE dirhams. As at 30th June 2014 the US dollar/sterling exchange rate was 1.71 and closed at 1.57 on 30th June 2015 (2014: US$1.52 - US$1.71 to £1). The table presented here aims to illustrate the effect of a change in the US dollar/sterling exchange rate on the Group's post-tax profits at various FuM levels, based on the assumptions given, which are a close approximation of the Group's current operating parameters. You can see from the illustration that a change in exchange rate from 1.55 to 1.70 on FuM of US$4.0 billion reduces post-tax profits by £0.8 million.

 

Post-tax profit: Illustration of US$/£ rate effect

 

FuM US$bn

3.5

4.0

4.5

5.0

5.5

US$/£ Post -tax

£m

 

 

 

 

1.50

 

5.4

6.9

8.4

9.9

11.3

1.55

 

5.2

6.6

8.0

9.5

10.9

1.60

 

5.0

6.3

7.7

9.1

10.5

1.65

 

4.7

6.1

7.4

8.7

10.1

1.70

 

4.5

5.8

7.1

8.4

9.7

 

 

Assumes:

1. Average net fee 85 bp's

2. Annual operating costs £4.0m plus $7m plus S$1.3m (£1 = S$2)

3. Profit-share 30%

4. Average tax rate 26%

 

It is worth noting though that while the Group's FuM is reported in US dollars the underlying investments are primarily in emerging market related stock, and therefore the US dollar market value is sensitive to the movement in the US dollar rate against the currencies of the underlying countries. To a degree this provides a natural hedge given that as the US dollar weakens (strengthens) against these underlying currencies the value of the FuM in US dollar terms rises (falls).

 

Another aspect of the Group's currency exposure relates to its non-sterling assets and liabilities, which are again to a great extent in US dollars. The exchange rate differences arising on their translation into sterling for reporting purposes each month is recognised in the income statement. In order to minimise this impact the Group monitors its net currency position and offsets it by forward sales of US dollars for sterling. At 30th June 2015 these forward sales totalled US$5.3 million, with a weighted average exchange rate of 1.57 to £1 (2014: US$5.3 million at a weighted average rate of 1.65 to £1).

 

CONSOLIDATED INCOME STATEMENT

FOR THE YEAR ENDED 30TH JUNE 2015

 

 

 

 

 

Note

 

Year to

30th June 2015

£

13 months to

30th June 2014 (restated)

£

Revenue

Gross fee income

 

4

 

25,356,009

 

24,215,277

Commissions payable

 

(2,274,745)

(3,068,001)

Custody  fees payable

 

(737,513)

(844,663)

Net fee income

 

22,343,751

20,302,613

Administrative expenses

Staff costs

 

 

 

10,418,571

 

9,549,686

Other administrative expenses

 

3,027,637

3,569,791

Depreciation and amortisation

 

170,852

185,264

 

 

(13,617,060)

(13,304,741)

Operating profit

5

8,726,691

6,997,872

Interest receivable and similar gains

6

204,979

417,927

Profit before taxation

 

8,931,670

7,415,799

Income tax expense

7

(2,318,004)

(2,061,742)

Profit for the period

 

6,613,666

5,354,057

Profit attributable to:

Non-controlling interests

 

 

35,821

 

50,822

Equity shareholders of the parent

 

6,577,845

5,303,235

Basic earnings per share

8

26.4p

21.1p

Diluted earnings per share

8

26.0p

21.0p

 

 

CONSOLIDATED AND COMPANY STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 30TH JUNE 2015

 

 

 

Group

Company

 

 

Year to

30th June 2015
£

 

13 months to

30th June 2014 (restated)

£

 

Year to

30th June 2015

£

 

13 months to

30th June 2014 (restated)

£

Profit for the period

6,613,666

5,354,057

5,446,205

6,700,608

Items which may be realised through the profit or loss:

Fair value gains/(losses) on available-for-sale investments*

 

2,117

 

(822)

 

2,117

 

(822)

Release of fair value losses/(gains) on disposal of

available-for-sale investments*

 

40

 

(34,022)

 

40

 

(34,022)

Foreign exchange gains/(losses) on non-monetary assets

50,988

(58,639)

-

-

Other comprehensive income/(loss)

53,145

(93,483)

2,157

(34,844)

Total comprehensive income for the period

6,666,811

5,260,574

5,448,362

6,665,764

Attributable to:

Equity shareholders of the parent

 

6,630,990

 

5,209,752

 

5,448,362

 

6,665,764

Non-controlling interests

35,821

50,822

-

-

*Net of deferred tax.

 

 

 

 

 

 

CONSOLIDATED AND COMPANY STATEMENT OF FINANCIAL POSITION

30TH JUNE 2015

 

 

 

Group

Company

 

 

 

Note

30th June 2015

£

30th June 2014 (restated)

£

30th June 2015

£

30th June 2014 (restated)

£

Non-current assets

 

 

 

 

 

Property and equipment

 

384,083

376,831

88,643

126,045

Intangible assets

 

196,343

215,323

-

-

Other financial assets

 

2,075,954

1,824,984

1,810,792

1,755,782

Deferred tax asset

 

395,354

283,366

34,674

15,776

 

 

3,051,734

2,700,504

1,934,109

1,897,603

Current assets

 

 

 

 

 

Trade and other receivables

 

4,509,184

3,635,477

1,935,076

2,288,484

Current tax receivable

 

-

-

317,095

399,537

Cash and cash equivalents

 

10,226,705

10,242,906

82,804

90,045

 

 

14,735,889

13,878,383

2,334,975

2,778,066

Current liabilities

 

 

 

 

 

Trade and other payables

 

(2,609,944)

(1,294,456)

(1,601,947)

(438,270)

Current tax payable

 

(814,638)

(760,445)

-

-

Creditors, amounts falling due within one year

 

(3,424,582)

(2,054,901)

(1,601,947)

(438,270)

Net current assets

 

11,311,307

11,823,482

733,028

2,339,796

Total assets less current liabilities

 

14,363,041

14,523,986

2,667,137

4,237,399

Non-current liabilities

 

 

 

 

 

Deferred tax liability

 

(115,525)

(98,818)

(2,154)

(1,718)

Net assets

 

14,247,516

14,425,168

2,664,983

4,235,681

 

Capital and reserves

 

 

 

 

 

Share capital

 

269,123

269,727

269,123

269,727

Share premium account

 

2,117,888

2,060,809

2,117,888

2,060,809

Investment in own shares

 

(5,692,430)

(4,884,025)

(5,692,430)

(4,884,025)

Fair value reserve

 

8,619

6,462

8,619

6,462

Share option reserve

 

807,106

732,651

620,541

646,862

Foreign exchange reserve

 

(7,651)

(58,639)

-

-

Capital redemption reserve

 

21,597

20,582

21,597

20,582

Retained earnings

 

16,127,877

15,759,107

5,319,645

6,115,264

Shareholders interest

 

13,652,129

13,906,674

2,664,983

4,235,681

Non-controlling interest

 

595,387

518,494

-

-

Total equity

 

14,247,516

14,425,168

2,664,983

4,235,681

 

Approved and authorised for issue by the Board on 10th September 2015.

 

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

30TH JUNE 2015

 

 

 

 

 

Share capital

£

 

Share premium account

£

 

Investment in own shares

£

 

 

Fair value reserve

£

 

Foreign exchange reserve

£

 

Share option reserve

£

Capital redemption reserve

£

 

 

Retained earnings

£

Total attributable to share-

holders

£

Non- controlling interest

£

 

 

 

Total

£

At 1st June 2013

Adjustment re: change in accounting policy

269,377

 

-

2,045,409

 

-

(4,910,800)

 

-

302,867

 

(261,561)

-

 

-

716,660

 

-

20,582

 

-

16,185,941

 

261,561

14,630,036

 

-

-

 

-

14,630,036

 

-

 

269,377

2,045,409

(4,910,800)

41,306

-

716,660

20,582

16,447,502

14,630,036

-

14,630,036

Profit for the period

-

-

-

-

-

-

-

5,303,235

5,303,235

50,822

5,354,057

Comprehensive income

-

-

-

(34,844)

(58,639)

-

-

-

(93,483)

-

(93,483)

Total comprehensive income

-

-

-

(34,844)

(58,639)

-

-

5,303,235

5,209,752

50,822

5,260,574

Transactions with owners

Non-controlling interest investment

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

467,672

 

 

467,672

Share option exercise

350

15,400

26,775

-

-

(4,145)

-

4,145

42,525

-

42,525

Share-based payment

-

-

-

-

-

(15,184)

-

-

(15,184)

-

(15,184)

Deferred tax

-

-

-

-

-

35,320

-

5,660

40,980

-

40,980

Current tax on share options

-

-

-

-

-

-

-

29,627

29,627

-

29,627

Dividends paid

-

-

-

-

-

-

-

(6,031,062)

(6,031,062)

-

(6,031,062)

Total transactions with owners

350

15,400

26,775

-

-

15,991

-

(5,991,630)

(5,933,114)

467,672

(5,465,442)

At 1st July 2014

269,727

2,060,809

(4,884,025)

6,462

(58,639)

732,651

20,582

15,759,107

13,906,674

518,494

14,425,168

 

Profit for the period

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

6,577,845

 

6,577,845

 

35,821

 

6,613,666

Comprehensive income

-

-

-

2,157

50,988

-

-

-

53,145

-

53,145

Total comprehensive income

-

-

-

2,157

50,988

-

-

6,577,845

6,630,990

35,821

6,666,811

Transactions with owners

Forex movement on

NCI investment

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

41,072

 

 

41,072

Share option exercise

411

57,079

188,536

-

-

(36,358)

-

36,358

246,026

-

246,026

Share cancellation

(1,015)

-

-

-

-

-

1,015

(325,054)

(325,054)

-

(325,054)

Purchase of own shares

-

-

(996,941)

-

-

-

-

-

(996,941)

-

(996,941)

Share-based payment

-

-

-

-

-

10,037

-

-

10,037

-

10,037

Deferred tax

-

-

-

-

-

100,776

-

8,737

109,513

-

109,513

Current tax on share options

-

-

-

-

-

-

-

30,711

30,711

-

30,711

Dividends paid

-

-

-

-

-

-

-

(5,959,827)

(5,959,827)

-

(5,959,827)

Total transactions with owners

(604)

57,079

(808,405)

-

-

74,455

1,015

(6,209,075)

(6,885,535)

41,072

(6,844,463)

At 30th June 2015

269,123

2,117,888

(5,692,430)

8,619

(7,651)

807,106

21,597

16,127,877

13,652,129

595,387

14,247,516

 

 

COMPANY STATEMENT OF CHANGES IN EQUITY

30TH JUNE 2015

 

 

 

 

 

Share capital

£

 

Share premium account

£

 

 

Investment in own shares

£

 

 

Fair value reserve

£

 

Share option reserve

£

 

Capital redemption reserve

£

 

 

Retained earnings

£

Total attributable to shareholders

£

At 1st June 2013

Adjustment re: change

269,377

2,045,409

(4,910,800)

302,867

666,191

20,582

5,437,994

3,831,620

in accounting policy

-

-

-

(261,561)

-

-

-

(261,561)

 

269,377

2,045,409

(4,910,800)

41,306

666,191

20,582

5,437,994

3,570,059

Profit for the period

-

-

-

-

-

6,700,608

6,700,608

Comprehensive income

-

-

-

(34,844)

-

-

-

(34,844)

Total comprehensive income

-

-

-

(34,844)

-

-

6,700,608

6,665,764

Transactions with owners

 

 

 

 

 

 

 

 

Share option exercise

350

15,400

26,775

-

(4,145)

-

428

38,808

Share-based payment

-

-

-

-

(15,184)

-

-

(15,184)

Deferred tax

-

-

-

-

-

-

7,296

7,296

Dividends paid

-

-

-

-

-

-

(6,031,062)

(6,031,062)

Total transactions with owners

350

15,400

26,775

-

(19,329)

-

(6,023,338)

(6,000,142)

At 1st July 2014

269,727

2,060,809

(4,884,025)

6,462

646,862

20,582

6,115,264

4,235,681

 

Profit for the period

 

-

 

-

 

-

 

-

 

-

 

-

 

5,446,205

 

5,446,205

Comprehensive income

-

-

-

2,157

-

-

-

2,157

Total comprehensive income

-

-

-

2,157

-

-

5,446,205

5,448,362

Transactions with owners

 

 

 

 

 

 

 

 

Share option exercise

411

57,079

188,536

-

(36,358)

-

16,943

226,611

Share cancellation

(1,015)

-

-

-

-

1,015

(325,054)

(325,054)

Purchase of own shares

-

-

(996,941)

-

-

-

-

(996,941)

Share-based payment

-

-

-

-

10,037

-

-

10,037

Deferred tax

-

-

-

-

-

-

17,280

17,280

Current tax on share options

-

-

-

-

-

-

8,834

8,834

Dividends paid

-

-

-

-

-

-

(5,959,827)

(5,959,827)

Total transactions with owners

(604)

57,079

(808,405)

-

(26,321)

1,015

(6,241,824)

(7,019,060)

At 30th June 2015

269,123

2,117,888

(5,692,430)

8,619

620,541

21,597

5,319,645

2,664,983

 

 

 

CONSOLIDATED AND COMPANY CASH FLOW STATEMENT

FOR THE YEAR ENDED 30TH JUNE 2015

 

 

Group

Company

 

 

 

Note

 

30th June 2015

£

30th June 2014 (restated)

£

 

30th June 2015

£

30th June 2014 (restated)

£

Cash flow from operating activities

 

 

 

 

 

Operating profit

 

8,726,691

6,997,872

183,428

204,465

Adjustments for:

 

 

 

 

 

Depreciation charges

 

125,392

136,015

56,919

68,533

Amortisation of intangible assets

 

45,460

49,249

-

-

Share-based payment charge

 

10,037

(15,184)

8,090

(20,651)

Translation adjustments

 

(154,153)

294,202

(70,383)

121,706

(Profit)/loss on disposal of fixed assets

 

-

(363)

-

-

Cash generated from operations before changes

 

 

 

 

 

in working capital

 

8,753,427

7,461,791

178,054

374,053

(Increase)/decrease in trade and other receivables

 

(873,707)

(96,751)

353,408

(82,296)

Increase/(decrease) in trade and other payables

 

1,315,488

(1,836,467)

1,163,677

(3,453,808)

Cash generated from operations

 

9,195,208

5,528,573

1,695,139

(3,162,051)

Interest received

 

57,482

97,369

404

713

Interest paid

 

-

(384)

-

(384)

Taxation (paid)/received

 

(2,219,304)

(1,926,509)

52,439

21,540

Net cash generated from/(used in) operating activities

 

7,033,386

3,699,049

1,747,982

(3,140,182)

 

Cash flow from investing activities

 

 

 

 

 

Dividends received from subsidiaries

 

-

-

5,292,000

6,421,000

Purchase of property and equipment

 

(108,136)

(38,960)

(19,517)

(23,515)

Proceeds from sale of property and equipment

 

-

782

-

-

Purchase of non-current financial assets

 

-

(470,595)

-

(2,923)

Proceeds from sale of non-current financial assets

 

5,960

493,834

3,168

487,385

Purchase of current financial assets

 

(328,962)

(1,105,022)

(328,962)

(1,105,022)

Proceeds from sale of current financial assets

 

329,382

3,298,452

329,382

3,298,452

Net cash generated from investing activities

 

(101,756)

2,178,491

5,276,071

9,075,377

 

Cash flow from financing activities

 

 

 

 

 

Proceeds from issue of ordinary shares

 

57,490

15,750

57,490

15,750

Ordinary dividends paid

10

(5,959,827)

(6,031,062)

(5,959,827)

(6,031,062)

Purchase and cancellation of own shares

 

(325,054)

-

(325,054)

-

Purchase of own shares by employee share option trust

 

(996,941)

-

(996,941)

-

Proceeds from sale of own shares by employee

 

 

 

 

 

share option trust

 

188,536

26,775

188,536

26,775

Capital from non-controlling interest

 

-

467,672

-

-

Net cash used in financing activities

 

(7,035,796)

(5,520,865)

(7,035,796)

(5,988,537)

 

Net (decrease)/increase in cash and cash equivalents

 

 

(104,166)

 

356,675

 

(11,743)

 

(53,342)

Cash and cash equivalents at start of period

 

10,242,906

10,061,185

90,045

146,416

Effect of exchange rate changes

 

87,965

(174,954)

4,502

(3,029)

Cash and cash equivalents at end of period

 

10,226,705

10,242,906

82,804

90,045

 

 

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30TH JUNE 2015

 

The contents of this preliminary announcement have been extracted from the Company's Annual Report, which is currently in print and will be distributed within the week. The information shown for the year ended 30th June 2015 and the 13 months ended 30th June 2014 does not constitute statutory accounts and has been extracted from the full accounts for the year ended 30th June 2015 and the 13 months ended 30th June 2014. The reports of the auditors on those accounts were unqualified and did not contain adverse statements under sections 498(2) or (3) of the Companies Act 2006. The accounts for the period ended 30th June 2014 have been filed with the Registrar of Companies. The accounts for the year ended 30th June 2015 will be delivered to the Registrar of Companies in due course.

 

City of London Investment Group PLC ("the Company") is a public limited company which listed on the London Stock Exchange on 29th October 2010 and is domiciled and incorporated in the United Kingdom under the Companies Act 2006.

 

The Group financial statements for the year ended 30th June 2015 comprise the Company and its subsidiaries ("the Group"). The significant accounting policies applied in the preparation of the Group financial statements are summarised below. These policies have been consistently applied to all the financial periods presented, unless otherwise stated.

 

1    BASIS OF PREPARATION

 

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union ("EU") and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS.

 

The Group financial statements have been prepared under the historical cost convention, except for certain financial assets held by the Group that are reported at fair value. The Group and Company financial statements have been prepared on a going concern basis.

 

New IFRS Standards and Interpretations

 

The Group adopted the following during the year:

 

IFRS 10 Consolidated financial statements (revised) - This standard establishes principles for the presentation and preparation of consolidated financial statements when an entity controls one or more other entities. It builds on existing principles by identifying the concept of control as the determining factor in whether an entity should be included within the consolidated financial statements of the parent company. An investor controls an investee when it has power over the relevant activities, exposure to variable returns from the investee, and the ability to affect those returns through its power over the investee. This control model applies to all entities and includes the Group's seed investments in funds that it manages, previously reported as "available-for-sale financial assets". As a result, the change in fair value of these investments is now recognised in the income statement, where previously recognised as part of other comprehensive income. The impact of the standard on this year's income statement is £0.1 million to the owners of the Company (2014: £0.1 million) and £0.0 million in relation to non-controlling interests (2014: £0.1 million). In accordance with the reporting requirements the prior period has been restated.

 

IFRS 12 Disclosure of Interests in Other Entities (revised) - The Standard is intended to complement IFRS 10 and requires disclosures about the judgement used by management in determining which entities it controls  as well as the financial effects of, and risks associated with, investments in subsidiaries, joint arrangements, associates and unconsolidated structured entities. These disclosures can be found in the notes to the financial statements.

 

As at 30th June 2015, the following Standards and Interpretations, which are relevant to the Group, were in issue and EU endorsed but not yet effective:

 

IFRS 9 has yet to be endorsed by the EU and replaces the classification and measurement models for financial instruments in IAS 39 with three classification categories: amortised cost, fair value through profit or loss and fair value through other comprehensive income. The Group's business model and the contractual cash flows arising from its investments in financial instruments determine the classification. Equity instruments will be recorded at fair value, with gains or losses reported either in the Income statement or through equity. However, where fair value gains and losses are recorded through equity there will no longer be a requirement to transfer gains or losses to the Income statement on impairment or disposal.

 

IFRS 9 also introduces an expected loss model for the assessment of impairment. The current incurred loss model (under IAS 39) requires the Group to recognise impairment losses when there is objective evidence that an asset is impaired;  under the expected loss model, impairment losses are recorded if there is an expectation of credit losses, even in the absence of a default event. The Group does not anticipate that this will have a material impact on results.

 

IFRS 15 deals with revenue recognition and establishes principles for reporting useful information to users of financial statements about the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity's contracts with customers. Revenue is recognised when a customer obtains control of goods or service and thus has the ability to direct the use and obtain the benefits from the goods or service. The Standard replaces IAS 18 'Revenue' and IAS 11 'Construction contracts' and related interpretations. The Standard is effective for annual periods beginning on or after 1st January 2018 and earlier application is permitted subject to EU endorsement. The Group is currently assessing the impact of IFRS 15 on its financial statements. No other Standards or Interpretations issued and not yet effective are expected to have an impact on the Group's financial statements. The preparation of these financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. Whilst estimates are based on management's best knowledge and judgement using information and financial data available to them, the actual outcome may differ from those estimates.

 

The most significant area of the financial statements that are subject to the use of estimates and assumptions are noted below:

 

Share-based payments

 

In order to calculate the charge for share-based compensation as required by IFRS 2, the Group makes estimates principally relating to the assumptions used in its option pricing model.

 

2    BASIS OF CONSOLIDATION

 

These financial statements consolidate the financial statements of the Company and all of its subsidiary undertakings.  The Group's subsidiaries are those entities which it directly or indirectly controls. Control over an entity is evidenced by the Group's ability to exercise its power in order to affect any variable returns that the Group is exposed to through its involvement with the entity.

 

When assessing whether to consolidate an entity, the Group evaluates a range of control factors, namely:

 

•  the purpose and design of the entity

 

•  the relevant activities and how these are determined

 

•  whether the Group's rights result in the ability to direct the relevant activities

 

•  whether the Group has exposure or rights to variable returns

 

•  whether the Group has the ability to use its power to affect the amount of its returns

 

Subsidiaries are consolidated from the date on which control is transferred to the Group and are deconsolidated from the date that control ceases. The Group's subsidiary undertakings as at 30th June 2015 are detailed below.

 

 

 

 

 

Controlling

Subsidiary undertakings

Activity

interest

City of London Investment Management Company Limited

Management of funds

100%

City of London US Investments Limited

Holding company for US companies

100%

World Markets Umbrella Global Equity Fund

Open-end offshore sub-fund

100%

International Equity CEF Fund

Delaware Statutory Trust fund

52%

 

   City of London Investment Management Company Limited holds 100% of the ordinary shares in the following:

               

   City of London Investment Management (Singapore) PTE Ltd                  Management of funds

   City of London Latin America Limited                                                           Dormant company

 

   City of London US Investments Limited holds 100% of the ordinary shares in the following:

 

   City of London US Services Limited                                                                Service company)

 

The consolidated financial statements are prepared on the historical cost basis except for the revaluation of certain financial instruments as outlined in note 3 (iii).

 

3    SIGNIFICANT ACCOUNTING POLICIES

 

The principal accounting policies adopted are set out below and have, unless otherwise stated, been applied consistently to all periods presented in these financial statements. In addition, where presentational changes are made in the current period, the prior year figures are also updated to present a true comparative.

 

(i) Property and equipment

For all property and equipment depreciation is calculated to write off their cost to their estimated residual values by equal annual instalments over the period of their estimated useful lives, which are considered to be:

 

Short leasehold property improvements - over the remaining life of the lease

Furniture and equipment -   four years

Computer and telephone equipment - four years

 

(ii) Intangible assets

Intangible assets acquired separately are capitalised at cost and amortised on a straight line basis. Amortisation charges are spread over the useful life of the asset as follows:

 

Long term software licences - ten years

 

This represents a perpetual licence for the Group's fund accounting system. The Directors consider ten years as a reasonable estimate of useful life given the improved control and flexibility to manage and develop the software in-house.

 

(iii) Financial instruments

Under IAS 39, "Financial Instruments: Recognition and Measurement", financial assets must be classified as either:

 

• Loans and receivables

• Held-to-maturity investments

• Available-for-sale financial assets

• At fair value through profit or loss

 

Financial liabilities must be classified at fair value through profit or loss or at amortised cost.

 

Except where investments in funds are identified as subsidiaries, the Group's investments in the funds that it manages are designated as available-for-sale financial assets. Such investments are initially recognised at fair value, being the consideration given together with any acquisition costs associated with the investment. They are subsequently carried at fair value, with any gains or losses arising from changes in fair value included as part of other comprehensive income. Fair value is determined using the price based on the net asset value of the fund. Investments are derecognised when the rights to receive cash flows from the investments have expired or have been transferred and the Group has transferred all risks and rewards of ownership. When derecognition occurs a realised profit or loss is recognised in the income statement, calculated as the difference between the net sales proceeds and the original cost of the financial asset. Any fair value gains or losses previously recognised as part of other comprehensive income are recycled into the income statement as part of this calculation of the profit or loss arising on derecognition.

 

The Group assesses at each reporting date whether there is objective evidence that an investment or a group of investments is impaired. In the case of an investment classified as available-for-sale, a significant or prolonged decline in the fair value of the investment below its cost is considered as an indicator that the investment is impaired. If any such evidence exists for available- for-sale investments, the cumulative loss - measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that investment previously recognised in the income statement - is removed from other comprehensive income and recognised in the income statement.

 

The Group's investments in securities and derivatives are classified as financial assets or liabilities at fair value through profit or loss. Such investments are initially recognised at fair value, and are subsequently remeasured at fair value, with any movement recognised in the income statement. The fair value of the derivatives held by the Group is determined as follows:

 

Shares - priced using the quoted market mid price*

Options - priced using the quoted market bid price

Forward currency trades - priced using the forward exchange bid rates from Bloomberg

 

*The funds managed by the Group are valued at the mid price in accordance with US GAAP. Therefore, where the Group has identified investments in those funds as subsidiaries, the fair value consolidated is the net asset values as provided by the administrator of the funds. The underlying investments in these funds are predominantly in blue chip companies and as such are very tradable with a small bid-ask spread.

 

The Group's investments have been classified here for recognition and measurement purposes under IAS39 but are not necessarily reported in the statement of financial position under those headings. A table showing how they are reported is shown in note 11.

 

(iv) Trade receivables

Trade receivables are measured on initial recognition at fair value, and are subsequently carried at the lower of original fair value and their recoverable amount. Appropriate allowances for estimated irrecoverable amounts are recognised in the income statement when there is objective evidence that the asset is impaired.

 

(v) Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and demand deposits with an original maturity of three months or less from inception, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value.

 

(vi) Trade payables

Trade payables are measured at initial recognition at fair value and subsequently measured at amortised cost.

 

(vii) Deferred taxation

Deferred tax is provided using the statement of financial position liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for tax purposes. However, deferred tax is not accounted for if it arises from goodwill or the initial recognition (other than in a business combination) of other assets or liabilities in a transaction that affects neither the accounting nor the taxable profit or loss.

 

Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised.

 

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

 

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset realised. The tax rates used are those that have been enacted, or substantively enacted, by the end of the reporting period. Deferred tax is charged or credited to the income statement, except when it relates to items charged or credited directly as part of other comprehensive income, in which case the deferred tax is also dealt with as part of other comprehensive income. For share-based payments, where the estimated future tax deduction exceeds the amount of the related cumulative remuneration expense, the excess deferred tax is recognised directly in equity.

 

(viii) Share-based payments

The Company operates an Employee Share Option Plan. The fair value of the employee services received in exchange for share options is recognised as an expense. The fair value has been calculated using the Binomial pricing model, and has then been expensed on a straight line basis over the vesting period, based on the Company's estimate of the number of shares that will actually vest.  At the end of the three year period when the actual number of shares vesting is known, the share-based payment charge is re- calculated and any difference is taken to the profit or loss.

 

(ix) Revenue

Revenue is recognised to the extent that it is probable that economic benefits will flow to the Group and such revenue can be reliably measured.  Revenue is recognised as services are provided and comprises investment management fees based on a percentage of Funds under Management, in accordance with the underlying agreements.

 

(x) Commissions payable

A significant portion of the Group's revenue is subject to commissions payable under third party marketing agreements. Commissions payable are recognised in the same period as the revenue to which they relate.

 

(xi) Foreign currency translation

Foreign currency transactions are translated using the exchange rates prevailing at the transaction date. Monetary assets held in a currency other than the functional currency are translated at the end of each financial period at the period end closing rates. Non-monetary assets are translated at the date of the transaction and held at historic costs with any gains or losses recognised in the income statement.

 

The functional currency of the Group's main trading subsidiaries, City of London Investment Management Company Limited and City of London US Services Limited, is US dollars. The functional currency of City of London Investment Group PLC (the "Company") is sterling. The Group uses sterling as the presentation currency. Under IAS 21 this means that exchange differences caused from translating from the functional currency to presentational currency for the main trading subsidiaries would be recognised in equity. However, the Group operates a policy whereby the foreign exchange positions of the subsidiaries in relation to the income statement and monetary assets are sold to the Company. As such any exchange differences arising in the Company are "real" in that the functional currency matches the presentational currency. This means that all such exchange differences are included in the income statement and no split is required between other comprehensive income and the income statement. The subsidiaries translate the non-monetary assets at the period end rate and any movement is reflected in other comprehensive income.

 

(xii) Leases

The cost of operating leases is charged to the income statement in equal periodic instalments over the period of the leases.

 

(xiii) Pensions

The Group operates defined contribution pension schemes covering the majority of its employees. The costs of the pension schemes are charged to the income statement as they are incurred. Any amounts unpaid at the end of the period are reflected in other creditors.

 

4    SEGMENTAL ANALYSIS

 

The Directors consider that the Group has only one reportable segment, namely asset management, and hence only analysis by geographical location is given.

 

 

 

USA

£

Canada

£

UK

£

Europe

(ex UK)

£

Other

£

Total

£

Year to 30th June 2015

 

 

 

 

 

 

Gross fee income

23,607,743

789,710

185,731

772,825

-

25,356,009

Non-current assets:

 

 

 

 

 

 

Property and equipment

295,440

-

84,635

-

4,008

384,083

Intangible assets

196,343

-

-

-

-

196,343

13 months to 30th June 2014

 

 

 

 

 

 

Gross fee income

22,212,008

764,445

287,139

951,685

-

24,215,277

Non-current assets:

 

 

 

 

 

 

Property and equipment

250,786

-

119,958

-

6,087

376,831

Intangible assets

215,323

-

-

-

-

215,323

The Group has classified its fee income based on the domicile of its clients and non-current assets based on where the assets are held. Any individual client generating revenue of 10% or more would be disclosed separately, as would assets in a foreign country if they were material.

 

5    OPERATING PROFIT

 

 

 

Year to

 

 

13 months to

 

The operating profit is arrived at after charging:

30th June 2015

£

30th June 2014

£

Depreciation of owned assets

125,392

136,015

Amortisation of intangible assets

45,460

49,249

Auditors' remuneration:

 

 

- Statutory audit

80,347

69,138

- Taxation services

10,562

6,152

- Audit related assurance services

7,572

7,398

- Other services

1,937

3,817

Operating lease rentals:

 

 

- Land and buildings

377,837

385,351

- Other

1,527

888

 

6    INTEREST RECEIVABLE AND  SIMILAR GAINS

 

 

 

13 months to

 

Year to

30th June 2015

£

30th June 2014

(restated)

£

Interest on bank deposit

57,482

96,985

Gain on sale of investments

7,205

147,427

Unrealised gain on investments

140,292

173,515

 

204,979

417,927

 

7    TAX CHARGE ON PROFIT ON ORDINARY ACTIVITIES

 

 

 

13 months to

 

Year to

30th June 2014

 

(a) Analysis of tax charge on ordinary activities:

30th June 2015

£

(restated)

£

Tax at 21% (2014: 23%) based on the profit for the period

1,862,091

1,717,137

Double taxation relief

(1,163,081)

(1,057,311)

Deferred tax

13,795

16,564

Change in tax rate to 20%

(8,214)

(13,209)

Adjustments in respect of prior years

(1,689)

(1,681)

Domestic tax total

702,902

661,500

Foreign tax for the current period

1,634,366

1,378,365

Adjustments in respect of prior years

(19,264)

21,877

Foreign tax total

1,615,102

1,400,242

Total tax charge in income statement

2,318,004

2,061,742

 

(b) Factors affecting tax charge for the current period:

The tax assessed for the period is different to that resulting from applying the standard rate of corporation tax in the UK - 21% (prior year - 23%). The differences are explained below:

 

 

Year to

30th June 2015

           £

13 months to

30th June 2014 (restated)

£

Profit on ordinary activities before tax

8,931,670

7,415,799

Tax at 21% (2014: 23%) thereon

(1,875,651)

(1,705,634)

Effects of:

 

 

Unrelieved overseas tax

(471,285)

(321,054)

Expenses not deductible for tax purposes

1,415

(25,294)

Income ineligible for tax

29,461

39,908

Capital allowances  less than depreciation

(21,290)

(26,029)

Prior period adjustments

20,953

(20,196)

Deferred tax on share based-payments and investments

(13,795)

(16,564)

Change in tax rate to 20%

8,214

13,209

Other

3,974

(88)

Total tax charge in income statement

(2,318,004)

(2,061,742)

 

The reduction in the main rate of UK corporation tax to 20% with effect from 1st April 2015 is substantively enacted for accounting purposes. The effect of the rate reduction has been reflected in the figures above.

 

8 EARNINGS PER SHARE

 

The calculation of earnings per share is based on the profit attributable to shareholders of the parent for the period of £6,577,845 (2014: £5,303,235) divided by the weighted average number of ordinary shares in issue for the period ended 30th June 2015 of 24,907,864 (2014: 25,128,462).

 

The Employee Benefit Trust held 2,032,118 ordinary shares in the Company as at 30th June 2015. The Trustees of the Trust have waived all rights to dividends associated with these shares. In accordance with IAS 33 the ordinary shares held by the Employee Benefit Trust have been excluded from the calculation of the weighted average of ordinary shares in issue.

 

The calculation of diluted earnings per share is based on the profit attributable to shareholders of the parent for the period of £6,577,845 (2014: £5,303,235) divided by the diluted weighted average of ordinary shares for the period ended 30th June 2015 of 25,272,704 (2014: 25,305,973).

 

Reconciliation of the figures used in calculating basic and diluted earnings per share:

 

 

30th June 2015

 

 

30th June 2014

 

Number of shares

Number of shares

Weighted average number of shares - basic earnings per share

24,907,864

25,128,462

Effect of dilutive potential shares - share options

364,840

177,511

Weighted average number of shares - diluted earnings per share

25,272,704

25,305,973

 

9  SHARE CAPITAL

 

 

 

               30th June 2015

 

 

 

30th June 2014

Group and Company

£

£

Allotted, called up and fully paid

 

 

At start of period 26,972,707 (2014: 26,937,707) Ordinary shares of 1p each

269,727

269,377

Dilutive share options exercised; 41,064 (2014: 35,000)

411

350

Shares repurchased and cancelled; 101,500 (2014: Nil)

(1,015)

_

At end of period 26,912,271 (2014: 26,972,707) Ordinary shares of 1p each

269,123

269,727

 

Fully paid ordinary shares carry one vote per share and carry a right to dividends.

 

 

 

10  DIVIDEND

 

 

 

                                          30th June 2015

 

 

 

30th June 2014

 

£

£

Dividends paid:

 

 

Interim dividend of 8p per share (2014: 8p)

1,985,039

2,010,354

Final dividend in respect of year ended:

 

 

30th June 2014 of 16p per share (2013: 16p)

3,974,788

4,020,708

 

5,959,827

6,031,062

 

A final dividend of 16p per share has been proposed, payable on 30th October 2015, subject to shareholder approval, to shareholders who are on the register of members on 9th October 2015.

 

11  FINANCIAL INSTRUMENTS

 

The Group's financial assets include cash and cash equivalents, investments and other receivables. Its financial liabilities include accruals and other payables. The fair value of the Group's financial assets and liabilities is materially the same as the book value.

 

(i) Financial instruments by category

The tables below show the Group and Company's financial assets and liabilities as classified under IAS39:

 

Group

 

 

Loans and

 

Assets at fair value through

 

 

Available-

 

30th June 2015

receivables

profit or loss

for-sale

Total

Assets as per statement of financial position

£

£

£

£

Other financial assets

-

26,784

2,075,954

Trade and other receivables

4,505,655

3,529

-

4,509,184

Cash and cash equivalents

10,226,705

-

-

10,226,705

Total

14,732,360

2,052,699

26,784

16,811,843

 

 

 

 

Liabilities at

 

 

Financial

 

 

 

fair value

liabilities at

 

 

 

through

amortised

 

 

 

profit or loss

cost

Total

Liabilities as per statement of financial position

 

£

£

£

Trade and other payables (1)

 

-

2,609,944

2,609,944

Total

 

-

2,609,944

2,609,944

 

 

 

 

Assets at fair

 

 

 

30th June 2014 (restated)

Loans and

receivables

value through

profit or loss

Available-

for-sale

 

Total

Assets as per statement of financial position

£

£

£

£

Other financial assets

-

28,782

1,824,984

Trade and other receivables

3,529,728

105,749

-

3,635,477

Cash and cash equivalents

10,242,906

-

-

10,242,906

Total

13,772,634

1,901,951

28,782

15,703,367

 

 

 

 

Liabilities at

 

 

Financial

 

 

 

fair value

liabilities at

 

 

 

through

amortised

 

 

 

profit or loss

cost

Total

Liabilities as per statement of financial position

 

£

£

£

Liabilities as per statement of financial position

 

-

1,294,456

1,294,456

Trade and other payables (1)

 

-

1,294,456

1,294,456

Note (1) Trade and other payables are due within three months

 

 

Company

 

 

Investment

 

 

Loans and

 

Assets at fair value through

 

 

Available-

 

30th June 2015

in subsidiaries

receivables

profit or loss

for-sale

Total

Assets as per statement of financial position

£

£

£

£

£

Other financial assets

1,784,645

-

-

26,147

1,810,792

Trade and other receivables

-

1,935,076

-

-

1,935,076

Cash and cash equivalents

-

82,804

-

-

82,804

Total

1,784,645

2,017,880

-

26,147

3,828,672

 

 

 

 

Liabilities at

 

 

Financial

 

 

 

fair value

liabilities at

 

 

 

through

amortised

 

 

 

profit or loss

cost

Total

Liabilities as per statement of financial position

 

£

£

£

Trade and other payables (1)

 

-

1,601,947

1,601,947

Total

 

-

1,601,947

1,601,947

 

 

 

 

                         Assets at fair

 

 

 

30th June 2014 (restated)

Investment

in subsidiaries

  Loans and       value through

receivables     profit or loss

Available-

for-sale

 

Total

Assets as per statement of financial position

£

£                       £

£

£

Other financial assets

1,730,509

-                       -

25,273

1,755,782

Trade and other receivables

-

2,288,484                       -

-

2,288,484

Cash and cash equivalents

-

90,045                       -

-

90,045

Total

1,730,509

2,378,529                       -

25,273

4,134,311

 

 

 

 

Liabilities at

 

 

Financial

 

 

 

fair value

liabilities at

 

 

 

through

amortised

 

 

 

profit or loss

cost

Total

Liabilities as per statement of financial position

 

£

£

£

Trade and other payables (1)

 

-

438,270

438,270

Total

 

-

438,270

438,270

Note (1) Trade and other payables are due within three months

 

(ii) Fair value measurements recognised in the statement of financial position

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into levels 1 to 3 based on the degree to which the fair value is observable.

 

•  Level 1: fair value derived from quoted prices (unadjusted) in active markets for identical assets and liabilities.

 

•  Level 2: fair value derived from inputs other than quoted prices included within level 1 that are observable for the assets or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

 

•  Level 3: fair value derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data.

 

The fair values of the financial instruments are determined as follows:

 

•  Investments in own funds are determined with reference to the net asset value (NAV) of the fund. Where the NAV is a quoted price the fair value is shown under level 1, where the NAV is not a quoted price the fair value is shown under level 2.

 

•  Forward currency trades are valued using the forward exchange bid rates and are shown under level 2.

 

The level within which the financial asset or liability is classified is determined based on the lowest level of significant input to the fair value measurement.

 

Group

 

Level 1

 

Level 2

 

Level 3

 

Total

30th June 2015

£

£

£

£

Available-for-sale financial assets

 

 

 

 

Investment in own funds

-

25,765

-

25,765

Total

-

25,765

-

25,765

Financial assets at fair value through profit or loss

 

 

 

 

Investment in other financial assets

2,020,615

29,561

13

2,050,189

Forward currency trades

-

3,529

-

3,529

Total

2,020,615

33,090

13

2,053,715

 

 

 

30th June 2014 (restated)

 

 

Level 1

£

 

 

Level 2

£

 

 

Level 3

£

 

 

Total

£

Available-for-sale financial assets

 

 

 

 

Investment in own funds

-

27,894

-

27,894

Total

-

27,894

-

27,894

Financial liabilities at fair value through profit or loss

 

 

 

 

Investment in other financial assets

1,782,333

14,743

14

1,797,090

Forward currency trades

-

105,749

-

105,749

Total

1,782,333

120,492

14

1,902,839

 

Company

 

 

 

 

 

30th June 2015

Level 1

£

Level 2

£

Level 3

£

Total

£

Available-for-sale financial assets

 

 

 

 

Investment in own funds

-

26,147

-

26,147

Total

-

26,147

-

26,147

 

 

 

30th June 2014 (restated)

 

 

Level 1

£

 

 

Level 2

£

 

 

Level 3

£

 

 

Total

£

Available-for-sale financial assets

 

 

 

 

Investment in own funds

-

25,273

-

25,273

Total

-

25,273

-

25,273

 

Level 3

 

Assets as of 30th June 2015 consist of one security valued at £13 (2014: £14). The Level 3 asset is an investment fund where significant unobservable inputs are being used to assign value as the investment fund is in liquidation. Previously quoted prices in active markets were being used in the valuation of the security. When the shares were placed into liquidation and market activity ceased, significant unobservable inputs were used to assign a value to the security as of year end.

 

The Fund establishes valuation processes and procedures to ensure that the valuation techniques for investments that are categorised within Level 3 of the fair value hierarchy are fair, consistent, and verifiable. The Group is responsible for overseeing the implementation of the valuation policies and procedures, which includes the valuation process of the Fund's Level 3 investments.

 

There were no transfers between any of the levels in the reporting period.

 

All fair value gains and losses included in other comprehensive income relate to the investment in own funds.

 

Where there is an impairment in the investment in own funds, the loss is reported in the income statement. No impairment was recognised during the year or the preceding period.

 

The fair value gain on the forward currency trades is offset in the income statement by the foreign exchange losses on other currency assets and liabilities held during the period and at the period end. The net loss reported for the period is £94,670 (2014: net loss £26,563).

 

(iii) Foreign currency risk

 

Most of the Group's revenues, and a significant part of its expenses, are denominated in currencies other than sterling, principally US and Canadian Dollars. These revenues are derived from fee income which is based upon the net asset value of accounts managed, and have the benefit of a natural hedge by reference to the underlying currencies in which investments are held. Inevitably, debtor and creditor balances arise which in turn give rise to currency exposure.

 

The Group assesses its hedging requirements and executes forward foreign exchange transactions so as to substantially reduce the Group's exposure to currency market movements. The level of forward currency hedging is such as is judged by the Directors to be consistent with market conditions.

 

As at 30 June 2015, the Group had net asset balances of US$4,819,332 (2014: S$4,543,237), offset by forward sales totalling US$5,250,000 (2014: US$5,250,000). Other significant net asset balances were C$325,558 (2014: C$287,421) and AED290,456 (2014: AED363,558), as well as net liability balances of SGD651,590 (2014: net assets of SGD389,947).

 

Had the US dollar strengthened or weakened against sterling as at 30th June 2015 by 10%, with all other variables held constant, the Group's net assets would have increased or decreased (respectively) by approximately 0.7%, because the US dollar position is hedged by the forward sales.

 

Further details on the effects on the Group's post-tax profits due to movements in the US dollar/sterling exchange rate have been demonstrated in the Financial review.

 

(iv) Market risk

 

Changes in market prices, such as foreign exchange rates and equity prices will affect the Group's income and the value of its investments.

 

Where the Group holds investments in its own funds, the market price risk is managed through diversification of the portfolio. A 10% increase or decrease in the price level of the funds' relevant benchmarks, with all other variables held constant, would result in an increase or decrease of approximately £0.2 million in the value of the investments and profit before tax.

 

The Group is also exposed to market risk indirectly via its assets under management, from which its fee income is derived. To hedge against any potential loss in fee income due to a fall in the markets, the Group will look to invest in out-of-the-money put options on the emerging markets index. The purchase and sale of these options are subject to limits established by the Board and are monitored on a regular basis. The investment management and settlement functions are totally segregated.  The income from hedging recognised in the Group income statement for the period is £7,604 (2014: no hedging activity). Further details on the effects on the Group's post-tax profits due to movements in market prices have been demonstrated in the Financial review.

 

(v) Credit risk

 

The majority of debtors relate to management fees due from funds and segregated account holders. As such the Group is able to assess the credit risk of these debtors as minimal. For other debtors a credit evaluation is undertaken on a case by case basis.

 

The Group has zero experience of bad or overdue debts.

 

The majority of cash and cash equivalents held by the Group are with leading UK banks. The credit risk is managed by carrying out regular reviews of each institution's credit rating and of their published financial position. Given their high credit ratings, management does not expect any counterparty to fail to meet its obligations.

 

(vi) Liquidity risk

 

The Group's liquidity risk is minimal because commission payable forms the major part of trade creditors, and payment is made only upon receipt of the related fee income plus the Group's strategy is to maximise its cash position. In addition, the Group's current available-for-sale assets represent investments in funds that it manages and can be liquidated immediately if required.

 

(vii) Interest rate risk

 

The Group has no borrowings, and therefore has no exposure to interest rate risk other than that which attaches to its interest earning cash balances and forward currency contracts. The Group's strategy is to maximise the amount of cash which is maintained in interest bearing accounts, and to ensure that those accounts attract a competitive interest rate. At 30th June 2015 the Group held £10,226,705 (2014: £10,242,906) in cash balances, of which £9,977,221 (2014: £9,650,902) was held in bank accounts which attract variable interest rates. The effect of a 100 basis points increase/decrease in interest rates on the Group's net assets would not be material.

 

(viii) Capital risk management

 

The Group manages its capital to ensure that all entities within the Group are able to operate as going concerns and exceed any minimum externally imposed capital requirements. The capital of the Group and Company consists of equity attributable to the equity holders of the Parent Company, comprising issued share capital, share premium, retained earnings and other reserves as disclosed in the statement of changes in equity.

 

The Group's principal operating subsidiary company, City of London Investment Management Company Ltd is subject to the minimum capital requirements of the Financial Conduct Authority ("FCA") in the UK. This subsidiary held surplus capital over its requirements throughout the period.

 

The Group is required to undertake an Internal Adequacy Assessment Process ("ICAAP"), under which the Board quantifies the level of capital required to meet operational risks. The objective of this is to ensure that the firm has adequate capital to enable it to manage risks which are not adequately covered under the Pillar 1 requirements. This process includes stress testing for the effects of major risks, such as a significant market downturn, and includes an assessment of the Group's ability to mitigate the risks.

 

 

 


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